Minn-Kota Ag Wireless :: Terms of Service

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Terms of Service
Our service contract, terms and conditions are below. Use of our service constitutes agreement and acceptance of the terms set forth in this document.
Agreement for Wireless Internet Access
AND LIMITED WARRANTY

	This WIRELESS INTERNET ACCESS AGREEMENT states the terms and conditions agreed upon between Minn-Kota Ag Wireless, LLC, a Minnesota Limited Liability Company (hereby referred to as “Company”) and you, the Customer.

CONNECTION AND PRICE.  Company shall provide Customer with a wireless connection to the Internet (“Connection”) through equipment and procedures maintained by the Company (“System”).  In consideration for the Connection, Customer shall pay Company the sum agreed upon on page 7 during the term of this Agreement, the first month’s payment due upon Customer’s signature on this Agreement.  Said amount per month payment shall be made on the first of the month hereafter, in advance, until this Agreement is terminated.  All monthly payments after the first month’s payment shall only be made after service is activated as hereafter defined.  Customer will be invoiced monthly in advance for all amounts due and owing to Company.  All payments are due within 7 days after the date of such invoice.  Interest will accrue thereafter at the rate of 9% per annum.  Customer’s use of the Connection may be suspended or terminated if payment is not received by Company within 10 days of the date of such invoice.  Payments shall be delivered or mailed to Company at:

Minn-Kota Ag Wireless  				Minn-Kota Ag Wireless
P.O. Box 175		        or	        90 8th Street North
Breckenridge, MN 56520				Breckenridge, MN 56520

DURATION.  The term of this Agreement shall be as set forth on the term sheet, which term shall run from the date of activation.  Unless written notice is given by either party to the other not less 30 days prior to the end of the initial term, this Agreement shall automatically be renewed for an additional term of 12 months.  Company may change the monthly charges payable under this Agreement for any renewal term by notifying Customer at least 30 days prior to the beginning of any renewal term of such rate change.

EQUIPMENT AND ACTIVATION.  Company shall provide equipment necessary to give Customer a Connection to the System.  Customer shall contact Rory McCann (701-640-8999) to arrange for equipment installation.  Customer shall make independent arrangements with Minn-Kota Communications (insert the address and phone number here) for necessary equipment installation.  

Customer’s computer must meet minimum system requirements as follows: 

Software Requirements:                Windows 2000, Windows XP recommended, 
 				      Mac OS9, Mac OSX recommended.

Hardware Requirements:               Ethernet card, 300 MHz processor, 64MB
 				     RAM, 500MB free hard drive space.


Whether Customer’s computer meets these minimum requirements or is adequate to achieve a Connection will be determined in the sole discretion of Company.  Customer shall pay Company, Inc. for equipment installation, which equipment and installation will cost approximately that amount set forth on the term sheet depending on requirements.  Minn-Kota Communications shall notify Company upon completion of equipment installation, which shall constitute an activation of service and further monthly payments as set forth above shall commence.

Customer understands and agrees that at the present time, there is no relationship between Minn-Kota Communications and Company.  Therefore, Customer is actually entering into two agreements, one with Company solely relating to Company’s providing the Connection, and one with Minn-Kota Communications solely relating to installation of equipment.  Company shall have no liability with respect to any work performed or labor provided by Minn-Kota Communications and Customer holds Company harmless in that regard.

TERMINATION.  Upon the occurrence of a breach by Customer of any provision of this Agreement, Company reserves the right, in addition to any other remedies which may be available to it, to suspend or terminate this Agreement and the services to Customer thereunder.  Customer agrees to pay all costs incurred by Company in enforcing the terms of this Agreement, including, but not limited to reasonable attorney fees.  In the event of any litigation arising out of this Agreement, the other party shall indemnify the prevailing party for all costs incurred in such litigation, including, but not limited to, reasonable attorney’s fees.

INTENDED USE AND ASSIGNMENT.  The Connection is intended solely as a single application use for use only within the home, apartment or office building in which it is originally installed.  Customer may not share the Connection with other locations, unrelated parties, other business entities or their employees.  Customer may not assign this agreement without Company’s express, written consent.  Company may assign this Agreement without Customer’s consent.

ENTIRE AGREEMENT AND MODIFICATION.  This Agreement contains the entire agreement between the parties and supersedes any prior understandings, agreements or representations.  This Agreement may be modified by the Company upon notice to the Customer, which notice may be by regular mail, email or by posting on Company’s web site, if any.  In the event  Company gives notice of modification, Customer shall have 30 days to terminate this agreement and failing termination, the Agreement as modified shall remain in force.

GOVERNING LAW AND VENUE.  This Agreement is governed by Minnesota law without regard to conflict of law provisions or rules.  Any controversy or claim arising out of or relating to this Agreement, or breach thereof, shall be venued in State District Court in Breckenridge, Minnesota.

WARRANTY.  Company will provide a limited warranty that the Motorola Canopy subscriber unit and antenna will be free from defects in material and workmanship for a period of 1 year after date of installation. After this period, equipment replacement becomes Customer’s responsibility.  THE EXCLUSIVE REMEDY OF THE BUYER IS LIMITED TO REPLACEMENT OF THE PRODUCT.  

Company will provide no warranty on additional equipment purchased for installation. This includes, but is not limited to routers, wireless PC cards, Ethernet cards and other add-ons. Warranty on these components will be provided through the equipment manufacturer only


LIMITATIONS AND DISCLAIMERS.

1.	Company does not assert or claim that service will be available at all locations.  Where available, actual wireless speed and service varies depending on line quality, presence of obstructions, wiring, service location, environmental conditions, computer performance or configuration, Internet traffic or congestion and other factors beyond the control of Company.  Uninterrupted or error-free service is specifically not guaranteed.  Company does not guarantee upload or download speeds.

2.	Company is not responsible or liable for any of the following: (a) obstructions that might be erected or grown between the antenna at Customer’s location and Company’s broadcast tower which causes degradation or loss or service; (b) debris or ice on the antenna at the Customer’s location; and (c) repair or restoration of any structure or surface altered or penetrated by Minn-Kota Communications or others during the installation or removal of the antenna and related equipment at Customer’s location.

3.	Routine maintenance and periodic system repairs, upgrades and reconfigurations, public emergency or necessity, force majeure, restrictions imposed by law, acts of God, labor disputes and other situations, including mechanical or electronic breakdowns, may result in temporary impairment or interruption of service.  As a result Company does not guarantee continuous or uninterrupted service and reserves the right, from time to time, to temporarily reduce or suspend service without notice.  Customer shall indemnify and hold Company and its directors, officers, managers, employees and agents harmless from any and all obligations, claims liabilities and fees incurred as a result of interruptions or omissions of service under this Agreement.

4.	Through the Connection, Company is providing Customer with access to the Internet.  Customer acknowledges that the Internet is a separate and independent network of computers which is not owned, operated or managed by Company or in any way affiliated with Company.  Customer’s use of the Internet shall be solely at Customer’s own risk and is subject to all applicable local, state, national, and international laws and regulations.  Access to the Internet is dependent on numerous factors, technologies, and systems, many of which are beyond Company’s authority and control.

5.	Customer may not host or share any files, websites, or other public services over the Connection without prior written authorization.
This includes, but is not limited to HTTP, FTP, IRC, and other services. Use of these services will result in suspension or termination of 
the Connection, depending on severity of infraction.

6.	The Connection can only be used for lawful purposes.  The transmission of any material in violation of any local, state, national, or international law or regulation is prohibited.  This includes, but is not limited to, copyrighted material, material legally judged to be threatening or obscene, material protected by trade secrets, or material that is otherwise deemed to be proprietary or judged by Company to be inappropriate or improper, such as transmitting bulk e-mail messages. 

All peer-to-peer based file sharing that is illegal or prohibited under the terms of the Digital Millennium Copyright Act is strictly prohibited. Use of any services not found in compliance with the DMCA will result in immediate suspension and/or termination of the Connection, depending on severity of infraction.

7.	Company shall not be responsible for any loss of data resulting from delays, non-deliveries, incorrect deliveries, or service interruption, however caused.  Use of any information obtained via the Connection shall be at Customer’s own risk. Company specifically disclaims any responsibility for the accuracy of quality of information obtained through the Connection.

Company shall not be responsible for any equipment damaged by any naturally occurring event such as lighting, flood, or other events out of Company’s control such as fire, power surges, or the acts of others. The services are provided on an “as is” and “as available” basis. Speeds are provided on a “best effort” basis by Company and therefore Company will offer no guarantee on speeds. Speeds may be affected by many things not under Company’s control, such as network congestion, service provider outages, and acts of God.  

Company does not warrant that the service will be uninterrupted, error-free or free from viruses, worms, or other harmful components.  

Except for the warranty stated in the section labeled WARRANTY, COMPANY MAKES NO EXPRESS WARRANTIES AND DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE REGARDING ANY MERCHANDISE, INFORMATION OF SERVICE PROVIDED THROUGH THE COMPANY, MINN-KOTA COMMUNICATIONS OF THE INTERNET GENERALLY. No advice or information given by Company or its representatives (and specifically including independent contractor Minn-Kota Communications) shall create a warranty.

Company, its employees, directors, manager and agents are not liable for any costs or damages arising directly or indirectly from Customer’s use of the service, Connection, or the internet, including any indirect, incidental, exemplary, multiple, special, punitive, or consequential damages. In any event, Company’s cumulative liability to Customer for any and all claims relating to the use of the service and Connection shall not exceed the total amount of fees paid by Customer during the previous one-year period. 

Company shall have no liability whatsoever for any claims, losses, actions, damages, suits, or proceedings resulting from: 

1.	Other users accessing Customer’s computer; 
2.	Security breaches; 
3.	Eavesdropping; 
4.	Denial of Service attacks; 
5.	Interception of traffic sent or received using the service or Connection; 
6.	Your reliance on or use of the equipment installed by Minn-Kota Communications or service or the Connection; 
7.	The use of any equipment or services by Customer of a third party that infringes the copyright, patent, trademark, trade secret, confidentiality, privacy, or other industrial or intellectual property rights of contractual rights of any third party; 
8.	The accuracy, completeness and usefulness of all services, products, and other information and the quality and merchantability of all merchandise provided through the service or Connection or the internet.  

The foregoing limitation and all limitations and disclaimers set forth in this agreement applies to the acts, omissions, negligence and gross negligence of Minn-Kota Communications, Company, its officers, employees, agents, contractors or representatives which, but for this provision and other limitations and disclaimers in this agreement, would give rise to a cause of action against Company in contract, tort, or any other legal doctrine. Customer’s sole and exclusive remedies under this agreement are as expressly set forth in this agreement.
Links of Interest: Minn-Kota Ag Products, Inc., Ag Wireless, LLC.