ASDM Terms & Conditions

ASDM Online, LLC. TERMS AND CONDITIONS

1. Charges: You agree to pay all applicable charges for the Internet access service ordered on the attached Cover Sheet (the “Billing Authorization”). Monthly charges will be debited from your credit card or invoiced once per year if paying by personal check. Rates and charges may be changed by ASDM Online, LLC., per the terms of Attachment 1, and you agree to pay any additional charges which may result. If the Service becomes tariffed, the tariff will supersede any conflicting provisions of this Agreement. At ASDM Online, LLC’s, request, you shall post a bond or provide a security deposit to assure payment.

2. Term and Termination: The service term begins when ASDM Online, LLC’s, circuit has been fully installed and tested and the Service is available for your use, regardless of the status of your equipment. You may terminate Service at any time with a written notice and, if applicable, will be liable for any applicable early termination charges. ASDM Online, LLC., may suspend or terminate Service if you materially breach this Agreement and do not cure such breach within 30 days of notice: provided that ASDM Online, LLC., may terminate immediately without notice in order to prevent damage to or degradation of its Internet network integrity which may be caused by the Customer or to comply with any law, regulation, court order, or other governmental request order which requires immediate action, or otherwise to protect ASDM Online, LLC., from legal liability. ASDM Online, LLC., will endeavor to give Customer notice regarding the reason(s) for termination as soon as reasonably practicable after such termination.

3. Rights and Obligations of Customer: You shall at your own expense be responsible for all site preparation activities necessary for installation of the Service. You shall not use the Service or permit any use of the Service which is illegal, unlawful, or harassing, which infringes another’s intellectual property rights, or which otherwise constitutes network abuse, and you shall be responsible for any such misuse of the Service. You shall be responsible for communicating with your own users of the Service, and for handling all complaints and trouble reports made by such users. You must comply with reasonable security procedures and standards with respect to your own modems that interface with the Service.

ASDM Online, LLC., may communicate security issues to you from time to time when abuse or misuse is observed or reported by others. Notwithstanding the foregoing, If Customer violates ASDM Online, LLC’s, Policy Against Spamming, ASDM Online, LLC., shall warn customer of the violation of such policy. After such warning, ASDM Online, LLC., may immediately terminate Customer’s contract for breach if Customer engages in any further violation of the Spamming policy. “Vanity” sites created by microconnect clients can not contain sexually explicit material and or explicit language. ASDM Online, LLC. reserves the right to determine what is sexually explicit material and explicit language. ASDM Online, LLC. reserves the right to terminate a “vanity” site which violates our policy.

4. Equipment and Software: ASDM Online, LLC., is not responsible for the installation, maintenance, compatibility, or performance of any equipment or software not provided by ASDM Online, LLC., and you shall indemnify ASDM Online, LLC., and is affiliates against any infringement claims arising out of the use of such third party equipment or software with the Service. If such third party equipment or software with the Service. If such third party equipment or software impairs the Service, you remain liable for payment, and if such third party equipment is likely to cause hazard or service obstruction, you shall eliminate such likelihood at ASDM Online, LLC’s, request. ASDM Online, LLC., will troubleshoot difficulties caused by such third party equipment or software at your request, at ASDM Online, LLC’s, standard rates and terms. In the event you provide any modem to interface with the Service, you must cooperate with ASDM Online, LLC., in configuring and managing such modem(s) in order to implement and operate the Service.

5. ASDM Online, LLC., Obligations; Disclaimer of Warranties: ASDM Online, LLC., shall operate and maintain the Service, contingent upon ASDM Online, LLC’s, ability to maintain necessary licenses or permissions and ASDM Online, LLC’s, network capacity and connection availability. You understand that, except for certain services specifically identified as ASDM Online, LLC., services, ASDM Online, LLC., does not operate or control the Internet. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR AND YOUR USERS’ USE OF THE INTERNET. ASDM Online, LLC., MAKES NO EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS REGARDING ANY MERCHANDISE, INFORMATION, PRODUCTS OR SERVICES PROVIDED THROUGH THE INTERNET.
THE SERVICE IS PROVIDED ON AN ‘AS IS” AND ‘AS AVAILABLE’ BASIS WITHOUT WARRANTIES OF ANY KIND. EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OR TITLE, NONINFRINGEMENT OR IMPLIED WARRANTIES OR MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NO ADVICE OR INFORMATION GIVEN BY ASDM Online, LLC’s, EMPLOYEES, AGENTS OR CONTRACTORS SHALL CREATE A WARRANTY. UNDER NO CIRCUMSTANCES SHALL ASDM Online, LLC., BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES THAT RESULT FROM YOUR OR YOUR USERS’ USE OR INABILITY TO ACCESS ANY PART OF THE INTERNET OR YOUR OR YOUR USERS’ RELIANCE ON OR USE OF INFORMATION, SERVICES OR MERCHANDISE PROVIDED ON OR THROUGH THE SERVICE, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES ERRORS, DEFECTS, DELAYS IN OPERATION, OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE. If you are dissatisfied with the Service or these Terms and Conditions, your sole remedy is to terminate this Agreement. ASDM Online, LLC., has no obligation to monitor the Service; however, ASDM Online, LLC., may monitor the Service and disclose information gained from such monitoring in order to satisfy any law, regulation or other governmental request, to operate the Service properly, or to protect itself or its subscribers. ASDM Online, LLC., reserves the right to refuse to post or to remove any information or materials, in whole or in part, that in its sole discretion are unacceptable, undesirable, or in violation of this Agreement. In no event shall ASDM Online, LLC., be deemed liable for any failure or delay due to any cause beyond ASDM Online, LLC’s, control.

6. Domain Name Registration; Equipment: At your request, ASDM Online, LLC., shall register your domain name(s), provided that you represent and warrant to ASDM Online, LLC., that any name you submit to ASDM Online, LLC., and/or the domain name authority for registration and all intellectual property rights therein are owned exclusively by you, or that you have all necessary rights to register such name, and you agree to indemnify ASDM Online, LLC., against all loses incurred by ASDM Online, LLC., as a result of a breach of this warranty. ASDM Online, LLC., shall not be responsible for its inability to register any domain name(s). At your request and expenses, ASDM Online, LLC., where permitted, shall also assist you in procuring equipment in connection with your use of the Service. The parties shall enter into a separate agreement to govern the terms of any such procurement activity.

7. Miscellaneous: Neither party may use the other’s name, trademark, tradenames or other proprietary identifying symbols without the prior written approval of the other party. All notices required or permitted hereunder must be in writing, delivered personally or by U.S. mail, facsimile or electronic mail (followed by hard copy, in the case of fax or email) to the respective notice addresses set forth on the Cover Sheet, and shall be deemed effective upon receipt. Any dispute relating to this Agreement which cannot be resolved by negotiation shall be settled by binding arbitration in accordance with the J.A.M.S./ENDISPUTE Arbitration Rules and Procedures (“Endispute Rules”), as amended by this Agreement. The costs of arbitration shall be shared equally by the parties unless the arbitration award provides otherwise. Each party shall bear the cost of preparing and presenting its case. The parties agree that the arbitrator’s authority to grant relief shall be subject to the United States Arbitration Act, 9 U.S.C. 1-16 et seq. (“USAA”), the provisions of this Agreement, and the ABA-AAA Code of Ethics for Arbitrators in Commercial Disputes. The arbitrator shall have no power to make any award that provides for punitive or exemplary damages. The arbitrator’s decision shall follow the plain meaning of the relevant documents, and shall be final and binding. The award may be confirmed and enforced in any court of competent jurisdiction. All post-award proceeding shall be governed by the USAA. Customer shall not resell access or make any representations, warranties, or indemnities inconsistent with the terms of this Agreement (including but not limited to ASDM Online, LLC’s, Policy against Spamming). Neither this Agreement, nor any of your rights or obligations herein shall be transferable or assignable by you without ASDM Online, LLC’s, prior written consent and any attempted transfer or assignment hereof not in accordance herewith shall be null and void. In the event that any portion of this Agreement is held to be unenforceable, the unenforceable portion shall be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties and the remainder of the provisions shall remain in full force and effect. Either party’s failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between parties nor trade practice shall act to modify any provision of this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without regard to its conflicts of law provisions. Any cause of action you may have with respect to the Service must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred. This Agreement constitutes the entire agreement between you and ASDM Online, LLC., with respect to the Service and can be modified only in writing by the parties hereto.