Terms and Conditions

SERVICES
This Service Agreement (“Agreement”) applies to the purchase of all services (collectively, the “Services”) ordered by YOU. Geneva On-Line, Inc (GOL) reserves the right to modify its network or the facilities used to provide the Services for purposes including but not limited to accommodating evolving technology and increased network demand, and providing enhanced services. GOL shall use reasonable efforts to notify YOU of any planned changes to GOL’s network or facilities that affect the Services provided herein.

BILLING AND PAYMENT
YOU shall pay the fees and other charges for each Service as provided in the Service Agreement Form. GOL shall not change any rates during the term of any Term Commitment. However, outside the term commitment, GOL reserves the right to change rates by notifying YOU thirty (30 days in advance of the effective date of the change. Service charges shall be invoiced in accordance with the terms and conditions set forth both herein and in the Service Agreement Form. Billing for GOL’s service will normally commence when the connection from the GOL hub is completed to your site and IP packets can be passed. However, in certain circumstances, including but not limited to, customer side self-installations, billing will occur when a conduction from the GOL hub and a functioning telephone circuit is prepared to route IP packets to your site. All payments shall be made in U.S. currency. YOU will pay a late payment charge equal to 1.5%( or the highest amount permitted by law, whichever is lower) per month or portion thereof on the outstanding balance of any invoice remaining unpaid thirty (30) days after the date upon which payment is due (“Due Date”). Accounts unpaid thirty (30) days after the Due Date may have service suspend or terminated. Such suspension or termination shall not relieve YOU of YOUR obligation to pay the monthly fee due. YOU agree to pay GOL its reasonable expenses, including attorney’s fees and collection agency fees, incurred in enforcing its rights under this Agreement. YOU shall pay all federal, state and local sales, use, value added, excise, duty and any other taxes assessed with respect to the Services and the sale of hardware, software or equipment to YOU, except that taxes based on GOL’s net income shall be the responsibility of GOL.

TERM
This Agreement shall be for the term specified by YOU on the Service Agreement Form. This Agreement will be automatically renewed at the end of the initial term on a month to month basis unless YOU provide written notice to GOL of termination of this Agreement prior to the end of the then current term.

CANCELLATION POLICY
In the event of early cancellation of this Agreement by YOU prior to the end of the term, GOL shall not refund to YOU any fees paid in advance of such cancellation and YOU will be required to pay a cancellation fee in the pro-ration amount of 100% of the standard monthly charge for each month remaining in the Term Commitment/Agreement. For security, all cancellation requests must be signed by the primary contact person on the account. In the case of credit card orders, all cancellation requests must be signed by the primary contact person on the account who must provide the last four digits of the credit card on file with GOL. Any cancellation request shall be effective upon receipt, unless another date is specified in such cancellation request. Any cancellation by GOL or YOU shall not relieve YOU of any obligations to pay fees accrued prior to such cancellation



ACCEPTABLE USES
YOU shall at all times adhere to the GOL Acceptable Use Policy located at http://www.genevaonline.com as amended from time to time by GOL effective upon posting of the revised policy at the URL. Notwithstanding anything to the contrary contained herein, GOL may immediately take corrective action, including disconnection or discontinuance of any and all Services, or terminate their Agreement in the event of notice of possible violation by YOU of the GOL Acceptable Use Policy. In the event GOL takes corrective action due to a violation of the GOL Acceptable Use Policy, GOL shall not refund to YOU any fees paid in advance of such corrective action.

EQUIPMENT AND SERVICES

EQUIPMENT
GOL is acting only as a reseller of any hardware, software and equipment, collectively the Equipment (“Equipment”) offered under this Agreement that was manufactured by a third party. GOL shall not be responsible for any changes in Services(s) that cause Equipment to become obsolete, require modification or alteration, or otherwise affect the performance of the Services. Any malfunction or manufacturer’s defects of Equipment either sold or provided by GOL to YOU or purchased directly by YOU used in connection with the Service(s) will not be deemed a breach of GOL’s obligations under this Agreement. any rights or remedies YOU may have regarding the performance or compliance of Equipment are limited to those rights extended to YOU by the manufacturer of such Equipment. YOU are entitled to use any Equipment supplied by GOL only in connection with your permitted use of the Services. YOU shall use YOUR best efforts to protect and keep confidential all intellectual property provided by GOL to YOU through any Equipment and shall make no attempt to copy, alter, reverse-engineer, or tamper with such intellectual property or to use it other than in connection with the Services. YOU shall not resell, transfer, export or re-export any Equipment, or any technical data derived therefrom, in violation of any applicable United States or foreign law.

IP ADDRESS OWNERSHIP
GOL shall maintain and control ownership of all IP numbers and addresses that may be assigned to YOU by GOL and GOL reserves, in its sole discretion, the right to change or remove any and all such IP numbers and addresses.

GENERAL

DISCLAIMER OF WARRANTY
YOU acknowledge and agree that GOL exercises no control over, and accepts no responsibility for, the content of the information passing through GOL’s host computers, network hubs and points of present (the “GOL Network”) or the Internet.

GOL MAKES NO WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOE, OR NON-INFRINGEMENT FOR THE SERVICES OR ANY EQUIPMENT GOL PROVIDES. NEITHER GOL, ITS EMPLOYEES, AFFILIATES, AGENTS, THIRD-PARTY INFORMATION PROVIDERS, MERCHANTS, LICENSORS OR THE LIKE, WRRANT THAT THE SERVICES WILL NOT BE INTERRUPTED OR ERROR FREE; NOR DO ANY OF THEM MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION SERVICED OR MERCHANDISE CONTAINED IN OR PROVIDED THROUGH THE SERVICES. GOL IS NOT LIABLE FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM YOU OR STORED BY YOU OR ANY OF YOUR CUSTOMERS VIA THE SERVICES(s) PROVIDED BY GOL.

INDEMNIFICATION
YOU will indemnify, save harmless, and defend GOL and all employees, officers, directors and agents of GOL (collectively “indemnified parties”) from and against any and all claims, damages, losses, liabilities, suits, actions, demands, proceedings (whether legal or administrative) and expenses (including but not limited to reasonable attorneys’ fees) threatened, asserted, or filed by a third party against any of the indemnified parties arising out of or relating to the use of the Services, including any violation of the GOL Acceptable Use Policy.

LIMITATION OF LIABILITY
IN NO EVENT SHALL GOL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA OR USE, BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT OR STRICT LIABILITY OR OTHER LEGAL THEORY, EVEN IF GOL HAS BEEN ADVISE OF THE POSSIBILITY OF SUCH DAMAGES.

In no event will GOL’s liability for any damages, losses and causes of action whether in contract or tort (including negligence or otherwise) exceed the actual dollar amount paid by YOU for the SERVICE which gave rise to such damages, losses and causes of actions during the 12-month period prior to the date the damage or loss occurred or the cause of action arose.
FORCE MAJEURE
GOL shall not be liable for failure or delay in performing its obligations hereunder if such failure or delay is due to circumstances beyond its reasonable control, including, without limitation, acts of any governmental body, war, insurrection, sabotage, embargo, fire, flood, strike or other labor disturbance, interruption of or delay in transportation, unavailability of or interruption or delay in telecommunications or third party services, failure of third party software or inability to obtain raw materials, supplies, or power used in or equipment needed for provision of the Services.

GOVERNING LAW
The validity, interpretation, enforceability, and the performance of this Agreement shall be governed by and construed in accordance with the laws of the State of Wisconsin.

AMENDMENT OR WAIVER
Except as otherwise provided herein; this Agreement may not be amended except upon the written consent of YOU and GOL. No failure to exercise and no delay in exercising any right, remedy, or power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, or power hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, or power provided herein or by law or in equity. The waiver by any party of the time for performance of any act or condition hereunder shall not constitute a waiver of the act or condition itself.

ASSIGNMENT AND SEVERABILITY
This Agreement shall be binding upon and inure to the benefit of YOU, GOL and our respective successors, and assigns. YOU may not assign this Agreement without the prior written consent of GOL. If any provision of this Agreement shall be held by a court of competent jurisdiction to be invalid, unenforceable, or void, the remainder of this Agreement shall remain in full force and effect.

ENTIRE AGREEMENT
This Agreement, and any other document or agreements specifically identified in this Agreement, supersedes all previous representations, understandings or agreements.

ACCEPTANCE OF SERVICES
ACCEPTANCE OF THIS AGREEMENT BY GOL MAY BE SUJECT, IN GOL’S ABSOLUTE DISCRETION, TO THE SATISFACTORY COMPLETION OF A CREDIT CHECK. ACTIVATION OF SERVICE SHALL INDICATE GOL’S ACCEPTANCE OF THIS AGREEMENT. USE OF THE GOL NETWORK CONSTITUTES ACCEPTANCE OF THIS AGREEMENT. YOU REPRESENT AND WARRANT THAT YOU HAVE FULL AUTHORITY AND RIGHT TO ENTER INTO THIS AGREEMENT AND THAT THERE ARE NO CONFLICTING CLAIMS RELATING TO THE RIGHTS GRANTED BY THIS AGREEMENT. YOU FURTHER REPRESENT AND WARRANT THAT YOU ARE AT LEAST 18 YEARS OF AGE.

Effective Date: 09/25/2024