Mid-State Broadband

TERMS OF SERVICE AGREEMENT

Mid-State Broadband LLC, hereinafter "Provider" agrees to furnish services to_____________________________, hereinafter "Customer", according to the following Terms of Service Agreement ("ToS"). The ToS forms part of the Residential Internet Plan Agreement and shall be read to govern the aspects covered herein.

All provisions of contracts with Provider are subject to the ToS. Customer understands that changes in the TOS are not grounds for non-payment or early contract termination.

1. Service Defined. The term "SERVICE" shall mean all services that Customer agrees to purchase from Provider as detailed in the Residential Internet Plan Agreement. Customer bandwidth shall be limited to a maximum rate to be specified on your application for service. Actual speeds may vary, but the Committed Information Rate (CIR) is guaranteed to be a minimum of 50% of your contracted sustained rate. Unless otherwise specified herein, your internet connection shall be available 24 hours a day, 7 days a week. This notwithstanding, there is always the possibility of system or equipment failures, or the need to temporarily interrupt your internet connection for system maintenance. Provider will endeavor to restore failed service with all possible haste. Such temporary interruptions do not constitute a breach of contract and do not entitle the subscriber to a refund or credit of the monthly subscription fee for that billing cycle. This agreement pertains only to the delivery of broadband internet service to your premises. Provider is not responsible for providing any computer hardware, software or non-premises connectivity that you may wish to have or which is necessary for joining your system to the internet. Provider is not responsible for repairing subscriber service interruptions resulting from failed or improper subscriber owned equipment.

Should any problem occur beyond the Wide Area Network (WAN) demarcation point (where the Customer to Provider's connection occurs), Provider will troubleshoot the problem until the problem can be identified as to whether or not it resides on Provider's network or the equipment on the premises. If it is determined to not be a problem with Provider, Provider is neither liable nor responsible for correcting said problem and will require a written or verbal agreement to charge for repair costs associated with the repair. Provider shall not be held liable for any damage caused to routers, switches, hubs, computers, etc. or any software programs, caused by viruses, worms, power anomalies, etc., caused by accessing the internet or by incidents beyond Provider's reasonable control.

2. Service Rates. Customer acknowledges that the nature of Service, and initial charges have been communicated or made available to Customer. Customer acknowledges that Provider may from time to time change the nature of Service resulting in changes to Customer's charges. Customer acknowledges and agrees to the changes provided the changes are communicated in writing at least thirty (30) days in advance, unless disputed in writing at least 15 days prior to the change date of service rates If Customer disputes the change in service rates, Customer may terminate this contract with 30 days advance notice in writing to Provider and the bill will be prorated for the length of time Customer uses the Service.

Customer may request an increase of bandwidth services without increasing the length of the contract term; however, Customer may not lower Customer's current or future bandwidth commitment during the contract term. All adjustments to Customer service levels must be communicated in writing by Customer at least 30 days prior to the requested change in service date.

3. Payment. Establishment of Service is dependent upon receipt by Provider of stated charges in the Residential Internet Plan Agreement.

4. Payments and Fees. Service may be interrupted on any accounts more than thirty (30) days past due. Accounts interrupted as a result of non-payment will be subject to a reconnection fee of $100. Any amounts overdue will accrue interest of 12% per annum, or the maximum amount allowable under State Law.

5. Refunds and Disputes. All payments to Provider are non-refundable. All disputes concerning charges must be made in writing within forty-five (45) days in which the event at issue occurred.

6. Failure to Pay Service Charges. Provider reserves the right to deny Service or terminate accounts upon failure of Customer to timely pay Service Charges. Termination or denial as a result of failure to pay will not relieve Customer from the payment of all accrued charges, plus reasonable interest and collection fees.

7. Account Cancellation. All requests concerning Service account cancellations must be made in writing within fifteen (15) days of the date of cancellation. The wireless equipment is provided to the customer by Mid-State Broadband as part of the provision of service. The wireless equipment remains the sole property of Mid-State Broadband. In the event that the equipment is damaged or rendered inoperable due to the customer's negligence, the customer agrees to compensate Provider for the replacement and labor costs. The actual cause of any damage will be ascertained by Provider or its representatives. In the event that service is discontinued by the customer (or by Mid-State Broadband for non-payment of service), the wireless equipment must be returned to Mid-State Broadband. If the wireless equipment is not returned, a $100 fee will be assessed to the customer.

8. Acceptable Use. Neither Customer nor Customer's users shall use the Service to "stalk", post, transmit or originate any unlawful, threatening, abusive, fraudulent, hateful, defamatory, obscene or pornographic communication, or any communication where the message or its transmission or distribution would constitute or would encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or international law. Neither Customer nor Customer's users shall use the Service to access or attempt to gain access to any other Customer's account or to any nonpublic or restricted portions of Provider's networks and system or third party systems or networks. Neither Customer nor Customer's users shall use the Service to intercept or attempt to intercept data transmissions of any kind. Unsolicited advertising of any nature by Customer or Customer's users is strictly forbidden and shall result in the immediate termination of Service and shall cause Customer to be liable for any damages to Provider caused by such activity. The customer is responsible for the action of others who are using this internet connection with or without your permission. You agree to closely monitor internet usage by minors. We recommend that children be required to ask a parent for approval before providing any personal information to any online correspondent or vendor.

9. Hardware, Software and Equipment. Customer is solely responsible for providing all computer and ancillary equipment necessary to access the Service. Provider makes no representations, warranties or assurances whatsoever that hardware, software or other equipment independently purchased or otherwise owned by Customer will be compatible with the Service.

10. Costs and Expenses. Customer shall pay its own costs and expenses, including property taxes, associated with ownership and maintenance of its segment or segments as those costs are incurred in using the Service.

11. User Responsibilities. Customer shall notify Provider immediately of any unauthorized use of Customer's password or account or any other known or suspected breach of security. Customer shall use all reasonable effort to stop any unauthorized copying or distribution of content known or suspected to be unlawful. Provider shall not be responsible for any unauthorized access to, or alteration of, Customer's transmissions or data.

12. User Conduct. Customer is solely responsible for its conduct and agrees to abide by all applicable local, state, national and foreign laws, treatises and regulations. Customer understands that Provider has no obligation to monitor or control Customer's activity or conduct. Provider reserves the right at all times to monitor, review, retain and disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request.

13. Local Laws and Export Control. Provider makes no representation that the Service is appropriate or available for use in certain locations within or outside the United States. Customer is responsible for verifying that its equipment functions as desired.

14. Confidentiality. Customer acknowledges that Provider will posses Confidential Information about Customer, including, but not limited to, Customer's proprietary or business information, trade secrets, Licensed Software, and other vital data about Customer's business. Provider will use all commercially reasonable efforts to prevent the disclosure of such information to any third party and to protect the confidentiality of written information received from the other party which is marked or identified as confidential. Notwithstanding the foregoing, the provisions of this Section do not prevent Provider from disclosing confidential information that is (a) already known by the recipient party without an obligation of confidentiality; (b) publicly known or becomes publicly known through no unauthorized act of the recipient party; (c) rightfully received from a third party that is not subject to any legally binding restrictions on disclosure; or (d) required to be disclosed pursuant to a requirement of a governmental agency or law or pursuant to a subpoena or other legal process; provided that the disclosing party immediately provides the other party with notice of such requirement prior to any such disclosure in order to permit such other party, at its expense, to seek an appropriate protection order or other similar remedy. This provision shall survive the termination or expiration of the ToS, Residential Internet Plan Agreement, and, if applicable, Service Level Agreement.

15. Provider's Rules. Customer's employees and agents shall comply with all of Provider's security requirements, rules, and regulations.

16. Customer's Representations and Warranties. Customer understands and represents as follows: Customer represents and warrants that it has no knowledge of any existing software viruses embedded in Customer's data files and records. If Customer becomes aware of any viruses in its software used in connection with its performance hereunder, it shall promptly inform Provider in writing of the virus. Upon learning of such a virus, Customer shall use best efforts to remedy the situation as soon as possible, at no cost to Provider. Customer shall be responsible for the reasonable and foreseeable consequences of its failure to notify Provider in a reasonably timely fashion.

17. Service Cancellation and Suspension.

Provider reserves the right to cancel or suspend service to any Customer suspected of inappropriate activity. Provider is under no obligation to refund or credit Customer account(s) for such service interruptions.

18. Limitation of Liability.
  1. Provider and its officers, employees, contractors or agents, shall not be liable in any way or manner whatsoever to Customer or to any person, firm or corporation whatsoever for:

    1. any loss or damage (whether direct or indirect or founded in tort or contract or otherwise at law or in equity) resulting from, or arising out of the provision of the services, or any defect in or the failure, inoperability or malfunctioning of Provider's equipment or facilities as contemplated by these Terms of Service, including, without limitation, any indirect, consequential or economic loss, whether or not the same was or may have been reasonably foreseeable by Provider, excepting only the liability of Provider to Customer for any rebates or credits contemplated in any service-specific agreement;
    2. any act or omission of a telecommunications carrier whose facilities are used in establishing connections to points that Provider does not directly serve;
    3. any defamation or copyright infringement arising from material transmitted or received over Provider's facilities;
  2. Provider does not guarantee uninterrupted operation of Provider services or of its equipment, facilities, connections or network.
  3. Provider's liability for negligence, breach of contract, including fundamental breach, or other causes of action, or any loss, omissions, delays, errors, defects or failures in Provider's services, equipment or facilities, or for any other action or inaction of Provider, is limited to a pro-rated refund of charges for the affected Services. No allowance shall apply to any non-recurring charges.
  4. Under no circumstances shall Provider be liable for any indirect, special, consequential, exemplary or punitive damages whatsoever, including any interruption of business or lost profits, even if such damages were reasonably foreseeable.
  5. No agents or employees of other carriers shall be deemed to be agents or employees of Provider.
  6. Provider is not liable for:

    1. any disruption or unavailability of Services due to circumstances outside Provider's immediate control;
    2. any act or omission of any third party including other Customers.
    3. any underlying carrier or provider of connections;
    4. Customer's conduct, acts or omissions, or the operation or failure of Customer's equipment or facilities.
    5. any event beyond the reasonable control of Provider including acts of God, inclement weather including lightning, labor disputes, riots or civil disputes, wars or armed conflict, any law, governmental order, decision or regulation, or order of any court of competent jurisdiction.
    6. infringement of patent protection arising from the combination of or the employment of your facilities with Provider facilities;
    7. Provider's failure, for any reason, to activate any Service on the activation date Customer requested;
    8. any defacement of, or damage to, your premises resulting from the attachment of any instruments, apparatus or associated wiring or equipment furnished by Provider on your premises, or removal thereof, when such defacement or damage is not wholly caused by Provider's gross negligence.

In subscribing to Provider Service, Customer obtains no proprietary right or interest in any particular facility, service, or equipment.

19. Customer Warranties. Customer represents and warrants that any content posted or published on the Internet through any Service provided by Provider shall not infringe or violate copyright, patent, trademark, trade secret or other proprietary rights of any third party.

20. Indemnity. Customer shall indemnify and save Provider and its directors, officers, employees, contractors, agents or shareholders harmless from and against all damages, suits, claims, judgments, costs or expenses of any kind, including legal fees, whatsoever arising in connection with the provision of the Services or equipment to Customer pursuant to this Agreement, including without limitation with respect to the violation of any law or regulation or copyright or trademark infringement which may arise in relation to the provision of the Services and/or equipment, except if caused by the gross negligence or willful misconduct of Provider, its agents, employees or contractors.

In addition, Customer agrees to indemnify and hold harmless Provider against all claims, including fees and expenses of counsel, resulting from Customer's use (or the use by others with Customer's explicit or implicit consent) of Provider services or Customer's codes, facilities or equipment, which causes direct or indirect damage or harm to another party or the property of another, except if caused by the gross negligence or willful misconduct of Provider, its agents, employees or contractors.

Customer must not use, in any manner or circumstances whatsoever, Provider's trademarks, trade names, logos or designs, and Customer has no authority to act on behalf of Provider. This section shall survive the termination of this Agreement.

21. Damages. Provider is not responsible for any damages which may damage Customer's business, reputation or personal life. Provider does not make any written or implied warranties for any services it may offer. Provider denies any warranty or merchantability for any specific purpose. This may include, but is not limited to loss of data resulting in delays, incorrect deliveries, non-deliveries, any and all service interruptions caused by Provider.

22. Content. Customer acknowledges and expressly warrants that it is solely responsible for the content stored on, or transferred through Providers services and resources.

Acknowledged and Agreed to this _______ day of ______________, 20___

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Signature of Customer