After the original term of this Agreement, this Agreement shall be automatically renewed from month to month, unless the Customer notifies the Company with 30 days advanced notification, in writing, of the cancellation of this Agreement. The Customer’s cost for the services provided under this agreement will not increase for the first year of this Agreement.

Is subject to any increases upon renewal as set forth above, plus any applicable taxes, for the duration of the agreement.

The Company, at it’s option, can refuse to provide service if required payments have not been received.

If Customer notifies the Company of a defect of the System during the term of this Agreement, the Company, at it’s option, shall repair or replace the defective equipment. The Company’s obligations under this Agreement are contingent upon the Customer’s current payment of all amounts due under the terms of this Agreement.

The Company will provide remedial maintenance service only between 8:00 am and 5:00 pm, Monday through Friday, excluding the Company’s holidays, (hereinafter “the Coverage”).

The Company will begin remedial maintenance service for major failures (ie: failures that the Company determines materially affect the operation of the Customer’s telecommunication system) within four Coverage period hours of notification.

The Company will provide remedial maintenance service for minor service problems within 24 hours of notification, except that work will be performed only during the coverage period. The Company will not provide, without additional charge, any remedial maintenance or parts in cases involving damage, malfunction or failures not covered by this Agreement.

If the Customer requests that remedial maintenance service be provided outside of the Coverage period, such service will be invoiced to the Customer on a “time and materials” basis.

Parts returned or removed during service become the property of the Company.

Replacement parts may be new, remanufactured or refurbished, at the option of the Company.

The Customer shall permit the Company reasonable access to the Customer’s premises and to the System for remedial maintenance service. The Customer shall also permit the Company to inspect the System under normal operating conditions

Damages, defects, malfunctions or System failures caused in whole or in part by any of the following:

1. Failure to follow the Company’s, the sellers and/or the manufacturer’s installation, operation or maintenance instructions.
2. Unauthorized modification or alteration of the System or movement of the Systems equipment other than by authorized agent of the Company.
3. Misuse, abuse or negligent acts of persons other than the authorized agents of the Company; or
4. The acts of third parties and acts of God (power surges, lightening, etc.)
5. Equipment not specifically identified above, and both in building and out of building wiring.
6. Unauthorized use of common carrier communication services accedes through the products of the Company (ie: toll fraud, etc.)
7. MOVES, ADDS, and CHANGES ARE NOT COVERED UNDER THIS AGREEMENT

The liability of the Company for any claims, losses, damages, or expenses, regardless of the form of the action – whether in contract, tort or otherwise – shall not exceed the lesser of (1) any direct damages proven; or (2) the repair or replacement cost of the Systems defective equipment that directly gives rise to the claim.

In no event shall the Company be liable for any incidental, special, reliance, consequential, or indirect loss or damage arising out of this Agreement.

This limitation of liability specifically includes, but is not limited to, lost profits or lost revenues.

Regardless of the form of claim, demand, action or suit, neither party shall be liable to the other or to any third party claiming through a party, for indirect, special, reliance, incidental or consequential loss or damage, including but not limited to lost profits or opportunities, lost revenues, and losses arising out of unauthorized use (or charges for such use) of common carrier telecommunications services, facilities and equipment (“toll fraud”), arising out of or resulting from performance or non-performance of a party under this Agreement.

THIS PARAGRAPH SHALL SURVIVE FAILURE OF AN EXCLUSIVE REMEDY.

This agreement is not assignable by Customer without the Company’s prior written consent, which consent shall not be unreasonably withheld. The Company may assign it’s rights and delegate it’s duties under this Agreement. If the Company subcontracts any work, the Company shall retain responsibility for such work.

If equipment is added to the System, at the Company’s option, an additional charge may be charged to the Customer under this Agreement to take into account the increased cost of servicing and maintaining the additional equipment

Under this Agreement, the Customer will be billed at the Company’s current hourly rate for labour for work outside the scope of this agreement.

The Company may cancel this Agreement effective at the end of thirty (30) days written notice to the Customer.

The Company shall have no liability for damages due to: fire, explosion, power failures, strikes or other labour disputes, water, acts of God, or the engagement by Canada in hostilities, civil disturbances, acts of civil or military authorities or the public enemy, inability to secure raw materials or transportation facilities, fuel or energy shortages, acts of omissions of communications carriers, or unauthorized use (or charges for such use) of common carrier telecommunications services.

The construction, interpretation and performance of this Agreement shall be governed by the local laws of the Province of Alberta. If any part of this Agreement is held to be void or unenforceable that portion shall be severed from the remainder of the Agreement and the remainder shall be deemed to remain in full force and effect.

This agreement, including any Telecommunications Purchase Agreement of which this may be a part, is the entire agreement between the parties with respect to the products and services provided hereunder and supersedes all prior agreements, proposals or understandings, whether written or oral. This Agreement may not be amended except by a subsequent written agreement sign by the authorized representative of the Company.