Terms of Service

 

These Terms of Service governs the sale, delivery and activations of Analog Telephone Adapters (ATA),  enhanced Residential communications services or enhanced Small Business communications services and any related products or services ("Service") and other VoIP communication devices and Calling Plan services by CellTech Magic Inc, USA, CellTech Magic Marketing, Inc., USA, CellTech Magic Corp., Phils., GlobalTel Technology, Inc. Phils., and its subsidiaries, affiliated companies ("we", "us", "our" or  "CellTech Magic") to you  ("you," "user" or "Customer").  This Agreement administers both the Service and any devices, such as an IP phone, Multimedia Terminal Adapter, Analog Telephone Adapter or any other IP connection device, ("Device" or "Equipment") used in conjunction with the Service. Upon activation of the Service, you are accepting that you are of legal age to enter this Agreement and that you have read and understood all of the terms and conditions of this Agreement. You agree with these terms and conditions and become bound by its terms. When you purchase any Equipment from a CellTech Magic Marketing retail dealer, you are deemed a "Retail Customer" and you will be governed by certain Retail Customer terms and conditions discussed below.

 1. SERVICE

 1.1 Term

Service is offered on a monthly basis. Each month a term will begin on the date that CellTech Magic Marketing activates your Service and will end on the day before the same date in the following month.  Subsequent terms of this Agreement will be automatically renewed on a monthly basis without requiring a further action by you. To end the term, you will be required to give CellTech Magic Marketing a written notice of non-renewal at least ten (10) days before the end of the monthly term in which the notice was given.  CellTech Magic Marketing Service is purchased for full monthly terms, which means that if you decide to terminate the Service prior to the end of a monthly term, you will be responsible for the full month's charges to the end of the then-current term, including without limitation unbilled charges, plus a disconnect fee, all of which immediately becomes due and payable. Customer will pay all the unpaid, accrued charges due in relation to the Agreement even if the term has expired or the Service has terminated.

 1.2 Lawful Use of Service and Device

 1.2.1 Prohibited Uses

Customer agrees to use the Service and Device only for lawful purposes. You are agreeing not to use the Service and Device for transmitting or receiving any kind of communication or material when in CellTech Magic Marketing's sole judgment the transmission, receipt or possession of such communication or material (i) would constitute a criminal offense, give rise to a civil liability, or otherwise violate any applicable local, state, national or international law or (ii) encourages conduct that would constitute a criminal offense, giving rise to a civil liability, or otherwise violate any applicable local, state, national or international laws. If CellTech Magic Marketing believes that you have violated the above restrictions, it reserves the right to terminate your service immediately without advance notice, leaving you responsible for the full month's charges to the end of the current term, including without limitation unbilled charges, plus a disconnect fee, all of which immediately become due and payable and may at CellTech Magic Marketing's discretion be immediately charged to your credit card.  You are liable for any use of the Service and/or Device by yourself and by any person making use of the Service or Device provided to you. If CellTech Magic Marketing, in its sole discretion believes that you have violated the above restrictions, CellTech Magic Marketing may forward the objectionable material, as well as your communications with CellTech Magic Marketing and your personally identifiable information to the appropriate authorities for investigation and prosecution and you hereby consent to such forwarding.

 1.3.1 Residential Use of Service and Device

Upon subscribing to CellTech Magic Marketing's Residential services, the Service and Device are provided to you as a residential user for your personal, residential, non-business and non-professional use.  This means that you are not using the Service and Device for any commercial or governmental activities, profit-making or non-profit, including but not limited to home office, business, sales, tele-commuting, telemarketing (including without limitation charitable or political solicitation or polling), autodialing, continuous or extensive call forwarding, fax broadcast, fax blasting or any other activity that would be inconsistent with normal residential usage patterns. You are also not to resell or transfer the Service or the Device to any other person for any purpose, or make any charge for the use of the Service, without express written permission from CellTech Magic Marketing in advance. CellTech Magic Marketing reserves the right to immediately terminate or modify the Service, if CellTech Magic Marketing determines, in its sole discretion, that Customer's Service is being used for non-residential or commercial use. You agree that your use of the Service and/or Device, or the use of the Service and/or Device provided to you by any other person for any commercial or governmental purpose will obligate you to pay CellTech Magic Marketing's higher rates for commercial service on account of all periods, including past periods, in which you use, or used, the Service for commercial or governmental purposes.  

 1.3.2 Small Business Use of Service and Device - Prohibition on Resale

If you have subscribed to CellTech Magic Marketing's Small Business services, the Service and Device are provided to you as a small business user. You are not to resell or transfer the service or device to any other person for any purpose, without getting an express written permission from CellTech Magic Marketing in advance. You agree that the CellTech Magic Marketing Small Business Plans do not confer the right to use the service for auto-dialing, continuous or extensive call forwarding, telemarketing (including without limitation charitable or political solicitation or polling), fax broadcasting or fax blasting. CellTech Magic Marketing reserves the right to immediately terminate or modify the Service, if CellTech Magic Marketing determines, in its sole discretion, that Customer's Service is being used for any of the aforesaid activities.

 1.3.3 Use of Service and Device by Customers Outside the United States

CellTech Magic Marketing presently offering Services to customers located in other countries of the world .  If you are moving the Device to a country other than the United States or Canada and use the Service from there, you do so at your own sole risk. Such activity might violate local laws in the country where you do so. You are liable for any such use of the Service and/or Device by yourself or any other person making use of the Service or Device provided to you and agree to indemnify and hold harmless CellTech Magic Marketing against any and all liability for any such use.  Should the removal from the United States or Canada of the Device violate any export control law or regulation, you will be solely liable for such violation and agree to indemnify and hold harmless CellTech Magic Marketing against any and all liability for such violation. If you are using the Service and Device outside the United States or Canada, CellTech Magic Marketing reserves the right to terminate your Service immediately and without advance notice.

 1.4 Tampering with the Device or Service

You agree not to perform a factory reset of the Device and not to change the electronic serial number or equipment identifier of the Device without express permission from CellTech Magic Marketing in each instance which CellTech Magic Marketing may deny in its sole discretion. You agree not to hack or disrupt the service or to make any use of the Service that is inconsistent with its intended purpose. If you tamper with the Device, CellTech Magic Marketing reserves the right to terminate your Service, leaving you responsible for the full month's charges to the end of the current term, including without limitation unbilled charges, plus a disconnect fee, all of which immediately become due and payable.

 1.5 Return of Device

You can  return the Device to CellTech Magic Marketing within fourteen (14) days of the termination of Service to receive a credit for the $39.99 disconnect fee  (refer to section 4.3 of this document regarding termination fees), provided: (i) you return proof of purchase and original packaging with the Device; (ii) all parts, accessories, documentation and packaging materials are returned; (iii) contents are in original condition and undamaged, reasonable wear and tear excluded; and (iv) the equipment is returned with a valid return authorization number obtained from CellTech Magic Marketing's customer care department. You are responsible for the cost and risk of return shipping of equipment. If you receive the Device that is visibly damaged, you must note the damage on the carrier's freight bill or receipt and keep a copy. In such a case, you must keep the original carton, all packing materials and parts intact in the same condition in which they were received from the carrier and contact CellTech Magic Marketing's customer care department immediately. To obtain a return authorization number, you must contact CellTech Magic Marketing

 1.6 Ownership and Risk of Loss

You will be the owner of the Device and you will bear all the risk of loss of, theft of, casualty to or damage to the Device, from the time it is shipped to you until the time (if any) when it is returned by you pursuant to Section 1.5 and has been received by CellTech Magic Marketing.

 1.7 Loss of Service Due to Power Failure or Internet Service Outage or Termination or Suspension or Termination by CellTech Magic Marketing

It is acknowledgeable and understood that the CellTech Magic Marketing Service does not function in the event of power failure. The Service requires a fully functional broadband connection to the Internet (which is not provided by CellTech Magic Marketing). Should there be an interruption in the power supply or ISP outage, the Service will not function until power is restored or the ISP outage is cured. In the event of an outage of, or termination of service with or by, your Internet service provider ("ISP") and/or broadband provider, the Service will not function, but that you will continue to be billed for the Service unless and until you or CellTech Magic Marketing terminate the Service in accordance with this Agreement. You might be required to reset or reconfigure equipment prior to utilizing the Service in case of a power failure or disruption. Power disruptions or failures or ISP outages will also prevent dialing to emergency service numbers including the 911 calling feature. Should CellTech Magic Marketing suspend or terminate your Service, the Service will not function until such time as CellTech Magic Marketing restores your Service (which may require payment of all invoices and reconnection fees owed by you or cure of any breach by you of this Agreement).

 1.8 Copyright / Trademark / Unauthorized Usage of Device, Firmware or Software

The Service and Device and any firmware or software used to provide the Service or provided to you in conjunction with providing the Service, or embedded in the Device, and all Services, information, documents and materials on CellTech Magic Marketing's website(s) are protected by trademark, copyright or other intellectual property laws and international treaty provisions. You acknowledge that you are not given any license to use the firmware or software used to provide the Service or provided to you in conjunction with providing the Service, or embedded in the Device, other than a nontransferable, revocable license to use such firmware or software in object code form (without making any modification thereto) strictly in accordance with the terms and conditions of this Agreement.  Nothing in this Agreement shall grant you the right or license to use any of the corporate names, service marks, trademarks, trade names, logos and domain names (collectively "marks") of CellTech Magic Marketing. These shall remain the exclusive property of CellTech Magic Marketing.  You also acknowledge that the Device is exclusively for use in connection with the Service and that CellTech Magic Marketing will not be providing with any passwords, codes or other information or assistance that would enable you to use the Device for any other purpose.  If you decide to use the Service through an interface device not provided by CellTech Magic Marketing, which CellTech Magic Marketing reserves the right to prohibit in particular cases or generally, you warrant and represent that you possess all required rights, including software and/or firmware licenses, to use that interface device with the Service and you will indemnify and hold harmless CellTech Magic Marketing against any and all liability arising out of your use of such interface device with the Service. You will not reverse compile, disassemble or reverse engineer or otherwise attempt to derive the source code from the binary code of the firmware or software.

 1.9 Service Distinctions

You acknowledge and understand that this Service is not a telephone service and that there are some important distinctions between the telephone service and Service that is provided by CellTech Magic Marketing. The Service is subject to different regulatory treatment than telephone service.  This treatment may limit or otherwise affect your rights of redress before Federal, State or Provincial telecommunications regulatory agencies.

 1.10 Theft of Service

If the Device is stolen or if you find out that your Service is being fraudulently used or stolen by someone, you need to notify CellTech Magic Marketing immediately. You can do this in writing or by calling the CellTech Magic Marketing customer support line. You must provide your account number and a detailed description of the circumstances of the Device theft or fraudulent use of Service when reporting to CellTech Magic Marketing. Failure to do so in a timely manner may result in the termination of your Service and additional charges to you.  Until CellTech Magic Marketing receives notice of the theft or fraudulent use, you will be liable for all use of the Service using a Device stolen from you and any and all stolen Service or fraudulent use of the Service.

 1.11 No 0+ Calling; May Not Support x11 Calling

CellTech Magic Marketing's Service does not support 0+ calling (including without limitation collect, third party billing or calling card calling).  CellTech Magic Marketing's Service may not support 311, 511 and/or other x11 (other than 911 and 411, which are provided for elsewhere in this Agreement) services in one or more (or all) service areas.

 1.12 Number Transfer on Service Termination

Upon termination of the Service, CellTech Magic Marketing may release a telephone number that was ported in from a previous service provider to CellTech Magic Marketing by you and used in connection with your Service provisioned by CellTech Magic Marketing to your new service provider, if such new service provider is able to accept such number, and provided that (i) your account has been terminated;  (ii) your CellTech Magic Marketing account is completely current including payment for all charges and disconnect fees; and (iii) you request the transfer upon terminating your account. 

1.13  Fair Use of Service

Resale and Transfer
You are expressly prohibited from reselling or transferring your Service including any phone numbers assigned to you by CellTech Magic or numbers that you have had ported into the Service to any other person for any purpose, without express written permission from CellTech Magic in advance.

Residential Use
The Service is intended for normal residential casual use. You are expressly prohibited from using the Service for autodialing, telemarketing (including without limitation charitable or political solicitation or polling), activities involving continuous connectivity, all types of broadcasting including fax or voicemail broadcast, fax or voicemail blasting, or any other activity that results in excessive usage inconsistent with normal residential or home office usage patterns. If CellTech Magic determines, in its sole discretion, that you are reselling your individual Service, allowing persons residing outside of your household to regularly use the Service, or that your Service is being used for any of the aforementioned activities, CellTech Magic reserves the right to immediately terminate without notice or modify the Service and to assess additional charges for each month in which excessive usage occurred.

Excessive Use
You are expressly prohibited from excessive or abusive use of the service, including all service offerings marketed as UNLIMITED, including, but not limited to, CellTech Magic Diamond, Gold, Silver, Fixed Line Unlimited, VonaLingo and other Calling Plans. UNLIMITED is meant to indicate that there are no predetermined restrictions or fixed number of minutes that can be used, not that the service can be used in what the company, at its sole discretion, considers abusive, excessive, or abnormal levels of utilization. If CellTech Magic determines, in its sole discretion, that your Service is being used for what it considers excessive use, CellTech Magic reserves the right to immediately terminate Service without notice or modify the Service and to assess additional charges for each month in which excessive usage occurred. CellTech Magic may, at its sole discretion, provide warning and advance notice of failure to comply with excessive use provisions in order to give the user an opportunity to bring their usage in line with acceptable, normal use of the Service, as defined by the normal use of the overall peer group.

Network Integrity and Security
You are expressly prohibited from any use of the Service or any other action that, in CellTech Magic's sole discretion, is deemed to present a risk to the network integrity or security of CellTech Magic or its vendors, whether directly or indirectly. CellTech Magic, at its sole discretion, may terminate your Service without advance notice if it determines your actions could cause a network disruption or security breach.

Telephone Number
You may not sell any telephone number assigned by CellTech Magic ("Number"). Upon termination of the Service, CellTech Magic may, at its sole discretion, release a Number that was ported in from a previous service provider to CellTech Magic by you and used in connection with your Service provisioned by CellTech Magic to your new service provider, if such new service provider is able to accept such Number, provided that your entire account will be terminated upon the transfer of your number, that you have paid all charges due to CellTech Magic through the date of such transfer, and that you request the transfer to become effective upon termination your account.

Local Number Portability
If you transfer to CellTech Magic an existing phone number which is currently subscribed to a carrier other than CellTech Magic, the following terms and conditions apply: (1) you hereby authorize CellTech Magic to notify your local telephone company of your decision to switch your local services to CellTech Magic and to transfer your telephone number, and represent that you are authorized to take this action; (2) you acknowledge and agree that you must successfully install and activate your Service prior to the date that the number switch becomes effective; and (3) CellTech Magic has the right to refuse to import a number if, in its sole discretion, it does not have the infrastructure to support the number. You remain solely responsible for any charges you incur with the telephone company from which the number is being transferred during the period of the transfer, regardless of delays in completing the transfer caused by any reason by any party.

Unlawful and Prohibited Use
You agree to use the Service only for lawful purposes. You are expressly prohibited from using the Service to transmit or receive any communication or material of any kind when in CellTech Magic's sole judgment the transmission, receipt, or possession of such communication or material would constitute, or encourages conduct that would constitute, a criminal offense, give rise to a civil liability, or otherwise violate any applicable laws. You acknowledge that neither CellTech Magic nor its vendors are responsible for the content of the transmission that may pass through the Service. You are expressly prohibited from using the Service or Equipment for any abusive or fraudulent purpose, including using the Service in a way that interferes with our ability to provide the Service to you or other customers or avoids your obligation to pay for communications services. CellTech Magic, in its sole discretion, may terminate your Service without advance notice if it believes you have violated the aforementioned restrictions, or if you act in a manner that is threatening, obscene, harassing, or abusive to CellTech Magic personnel. You are liable for any and all use of the Service by any person using the Service provided to you and agree to indemnify and hold harmless CellTech Magic against any and all liability for any such use. If CellTech Magic, in its sole discretion, believes that you have violated the aforementioned restrictions, CellTech Magic may forward personally identifiable information to the appropriate authorities for investigation and prosecution and you hereby consent to such forwarding.

Tampering
You agree not to disrupt the Service or make any use of the Service that is inconsistent with its intended purpose or to attempt to do so. CellTech Magic, in its sole discretion, may terminate your Service without advance notice should you tamper with the Service in any way.

Theft of Service
You agree to notify CellTech Magic immediately if you become aware at any time that your Service is being stolen or fraudulently used. You must provide a detailed description of the circumstances of the theft or stolen or fraudulent use of the Service and supply any additional documentation reasonably requested by CellTech Magic. Failure to do so in a timely manner may result in the termination of your Service and additional charges.

Copyright, Trademark, and Unauthorized Use
All Services, information, documents, and materials on CellTech Magic's website are protected by copyright, trademark, or other intellectual property laws and international treaty provisions. All websites, corporate names, service marks, trademarks, trade names, logos, and domain names (collectively "Marks") of CellTech Magic are and shall remain the exclusive property of CellTech Magic and nothing in this Agreement shall grant you the right or license to use such Marks.

Audit and Law Enforcement
CellTech Magic reserves the right to audit your use of the Service to enforce the provisions of this Agreement. CellTech Magic reserves the right to track and monitor your Service and usage subject to the requirements of the United States Patriot Act and other laws and appropriate law enforcement processes. You acknowledge and agree that this Agreement is sufficient notice to you of such monitoring to the extent any notice is required under applicable federal or state law. If we believe that you have used our service for an unlawful purpose, we may forward the relevant communication and other information, including your identity, to the appropriate authorities for investigation and prosecution. You consent to our forwarding of any such communications and information to these authorities. In addition, we may disclose your name, telephone number, credit card information, and other personal information, any communications sent or received by you, and any other information that we may have about your account, including but not limited to, types of service, length of service, email address(es), and all other account information, as follows: in response to law enforcement or other governmental agency requests; as required by law, regulation, rule, subpoena, search warrant, or court order; as necessary to identify, contact, or bring legal action against someone who may be misusing the service; to protect CellTech Magic's rights; or in emergency situations where disclosure of such information is necessary to protect CellTech Magic distributors or third parties from imminent harm.

Use Constitutes Acceptance
Use of the Service, including activation and maintenance of account standing, as well as actual use of the service to place calls, listen to messages, etc., constitutes acceptance of this policy.

2. EMERGENCY SERVICES- DIALING 911

2.1 Description of 911-Type Dialing Capabilities - Activation Required

CellTech Magic Marketing offers a 911-type dialing service in the U.S. (but may not offer such service in Canada) that is different in a number of important ways from the traditional 911 service.  You acknowledge and understand that 911-type dialing is NOT automatic, therefore, you must first successfully activate the 911 dialing feature by following the instructions from the "Dial 911" link on your dashboard.  You cannot dial 911 from this line before receiving a confirming email. Once you receive a confirming email that 911 dialing has been successfully activated, you may dial 911 as needed. When you dial 911, your call is routed from the CellTech Magic Marketing network to the Public Safety Answering Point (PSAP) or local emergency service personnel designated for the address that you listed at the time of activation.  When you dial 911 from your CellTech Magic Marketing equipment, you will be routed to the general telephone number for the PSAP or local emergency service provider (which may not be answered outside business hours), and may not be routed to the 911 dispatcher(s) who are supposed to receive incoming 911 calls using traditional 911 dialing.  CellTech Magic Marketing depends on third parties for the forwarding of information underlying such routing. For this reason, CellTech Magic Marketing and its third party provider(s) disclaim any and all liability or responsibility in the event if such information or routing is incorrect.  The 911-type dialing currently is NOT the same as traditional 911 or E911 dialing and does not necessarily include all of the capabilities of traditional 911 dialing at this time.  Neither CellTech Magic Marketing nor its officers or employees may be held liable for any claim, damage, or loss arising from or relating to 911 dialing unless it is proven that the damage or loss occurred due to the gross negligence, recklessness, or intentional misconduct on the part of CellTech Magic Marketing.  You agree to indemnify and hold harmless CellTech Magic Marketing and its third party provider from any claim or action arising out of misroutes of 911 calls, including but not limited to your failure to follow correct activation procedures for 911 calling or your provision to CellTech Magic Marketing of incorrect information in connection therewith.

 2.2 Non-Availability of Traditional 911 or E911 Dialing Service 

CellTech Magic Marketing' Service does NOT support traditional 911 or E911 access to emergency services.  CellTech Magic Marketing does offer a limited 911-type service available only on CellTech Magic Marketing Devices, but you acknowledge and understand that 911-type dialing is NOT automatic. You will be required to take some steps, as described in this Agreement and on CellTech Magic Marketing's website, to activate such 911-type dialing capabilities. It should be understood that CellTech Magic Marketing 911 dialing cannot be used in combination with a CellTech Magic Marketing Soft Phone application and is only available on CellTech Magic Marketing-certified Devices or Equipment. You agree to inform the non-availability of traditional 911 or E911 dialing from your CellTech Magic Marketing Service and Device(s) to all of your household residents, guests and other people who may be present at the physical location where you utilize the Service. If you activate CellTech Magic Marketing 911-type dialing service, you agree to inform all of your household residents, guests and other people who may be present at the physical location where you utilize the Service as to the important differences and limitations of CellTech Magic Marketing 911 dialing service as compared with traditional 911 or E911 dialing that are set forth in this Agreement.

 2.3 911 Dialing Requires Activation 

You acknowledge and understand that 911 dialing does not function unless you have successfully activated the 911dialing feature by following the instructions from the "Dial 911" link on your dashboard. That activation will be confirmed when you receive a confirming email. You acknowledge that you cannot dial 911 from this line until you have received a confirming email.

 2.4 Requires Re-Activation if You Move or Change Location

You agree that 911 dialing will not function properly or at all if you change the physical location of your CellTech Magic Marketing Device to a different street address, unless you have successfully activated the 911 dialing feature by following the instructions from the "Dial 911" link on your dashboard, and a confirming email was sent to you, which confirmed the activation.  911 dialing must be re-activated although you may have activated 911 dialing using your former address. You must separately activate 911 dialing for any new physical address.  If the new current and correct physical address of your CellTech Magic Marketing equipment is not provided, it will result in any 911 dialing you may make being routed to the incorrect local emergency service provider

 2.5 Failure to Designate the Correct Physical Address When Activating 911 Dialing 

Current and correct physical address and location of your CellTech Magic Marketing equipment should be provided by following the instructions from the "Dial 911" link on your dashboard. This address must be the actual physical street address. It cannot be a post office box or a mail drop address. Failure to do so will result in any 911 communication you may make being routed to the incorrect local emergency service provider should be provided.

 2.6 Automated Number Identification 

You understand that Public Safety Answering Point (PSAP) and emergency personnel may or may not be able to identify your phone number. They might not be able to call you back if the call is not completed, is dropped or disconnected, or if the Service is not operational for any reason, including without limitation those listed elsewhere in this Agreement. It may not be possible for the PSAP and the local emergency personnel to identify your phone number when you dial 911 at this time in the technical development of CellTech Magic Marketing 911 dialing. CellTech Magic Marketing's system is configured in most instances to send the automated number identification information; however, one or more telephone companies, not CellTech Magic Marketing, route the traffic to the PSAP and the PSAP itself must be able to receive the information and pass it along properly, and PSAPs are not yet always technically capable of doing so. 

 2.7 Requires Re-Activation if You Change Your Number or Add or Port New Numbers

You acknowledge and understand that 911 dialing will not function if you change your phone number or if you add or port new numbers to your account, unless and until you have successfully activated the 911 dialing feature for your changed, newly added or newly ported number. You can do this by following the instructions from the "Dial 911" link on your dashboard. You should then receive a confirmation email, which confirms your activation. You must separately activate 911 dialing for any changed or newly added or ported number even though you have activated 911 dialing with your former CellTech Magic Marketing phone number.

 2.8 Automated Location Identification

At this time, when you dial 911, it is not possible to transmit identification of the address that you have listed to the Public Safety Answering Point (PSAP) and local emergency personnel for your area when you dial 911. You will need to state the nature of your emergency promptly and clearly. You understand that you will also be required to include your location, as PSAP and emergency personnel will NOT have this information. You acknowledge and understand that PSAP and emergency personnel will not be able to locate your location if the call is not completed, is dropped or disconnected, if you are unable to speak to tell them your location and/or if the Service is not operational for any reason, including without limitation those listed elsewhere in this Agreement.

 2.9 Service Outage

2.9.1 Power Failure or Disruption

You acknowledge and understand that 911 dialing does not function in the event of a power failure or disruption. In case of a power failure, 911 dialing will not function until the power is restored. Any kind of interruption in the power supply can cause a power failure. Customer might be required to reset or reconfigure equipment prior to utilizing the Service or 911 dialing in case of a power failure or disruption.

 2.9.2 Limitation of Liability and Indemnification

You acknowledge and understand that CellTech Magic Marketing's liability is limited for any Service outage and/or inability to dial 911 from your line or to access emergency service personnel, as set forth in this document.  You agree to defend, indemnify, and hold harmless CellTech Magic Marketing, its officers, directors, employees, affiliates and agents and any other service provider who furnishes services to Customer in connection with this Agreement or the Service, from any and all claims, losses, damages, fines, penalties, costs and expenses (including, without limitation, reasonable attorneys fees) by, or on behalf of, Customer or any third party or user of Customer's Service relating to the absence, failure or outage of the Service, including 911 dialing and/or inability of Customer or any third person or party or user of Customer's Service to be able to dial 911 or to access emergency service personnel.

 2.9.3 Service Outage Due to Suspension of Your Account

You acknowledge that your services will outage due to the suspension of your account. The suspension can occur because of the billing issues and it will prevent ALL Service, which includes 911 dialing as well.

 2.9.4 Broadband Service / ISP Outage or Termination / Suspension or Termination by CellTech Magic Marketing

You acknowledge and understand that the suspension or termination of service by your broadband provider or ISP or by CellTech Magic Marketing will prevent ALL Service including 911 dialing.

 2.9.5 Other Service Outages

You acknowledge and understand that there could be a service outage for ANY reason. Such outages can occur due to many reasons, including, but not limited to those reasons described elsewhere in this Agreement. Such an outage will prevent ALL Service, including 911 dialing.

 2.10 Possibility of Network Congestion and/or Reduced Speed for Routing or Answering 911

You understand that there is a greater possibility of network congestion or reduced speed in the routing of a 911 communication made through your CellTech Magic Marketing equipment as compared to traditional 911 dialing over traditional public telephone networks. You acknowledge and understand that 911 dialing from your CellTech Magic Marketing equipment will be routed to the general telephone number for the local emergency service provider which may not be answered after the business hours, and will not be routed to the 911 dispatcher(s) who are supposed to receive incoming 911 calls at such local provider's facilities. Also, the general telephone number for the local emergency service provider will produce a busy signal and could take longer to answer, as compared to those 911 calls routed to the 911 dispatcher(s) who are specifically designated to receive incoming 911 calls. You acknowledge and accept that CellTech Magic Marketing relies on third parties for the forwarding of information underlying such routing, and accordingly CellTech Magic Marketing and its third party provider(s) disclaim any liability or responsibility if any such information routing is false.  You agree that CellTech Magic Marketing, its officers or its employees, may not be held liable for any claim, damage, or loss. You hereby waive any and all such claims or causes of action, arising from or relating to 911 dialing unless it is proven that the act or omission proximately which caused the claim, damage, or loss constitutes gross negligence, recklessness, or intentional misconduct on the part of CellTech Magic Marketing.


2.11 Alternative 911 Arrangements

You should always have an alternative means of accessing traditional E911 services. You understand that CellTech Magic Marketing does not offer primary line or lifeline services.

 3. WARRANTY and LIABILITY LIMITATIONS / INDEMNIFICATION

3.1 Limitation of Liability

You accept that CellTech Magic Marketing shall not be held liable for any delay or failure to provide the Service, which includes 911 dialing, or any interruption or degradation of voice quality that is caused due to any of the following reasons:

1)    service, equipment, network or facility failure caused by the loss of power to Customer;

2)    equipment, network or facility shortage;

3)    equipment, network or facility failure;

4)    outage of Customer's ISP or broadband service provider;

5)    equipment, network or facility upgrade or modification;

6)    force major events such as (but not limited to) acts of god; strikes; fire; war; riot; government actions;

7)    act or omission of an underlying carrier, service provider, vendor or other third party;

8)    equipment or facility relocation;

9)    act or omission of Customer or any person using the Service or Device provided to Customer; or

10) any other cause that is beyond CellTech Magic Marketing's control, including without limitation a failure of or defect in any Device, the failure of an incoming or outgoing communication, the inability of communications (including without limitation 911 dialing) to  be connected or completed, , or degradation of voice quality. 

CellTech Magic Marketing's aggregate liability for (i) any failure or mistake; (ii) any claim with respect to CellTech Magic Marketing's performance or nonperformance hereunder or (iii) any CellTech Magic Marketing act or omission in connection with the subject matter hereof shall in no event exceed Service charges with respect to the affected time period.   

 3.2 Content

You are liable for any and all liability that may arise out of the content transmitted by or to you or Users using the Services. You will assure that your use or the User's use of the Services and content will at all times comply with all applicable laws, regulations and written and electronic instructions for use. A "User" is any person, whether authorized or unauthorized, using the Service and/or Device provided to you. If CellTech Magic Marketing observes that such use or content does not conform with the requirements set forth in this Agreement or interferes with CellTech Magic Marketing's ability to provide Services to you or others, it reserves the right to terminate or suspend the affected Services, and it could remove your or Users' content from the Services. Also, if CellTech Magic Marketing receives some notice from anyone that your or Users' use or Content is violating any laws or regulations, CellTech Magic Marketing can terminate or suspend the affected Services, and/or remove your or Users' content from the Services. CellTech Magic Marketing's actions or inaction under this Section shall not constitute review or approval of your or Users' use or Content.  You will indemnify and hold CellTech Magic Marketing against any and all liability arising from the content transmitted by or to you or to Users using the Services.  A "User" means any person, whether authorized or unauthorized, using the Service and/or Device provided to you.

 3.3 Disclaimer of Damages

SHALL CellTech Magic Marketing, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES OR AGENTS OR ANY OTHER SERVICE PROVIDER WHO FURNISHES SERVICES TO CUSTOMER IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE BE LIABLE IN ANY EVENT FOR ANY DIRECT, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR FOR ANY OTHER DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF DATA, LOSS OF REVENUE OR PROFITS, OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THE SERVICE, INCLUDING INABILITY TO BE ABLE TO DIAL 911 OR TO ACCESS EMERGENCY SERVICE PERSONNEL THROUGH THE SERVICE.  THE LIMITATIONS SET FORTH HEREIN APPLY TO CLAIMS FOUNDED IN BREACH OF CONTRACT, BREACH OF WARRANTY, PRODUCT LIABILITY, TORT AND ANY AND ALL OTHER THEORIES OF LIABILITY AND APPLY WHETHER OR NOT CellTech Magic Marketing WAS INFORMED OF THE LIKELIHOOD OF ANY PARTICULAR TYPE OF DAMAGES.

 3.4 No Third Party Beneficiaries

In this Agreement, no provision provides any person or entity not a party to this Agreement with any remedy, claim, liability, reimbursement, or cause of action or creates any other third party beneficiary rights.

 3.5 No Warranties, or Limited Warranties, for Devices

If the new Device received by the Customer included a limited warranty at the time of receipt, the Customer must refer to the separate limited warranty document which is provided with the Device for information on the limitation and disclaimer of certain warranties. The remedies for breach of any such warranties will be limited to those expressly set forth in such documentation. In case the Customer's Device did not include a limited warranty from CellTech Magic Marketing at the time of receipt, the Customer then agrees to accept its Device "as is". The Customer is not entitled to replacement or refund in the event of any defect, except that for Retail Customers only, CellTech Magic Marketing will provide a limited warranty on the Device as to manufacturing defects only for a period of one year starting from the date of when it was purchased. This Retail Customer limited warranty shall not apply to any defect or failure other than a manufacturing defect, and, without limiting the generality of the foregoing, shall not apply toany defect caused by damage in transit, retailer handling or Retail Customer handling. In case if there is any breach of this Retail Customer limited warranty, then the Retail Customer's sole remedy is to obtain a repaired or replacement Device, by following the return procedures set forth in Section 1.5.  Retail Customer must include a letter with the returned Device which states that the Retail Customer is returning the Device for warranty repair or replacement. The letter should also include the nature of the defect. This Retail Customer limited warranty shall also apply in lieu of the limited warranty included with the Device if such included limited warranty is less favorable to Retail Customer than that contained herein...  OTHER THAN WARRANTIES AS TO THE DEVICE EXPRESSLY SET FORTH IN DOCUMENTATION PROVIDED WITH THE DEVICE AND THE RETAIL CUSTOMER LIMITED WARRANTY EXPRESSLY SET FORTH HEREIN, CellTech Magic Marketing MAKES NO WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY, FITNESS OF THE DEVICE FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OR ANY WARRANTY ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE OR ANY WARRANTY THAT THE, DEVICE OR ANY FIRMWARE OR SOFTWARE IS "ERROR FREE" OR WILL MEET CUSTOMER'S REQUIREMENTS.  THE FOREGOING WILL NOT BE DEEMED TO LIMIT ANY DISCLAIMER OR LIMITATION OF WARRANTY SET FORTH IN THE DOCUMENTATION PROVIDED WITH THE DEVICE.

 3.6 Indemnification

The Customer agrees to indemnify and hold CellTech Magic Marketing, its officers, directors, employees, affiliates and agents and any other service provider who furnishes services to Customer harmless in connection with this Agreement or the Service, from any kind of claims, losses, damages, fines, penalties, costs and expenses (including, without limitation, reasonable attorneys fees) by, or on behalf of, Customer or any third party or the user of the Customer's Service, relating to this Agreement, the Services, including 911 dialing, or the Device. This paragraph shall survive termination of this Agreement.

 3.7 No Warranties on Service

CellTech Magic Marketing makes no express or implied warranties, including but not limited to , any implied warranties of merchantability, fitness of the service for a particular purpose, title or non-infringement or any warranty rising by usage of trade, course of performance, course of dealing, or any other warranty related to the service that it will meet the Customer's requirement. There is no warranty by CellTech Magic Marketing that the service will be without any delay, failure, interruption, or any error, degradation of the quality of voice or loss of content, data or other information. NEITHER CellTech Magic Marketing NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES OR AGENTS OR ANY OTHER SERVICE PROVIDER OR VENDOR WHO FURNISHES SERVICES OR PRODUCTS TO CUSTOMER IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE WILL BE LIABLE FOR UNAUTHORIZED ACCESS TO CellTech Magic Marketing's OR CUSTOMER'S TRANSMISSION FACILITIES OR PREMISES EQUIPMENT OR FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF, CUSTOMER'S DATA FILES, PROGRAMS, PROCEDURES OR INFORMATION THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES OR ANY OTHER METHOD, REGARDLESS OF WHETHER SUCH DAMAGE OCCURS AS A RESULT OF CellTech Magic Marketing's OR ITS SERVICE PROVIDER'S OR VENDORS' NEGLIGENCE.  STATEMENTS AND DESCRIPTIONS CONCERNING THE SERVICE OR DEVICE, IF ANY, BY CellTech Magic Marketing OR CellTech Magic Marketing''s AGENTS OR INSTALLERS ARE INFORMATIONAL AND ARE NOT GIVEN AS A WARRANTY OF ANY KIND.

 4. CHARGES / PAYMENTS / DEFAULT / TAXES / TERMINATION

4.1 Billing

Customers are required to give us a valid credit card number (Visa, MasterCard, Discover, American Express or any other issuer then-accepted by CellTech Magic Marketing) when the Service is activated. CellTech Magic Marketing reserves the right to stop accepting credit cards from one or more issuers. You are required to inform CellTech Magic Marketing immediately if your credit card expires, or you decide to close your account, your billing address is changed, or the card is cancelled and replaced owing to loss or theft. CellTech Magic Marketing will bill all charges, applicable taxes and surcharges monthly in advance (except for usage-based charges, which will be billed monthly in arrears, and any other charges which CellTech Magic Marketing decides to bill in arrears) to your credit card, including but not limited to: activation fees, monthly Service fees, international usage charges, advanced feature charges, equipment purchases, disconnect fees and shipping and handling charges.  CellTech Magic Marketing reserves the right to bill at more frequent intervals if the amount due at any time exceeds $50. Any usage charges will be billed in increments that are rounded up to the nearest minute except as otherwise set forth in the rate schedules found which can be found on CellTech Magic Marketing's website.

4.2 Payment

Payments only made by credit cards are accepted by CellTech Magic Marketing as set forth in Section 4.1.  CellTech Magic Marketing is authorized by your initial use of the Service to charge the credit card account number on file with CellTech Magic Marketing, which includes any changed information provided to CellTech Magic Marketing if the card expires or if it is replaced, or if you substitute a different card, for CellTech Magic Marketing charges as set forth in Section 4.1. This authorization will remain valid until 30 days after CellTech Magic Marketing receives your written notice terminating CellTech Magic Marketing's authority to charge your credit card. CellTech Magic Marketing will charge you the disconnect fee and any other outstanding charges and then terminate the Service. CellTech Magic Marketing reserves the right to terminate your Service at any time in its sole discretion, if any charge to your credit card on file with CellTech Magic Marketing is declined or reversed, your credit card expires and you have not provided CellTech Magic Marketing with a valid replacement credit card or in case of any other non-payment of account charges.  Termination of Service for declined or expired card, reversed charges or non-payment leaves you FULLY LIABLE to CellTech Magic Marketing for ALL CHARGES ACCRUED BEFORE TERMINATION and for all costs incurred by CellTech Magic Marketing in collecting such amounts, such as (but not limited to) collection costs and attorney's fees.

4.3 Disconnect Fee

Upon termination of Service, which could be for any reason, the Customer will be charged a disconnect fee of $39.99 per voice line. This fee will be billed directly to Customer's credit card. The disconnect fee becomes due and payable immediately upon termination. In case the Customer has multiple lines, Customer will be charged a disconnect fee of $39.99 per line for each line disconnected. In order to receive a credit for the disconnect fee, Customer is required to return the Device(s) undamaged and in original condition within fourteen (14) days of termination. The Customer will not receive any credit if the Device(s) is damaged or not in its original condition as received by the Customer or if Customer has otherwise failed to comply fully with the requirements of Section 1.5.  In the event Customer disconnects multiple lines, CellTech Magic Marketing will issue Customer a credit for all disconnect fees upon receipt of all Devices (including without limitation Multimedia Terminal Adapters) in accordance with this Section and Section 1.5.

 4.4 Billing Disputes

Customer is required to notify CellTech Magic Marketing within 7 days in writing after receiving credit card statement if Customer disputes any CellTech Magic Marketing charges on that statement or such dispute will be deemed waived. Billing disputes should be notified to the following address:

 CellTech Magic Marketing Inc.

13210 Harbor Blvd., Suite 157, Garden Grove, CA 92843

Tel 1-714-338-8900  Fax 1-714-265-9915

 4.5 Payphone Charges

You agree that CellTech Magic Marketing is entitled to recover from you any charges imposed on CellTech Magic Marketing by payphone owners or operators, either directly or indirectly through CellTech Magic Marketing's suppliers in connection with toll free calls made to your number, or any charges imposed on CellTech Magic Marketing by its suppliers to recover such costs if you make use of CellTech Magic Marketing's Toll Free Plus feature or any toll free feature that may be offered by CellTech Magic Marketing in the future. CellTech Magic Marketing is entitled to recover these amounts by means of a per-call charge, rounded up to the next cent, or in such other fashion as CellTech Magic Marketing deems appropriate for the recovery of these costs.

 4.6 Termination/Discontinuance of Service

CellTech Magic Marketing reserves the right to suspend or discontinue the Service it is providing generally, or to terminate your Service at any time in its sole discretion. Customer will only be responsible for charges accrued through the date of termination, including a pro-rated portion of the final month's charges if CellTech Magic Marketing discontinues providing the Service generally, or terminates its Service in its discretion without a stated reason. If the reason for the termination of Service is stated, including without limitation violation of this Agreement, or because of any improper use of the Service or Device such as your attempts to hack, disrupt, or misuse the Service or your acts or omissions that violate any acceptable use policy of CellTech Magic Marketing or of a third party provider to which CellTech Magic Marketing is subject, you will be responsible for the full month's charges to the end of the current term, including without limitation unbilled charges, plus the disconnect fee, all of which immediately become due and payable.

 4.7 Money Back Guarantee; Limitations and Conditions

CellTech Magic Marketing offers a 14-day Money Back Guarantee (30 days for Retail Customers; see offer details in advertising or online content of the retailer from whom Retail Customer purchased Equipment for the applicable time period) (such 14, or 30, the "Warranty Period"), applicable only to User's first-ordered line per account. It is not applicable to additional lines or secondary lines. Under terms of this Money Back Guarantee, CellTech Magic Marketing refunds the activation fee, first month of service, and shipping charges and waives the disconnect fee, if the terms which are described below are satisfied. Federal excise taxes and any other applicable taxes cannot be refunded. CellTech Magic Marketing reserves the right to terminate or revoke this Money Back Guarantee at any time, without prior notice. In order to be entitled to this Money Back Guarantee, User (i) must cancel service within the number of days in the Warranty Period after the account activation; (ii) must not have exceeded 250 minutes of usage (500 minutes for Retail Customers); and (ii) must return all Devices within 14 days after cancellation pursuant to Sections 1.5 and 4.3.  User remains responsible for any charges for domestic usage in excess of the amount included within the Plan to which User had subscribed, international usage (including the charges described in Section 4.9), payphone calls to CellTech Magic Marketing toll free numbers and directory assistance. The money back guarantee does not apply to the accounts which exceed 250 minutes (500 minutes for Retail Customers) of usage. Also, these accounts will not be eligible for any kind of refund of any of the charges described here. All the Devices that the Customers return back to CellTech Magic Marketing must be in their original packaging with the UPC or bar code intact with every component that came with the device, manuals and registration card(s). Equipment must be returned with a valid return authorization number obtained from CellTech Magic Marketing customer care. User is responsible for the cost and risk of return shippingof equipment. THE MONEY BACK GUARANTEE WILL NOT BE HONORED IF USER FAILS TO MEET ALL SUCH REQUIREMENTS.  To obtain a return authorization number, User must contact support@celltechmagic.com or 1-714-338-8900.

 4.8 Taxes

In addition to the payment for the Service and Device, you will also have to pay any federal, provincial, state, municipal, local, or other governmental sales including use, excise, value-added, personal property, public utility or other taxes, and fees and charges that are either now in force or passed in the future. These charges could arise from or as a result of your subscription or use or payment for the Service or a Device. These amounts will also be billed to your credit card as set forth in this Agreement.  If you are exempt from payment of such taxes, you shall provide CellTech Magic Marketing with an original certificate that satisfies applicable legal requirement attesting to tax-exempt status.  Tax exemption will only apply from and after the date CellTech Magic Marketing receives such certificate.

 4.9 Charges for Directory Calls

For each call that is made to CellTech Magic Marketing directory assistance, you will be charged 99 cents for it by CellTech Magic Marketing.

 5. CHANGES TO THIS AGREEMENT

CellTech Magic Marketing reserves the right to change the terms and conditions discussed in this Agreement from time to time. Notices will be considered given and effective on the date posted on to the "Service Announcements" section of CellTech Magic Marketing's website (currently located at http://www.celltechmagic.com. These changes made will become binding on Customer, on the date posted to the CellTech Magic Marketing website. After that no further notice by CellTech Magic Marketing will be required.  When the new Agreement will be posted, it will surpass all the previously agreed terms of service in electronic and written, including without limitation any terms included with the packaging of the Device and it will also surpass any written terms provided to Retail Customers in connection with retail distribution, including without limitation any written terms that will be enclosed within the packaging of the Device..

 6. GOVERNING LAW / RESOLUTION OF DISPUTES

6.1 Entire Agreement

The rates for CellTech Magic Marketing Service, which can be found on CellTech Magic Marketing website and this Agreement This Agreement and the rates for Services found on CellTech Magic Marketing's website form this entire agreement between CellTech Magic Marketing and you and govern your use of the Service. This agreement will override any prior agreements between you and CellTech Magic Marketing and all prior or contemporaneous statements, understandings, writings, commitments, or representations concerning its subject matter. It is clear that any modifications made to this Agreement shall not be binding upon CellTech Magic Marketing unless and until posted in accordance with Section 3 hereof.

 6.2 Mandatory Arbitration

In a situation where any dispute or claim arise between the Customer and CellTech Magic Marketing, which is related to the Service or Device provided in connection with this Agreement, it shall be resolved by arbitration before a single arbitrator administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules (or, for Customers subscribing to service in Canada, a Canadian arbitration organization of CellTech Magic Marketing's choosing).  The arbitration will be taking place in Las Vegas, Nevada.  It will be conducted in English. The arbitrator's decision shall be final and will be binding on both the parties and it will follow the plain meaning of the relevant documents. Without limiting the foregoing, the parties agree that no arbitrator has the authority to: (i) award relief in excess of what this Agreement provides; or (ii) award punitive or exemplary damages.  Judgment on the award rendered by the arbitrators may be entered in any court having jurisdiction thereof.  All claims shall be arbitrated individually and Customer will not bring, or join any class action of any kind in court or in arbitration or seek to consolidate or bring previously consolidated claims in arbitration.  CUSTOMER ACKNOWLEDGES THAT THIS ARBITRATION PROVISION CONSTITUTES A WAIVER OF ANY RIGHT TO A JURY TRIAL.

6.3 Severability

If any part of this Agreement is declared legally void or is unenforceable, all other parts of this Agreement are still valid and enforceable. Such invalidity or non-enforceability will not invalidate or render unenforceable any other portion of this Agreement.

 6.4 Governing Law

The Agreement and the relationship between you and CellTech Magic Marketing shall be governed by the laws of the State of Nevada. For the Customers who are subscribing to Service in Canada, the Canadian Law will be applicable. This will be without regard to its conflict of law provisions.  To the extent court action is initiated to enforce an arbitration award or for any other reason consistent with Section 6.1, you and CellTech Magic Marketing agree to submit to the personal and exclusive jurisdiction of the courts located within the State of Nevada and waive any objection as to venue or inconvenient forum.  The failure of CellTech Magic Marketing to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision.  If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Agreement remain in full force and effect.  You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.

 7. PRIVACY

CellTech Magic Marketing will not be held liable for any lack of privacy which may occur with regard to the Service. CellTech Magic Marketing Service utilizes, in whole or in part, the public Internet and third party networks to transmit voice and other communications. Please refer to our Privacy Policy applicable to you at http://www.celltechmagic.com  for additional information.