Terms & Conditions

Terms & Conditions - Naicom TV (comprising (IPTV) LIVE TV, VOD, VIDEO CLUB, AND RADIO)

1. General.
1.1 The use of the Services is subject to Naicom?s General Consumer Terms & Conditions (/about-us/legal- notices-and-terms/terms-and-conditions/consumer.html), and any other terms and conditions that you and we may have agreed to from time to time. You may view our Terms and Conditions at Legal Notice & Terms (/about-us/legal-notices-and-terms.html).
2. De?nitions.
2.1 In these Service Speci?c Terms and Conditions:-

"Charges"
means all activation, connection, disconnection, reconnection, subscription, transactional, rental administrative charges and other fees and charges to be paid by you for or relating to the Services or the Equipment. The Charges will be in accordance with the rates in our prevailing rate tables available on our website or at our customer service centre;
"Content Expiry Date"
means the date as determined by us, in which a Video or Content will cease to be available to you under the VOD service provided via the relevant VOD Platform;
"Equipment"
means the set-top box (Naicom TV set-top box for Live TV, VOD or Radio use), remote control and related accessories provided by us under this Agreement and which you use to obtain or access the Services;
"HD"
means high de?nition format;
?4K?
Means 4K definition format;
"Network"
means any and all networks owned, maintained or operated by, and/or leased/licensed to us (including our nation-wide network which includes but is not limited to the distribution of tv set up boxes or serving the Premises, the Next Generation Nationwide Broadband Network operated by third party network providers, our VIDEO Club network, our mobile telecommunications network, and the internet) through which we provide the Services to you;
?Personal Data?
shall have the meaning set out in Naicom Data Protection Policy (/about-us/legal-notices-and- terms/personal-data-protection/personal-data-protection-policy.html);
"Premises"
means the property or individual unit (in a multi-unit or multi-storey building/apartment block) bearing the Service Address, which is owned or occupied by you and connected to the Network;
"Services" or ?Naicom TV ?Services?
means the television services which are provided by Naicom Corp. via the IPTV Network by such names as we deem appropriate including (i) the pay television service known as "Naicom TV" which includes IPTV, VOD, VIDEO CLUB, and RADIO; (ii) or such other television services as may be provided by us from time to time.

?Subscription?
making an agreement to make an advance payment in order to receive or participate in Naicom TV services.
"Service Address"
means the address of the Premises at which we agree to provide the Service;
"Software"
means any software programme, application and ?rmware including any upgrades provided to you as part of the Services or which allows you to access the Services;
"IP TV customers"
means the residential customers of the IP TV Service;
"Video Club customers"
means the residential customers of Naicom Video Club Service;
"Territory"
means the United States of America, and it?s Territories;
"Viewing Period"
means the prescribed limited time frame during which you will be permitted to view a Video that you have rented;
"Video"
means each programme made available to you on the IPTV VOD and VIDEO Club platform;
"VOD"
means video-on-demand; and
"VOD Platform"
means the Services speci?ed by us from time to time, through which VOD services are available, including Naicom TV Services.

3. Eligibility for Naicom IPTV Service.
3.1 Unless otherwise permitted by us in writing, the IPTV Service is only available to residential customers for residential use and the customer?s registered mobile phones.
3.2 At the time of application, you must not have any outstanding accounts with us that are due and owing to us.
3.3 Subject to Clauses 3.5 and 3.6 below, the IPTV Services may be delivered via either of the following modes:-
3.4 Via internet, provided that the Premises must ?rst be connected to an internet service provider. Without prejudice to the foregoing, our IPTV Services are only available at such Premises and properly registered mobile phones; and
3.5 You acknowledge and agree that availability of Naicom IPTV Service is subject to:-
3.6 availability of resources, including but not limited to, availability of a suitable internet infrastructure at the time at which the Service is requested or delivered; and geographical coverage and technical capacity of internet and of our delivery systems at the time at which the Service is requested or delivered.
3.7 you must liaise with and procure the relevant management corporation or building/apartment block owner to procure, install and/or maintain the facilities, equipment consents, licenses, permits and/or rights referred to in paragraphs (a) and (b) above; and
3.8 we will not be responsible for the quality of the programming transmissions received through such facilities and equipment. We will only be responsible for the quality of the programming transmitted from our data center to our set up box point of pick-up located at your premises.
3.9 Without prejudice to the foregoing, we will not be responsible for any Service failure, interruption or performance degradation arising from any failure to procure, install and/or maintain such facilities and equipment, and/or such facilities and equipment themselves.

4. Other Eligibility Criteria.
4.1 You must at all times provide us with such information as may be necessary or desirable for us to provide you with the relevant Service.
4.2 You must be of legal age.

5. Minimum Period of Service.
5.1 The Minimum Period of Service for our IPTV Service is:-
5.1.1 if you are an individual) 30 days; or
5.1.2 (if you are a corporation or business entity) 12 months, from the commencement date as determined in accordance with Clause 9 below, or such other periods as we may determine from time to time.

6. Duration of Services.
6.1 Each Service will commence on the following dates, whichever later:-
6.1.1 the date of successful Naicom TV registration and set up box installation by you;
6.1.2 Each Service will continue until terminated according to the provisions of this Agreement.

7. Services.
7.1 Under this Agreement, we will provide to you:-
7.1.1 the IPTV Service at the Service Address in accordance with the particulars set out in the relevant subscription service agreement, and properly registered mobile phone per Naicom tv set top box; and/or
7.1.2 Unless otherwise permitted by us in writing, the Services are provided to you solely for your private viewing and you may receive and use the Services at the Service Address and in the Territory only, and for personal, non-transferable residential and authorized mobile phone use only. You must not exhibit in public or collect any fees for the exhibition of the Content in the Services. Unless otherwise permitted by us in writing, any use of the Services for commercial or business purpose or any other non-residential use, whether by you or other persons is a breach of your terms of use of the Services whether or not such use is inside or outside the Service Address or the Territory. Unless otherwise permitted by us in writing, the IPTV Service are supplied to residential properties exclusively with the exception of the authorized mobile phone. Where an agent enters into a Service agreement (including but not limited to a management corporation for and on behalf of subsidiary proprietors, or an employer for and on behalf of employees), the agent warrants that the supply of the IPTV Service or to residential and authorized mobile phones properties only.
7.1.3 You may request for us to change, from time to time, the Service particulars set out in the relevant service agreement subscription, subject to our con?rmation and payment of any standard administrative fee chargeable by us. In the event of such change, the subscription fees payable for our post-paid Service and the Service particulars will be amended accordingly. For the avoidance of doubt, you will continue to be liable for the payment of such revised subscription fees.
7.1.4 If you wish to upgrade or downgrade your existing subscription for channels ("Existing Channels"), we may, at our discretion, agree to or decline your request. If we agree to your request for upgrading with immediate effect, the prevailing additional Charges will apply concurrently. We may allow your request to downgrade when you have subscribed for the Existing Channels for at least one continuous month. The effective date of downgrading will occur at the start of the next billing cycle after we receive your notice to downgrade as long as you have a continuous subscription of one month immediately preceding the downgrade. We may charge you an administrative charge each time you make a change to your channel combination.
7.1.5 You must exhibit the channels or programmes received as part of the Services in their entirety without any interruptions including all titles, credits, logos and copyright notices. You will not, for any purpose whatsoever, alter, reproduce, edit, supplement, omit or circumvent any channel or programme received as part of the Services, including the insertion of crawlers or advertisements immediately before, during or after the exhibition or transmission of the channel or programme.
7.1.6 Your use of the Services is subject to any instructions, notices and directions as may be determined by us from time to time.
7.1.7 We may, at any time and without any notice to you, temporarily suspend the Services for operational reasons such as repair, maintenance, upgrade or improvement of the Services or because of an emergency. We will restore the Service as soon as reasonably practicable. We may also modify the Services in order to keep pace with the prevailing demands and technological developments, at our discretion and without any notice to you.

8. Additional Services: Live Entertainment Music and Sports Events, and Catch-Up After Tape Transmissions.
8.1 From time to time, we may offer such additional services as may be noti?ed to you by us, including live entertainment music and sports events, and catch up after tape distribution through the Naicom set up box or mobile phones.
8.2 Naicom retains the sole right and discretion to determine the Content that would be available for each of the Catch-Up After Tape Transmission.
8.3 Charges will apply for each live entertainment music and sport event purchase by you, and the Charges are inclusive of GST;
8.4 All subscriptions purchases of live entertainment music and sports events must be cancelled within 72 hours prior to the day of the event, once the event is access through our platform the subscriber will have 72 hours to make a legitimate refunds claim after the day of the event;
8.5 In addition, in relation to the IPTV service, you will be granted access time shifting only to tv content availability that you have already subscribed to under your Naicom IPTV Service.

9. Video-On-Demand Services.
9.1 VOD services are available via Naicom IPTV Services (each a "VOD Platform").
9.2 In relation to the VOD services :-
9.2.1 Charges will apply for each Video rented by you, and the Charges are inclusive of GST;
9.2.2 there will be no cancellation, refund or exchange for rental of selected Videos;
9.2.3 each Video will be available to you for viewing only via the speci?c VOD Platform through which you purchased the Video, and not through other VOD Platforms;
9.2.4 each Video will be available to you for viewing only during the prescribed Viewing Period, subject always to the Content Expiry Date. The Videos will not be available to you whether for viewing or in any other form, after the Content Expiry Date;
9.2.5 the Viewing Period on the relevant VOD Platform will be 48 hours for movies and single episodes of TV series and 30 days for entire series, or such periods as may be prescribed by us from time to time; and
9.2.6 we reserve the right to reject any request by you to rent or purchase any Video.
9.3 You acknowledge and accept that the aforesaid rental of a Video via a VOD Platform is a limited license and not a sale with respect to such Video. Save and except for a non-exclusive, non-transferable, limited license to view each rented Video for the stipulated Viewing Period on the relevant VOD Platform solely for your personal, non-commercial viewing, no right, title or interest in such Video shall be deemed transferred to you as a result of the rental.
9.4 The VOD service provided to you through the VOD Platforms shall be subject to such other usage, rental or license conditions as we may notify you from time to time.
9.5 The VOD service is not available to commercial customers, non-residential customers, bulk tier customers and to customers whose accounts are being dunned by Naicom IPTV.
9.6 You accept that there will be no refunds of any payments made for the VOD Services.
9.7 There will be no Naicom Video Club discounts applicable to Charges for the VOD Services.

10. Naicom Video Club.
10.1 Membership Billing and Cancelation.
10.2 Membership.
10.2.1 Ongoing Membership. Your Naicom Video Club membership, will continue month­to­month and automatically renew unless and until you cancel your membership or we terminate it. We will bill the monthly membership fee to your Payment Method. You must cancel your membership before it renews each month in order to avoid billing of the next month's membership fees to your Payment Method.
10.3 Billing.
10.3.1 Recurring Billing. By starting your Naicom Video Club membership and providing or designating a Payment Method, you authorize us to charge you a monthly membership fee at the then current rate, and any other charges you may incur in connection with your use of the Naicom service, such as taxes or possible transaction fees, to your Payment Method. You acknowledge that the amount billed each month may vary from month to month for reasons that may include differing amounts due to promotional offers, including gift card redemption and promotional code redemption, and/or changing or adding a plan, and you authorize us to charge your Payment Method for such varying amounts, which may be billed monthly in one or more charges.
10.4 Price Changes.
10.4.1 We reserve the right to adjust pricing for our service or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion. Except as otherwise expressly provided for in these Terms of Use, any price changes to your service will take effect following email notice to you.
10.5 Billing Cycle.
10.5.1.1 The membership fee for our service will be billed at the beginning of the paying portion of your membership and each month thereafter unless and until you cancel your membership. We automatically bill your Payment Method each month on the calendar day corresponding to the commencement of your paying membership. Membership fees are fully earned upon payment. We reserve the right to change the timing of our billing, in particular, as indicated below, if your Payment Method has not successfully settled. In the event your paying membership began on a day not contained in a given month, we may bill your Payment Method on a day in the applicable month or such other day as we deem appropriate. For example, if you started your Naicom Video Club membership or became a paying member on January 31st, your next payment date is likely to be February 28th, and your Payment Method would be billed on that date. Your renewal date may change due to changes in your Membership. We may authorize your Payment Method in anticipation of membership or service­related charges. As used in these Terms of Use, "billing" shall indicate a charge, debit or other payment clearance, as applicable, against your Payment Method. Unless otherwise stated differently, month or monthly refers to your billing cycle.

11. Third Party Sites.
11.1 We may at our discretion, through or as part of any of the Services (including via our application platform), provide you with access to third party links, websites, pointers, applications or apps which are owned, operated or maintained by parties other than us (?Third Party Sites?). Such access may be given on such terms and conditions or eligibility criteria as we may determine from time to time.
11.2 The Third Party Sites are not owned, operated, maintained, recommended, endorsed or guaranteed by us. You agree that:
11.2.1 all Content, products, services or information transmitted or made available via the Third Party Sites, are the sole responsibility of the owners or operators of such Third Party Sites;
11.2.2 we will not be liable in any way for any Content, products, services or information which you may access, use or acquire via the Third Party Sites;
11.2.3 you are solely responsible for all Content, products, services or information that you transmit or make available to or through the Third Party Sites;
11.2.4 we do not control any Content, products, services or information which you may access, use or acquire through the Third Party Sites and we do not endorse or guarantee the accuracy, reliability, integrity, legality or quality of such Content, products, services or information;
11.2.5 by using the Third Party Sites, you may be exposed to third party Content, products, services or information that may be defamatory, offensive, indecent, objectionable or illegal;
11.2.6 we may, at our discretion and without notice to you, refuse or remove or deny access to Third Party Sites, and thereby refuse, remove or deny access to any Content, products, services or information available from such Third Party Sites; and
11.2.7 we will not be liable to you or any third party under any of Clauses 11.2.1 to 11.2.6 above.
11.3 Without prejudice to Clause 11.2 above, we will not be liable or responsible in any way if you encounter any problems with the Content, products, services or information that you obtain via the Third Party Sites. We assume no liability or responsibility for the acts or defaults of the providers of the Third Party Sites, or parties providing the Contents, products, services or information thereunder or for any non- delivery, non-performance or defects in any such Content, products, services or information.
11.4 We expressly disclaim all warranties of any kind, whether express or implied, including implied warranties of merchantability, satisfactory quality, ?tness for a particular purpose, service availability and non-infringement in relation to the Third Party Sites and the Content, products, services or information offered by the Third Party Sites, to the fullest extent allowed by law. No advice or information whether oral or written, obtained by you from or through the Third Party Sties will create any warranty not expressly made hereunder.
11.5 Please review the terms of use and privacy policies governing those Third Party Sites and if you do not agree to be bound by the terms of such Third Party Sites, we recommend that you discontinue use of that Third Party Site. In the event of any con?ict or inconsistency with the terms and conditions of such Third Party Sites, and these Services Speci?c terms and conditions, the latter shall prevail.
11.6 For the avoidance of doubt, if you access such Third Party Sites via any of our Services, you remain subject to all our terms and conditions applicable to the relevant Service as well as the Naicom Personal Data Protection Policy. Likewise, if you use your Naicom ID to access such Third Party Site, you remain subject to the applicable Service Speci?c Terms and Conditions for the Naicom ID.
11.7 If you have any concerns, queries or disputes arising from your use of the Third Party Sites, please refer to the customer support services of such Third Party Sites.
11.8 In the event that the Service through which you are given access to such Third Party Sites is terminated, your access to such Third Party Sites and all Content, products, services and information provided thereunder, will be similarly terminated without further notice or liability to you.

12. Content and Your Responsibilities.
12.1 We retain the sole right and discretion to determine the type, nature, genre, quality and quantity of Content made available on or through any of the Services.
12.2 You are responsible for the use of the Services under your account(s) and for any Content disseminated through your account(s).
12.3 You must not use or allow any part of the Services to be used:-
12.3.1 to transmit or post any Content which may be defamatory, offensive, indecent, objectionable or illegal, or which may cause annoyance, harassment, irritation, inconvenience or anxiety to anyone. This includes transmitting or posting "junk mail", "spam", "chain letters", "solicitations" (commercial or non-commercial), FACEBOOK LIVE or distributing mail to any party who has not given permission to be included in the distribution;
12.3.2 to transmit or post any Content which may give rise to civil liability or otherwise violate any applicable laws, rules or regulations;
12.3.3 to transmit any Content that contains viruses, worms, trojan horses, time bombs, cancel bots or any other harmful, damaging or destructive programs;
12.3.4 to make or attempt any unauthorised access to any part or component of the Services, the Network or any third party systems or networks to which you can connect through the Services directly or otherwise;
12.3.5 to disrupt the various networks that are connected to the Services or violate the regulations, policies or procedures of such networks;
12.3.6 to collect and/or disseminate information about others or their email addresses without their consent;
12.3.7 for any fraudulent, illegal or improper purposes or to violate anybody's rights or in any way which may affect other users' enjoyment of or access to any of the Services or cause annoyance, harassment, irritation, inconvenience or anxiety to anyone;
12.3.8 in any manner or for any purpose which may constitute a violation or infringement of the rights of any party including but not limited to their intellectual property or con?dentiality rights;
12.3.9 to be resold or otherwise provided to third parties without our prior written consent, whether for pro?t or not;
12.3.10 to transmit any Content received under the Services to any personal computer, laptop, mobile phone, television or other similar device(s) unless otherwise permitted by us; and
12.3.11 to transmit any Content received under the Services outside the geographic boundaries of the United States and its territories unless otherwise permitted by us.
12.4 You acknowledge and agree that through your use of the Services, you may encounter Content which may be deemed offensive, indecent, or objectionable, which Content may or may not be identi?ed as such. You agree to use the Services at your sole risk and that we will not have any liability to you for the type of Content that you may access, including without limitation Content that you may ?nd offensive, indecent, or objectionable.
12.5 You acknowledge and agree that the Content accessed through the Services may be altered with technology and/or rules which protect digital information from access and may limit or restrict your usage of Content to certain usage rules as may be determined by us and our licensors (the "Usage Rules"). You agree to comply with the Usage Rules. The Usage Rules may be controlled and monitored by us for compliance purposes, and we reserves the right to enforce the Usage Rules with or without notice to you.
12.6 The Naicom service is Internet Protocol Television provider and you are not permitted to download any of the Content at any time for any reason.
12.7 Geoblocking.
12.7.1 Naicom IPTV uses "geo­blocking" measures to prevent you from accessing the services from outside the Territory. This is necessary for us to comply with the terms of our broadcast and content licenses. You agree not to attempt to access, and/or not to attempt to circumvent the geo­blocking measures to access the plantform from outside the Territory. Please also note that some of our services or certain Content may not be available in certain regions within the Territory. Where this applies, it will be made clear on the Naicom website. If you are located within such a region you agree not to attempt to access the applicable services and/or not to attempt to circumvent any software or technical measures we use to regionalise our services within the Territory.

13. Billing.
13.1 For our post-paid Services, you will be billed in advance for the subscription fees at monthly intervals or such intervals as may be approved by us, unless you elect to prepay the subscription fees. You will be subject to a standard late payment fee if payment is not made by the relevant due date.
13.2 For our post-paid Services, any change in the method of payment will only be effected from the next billing cycle onwards.
13.3 The Charges are inclusive of Goods and Services Tax.
13.4 In the event any Services are provided to you on a free trial basis, you agree that upon expiry of the free trial period as speci?ed in our service agreement with you, the full Charges for that Service shall apply. You agree that display of the applicable Charges for the Services on our website or applications will constitute notice of the Charges.

14. Equipment.
14.1 In order to access the Services, you must acquire a Naicom TV Set-top box in the following manner:
14.1.1 You must buy the Naicom tv set-top box from us or at your favorite retail store.
14.1.2 For each additional set-top box required, you would have to acquire, at your costs, additional equipment to support each additional set-top-box. Our technicians will advise you accordingly.
14.1.3 There is a maximum limit on the number of set-top-boxes that may be rented for each subscription of the Naicom IPTV Service. Such maximum limits will be noti?ed by us from time to time. If the number of set-top boxes that you require exceeds the maximum limit, you may still procure such additional set-top boxes by entering into an additional subscription for the Naicom IPTV Service.
14.2 The Equipment will remain your exclusive property. You must not allow any person to modify such Equipment without our prior written consent.
14.3 You must keep the Equipment in a suitable place and appropriate conditions for the Equipment, including any necessary electrical power supply. You must also use and maintain the Equipment in good working condition (fair wear and tear excepted) in accordance with the guidelines, instructions or speci?cations given to you.
14.4 You must ensure that the Equipment shall at all times remain in your custody at the Service Address and be used only to receive the Services.
14.5 You are solely responsible for the Equipment and must not modify, tamper or in any way interfere with, nor allow anyone else (other than a person authorised by us) to do so. You will not change the serial/Mac number or equipment identi?er of the Equipment or to perform a factory reset of the Equipment without our prior written consent. We reserve the right to suspend or terminate your Service(s) if we determine, in our absolute discretion, that you have tampered with the Equipment.
14.6 We reserve the right to charge you at our standard rates for responding to a service call or request to change or replace any defective Equipment, unless we subsequently ascertain that the malfunction or defect is not caused by or attributable to your act, omission, equipment or systems.
14.7 You must comply with all applicable laws and instructions, notices or directions issued by the relevant regulatory authority or us from time to time in respect of the installation, use, operation or upgrade of the Equipment.
14.8 Upon our noti?cation, you will grant us access to the Equipment and the Software embedded therein as and when we deem necessary to carry out any equipment upgrade.
14.9 Warranty, the Naicom TV set top box will have a 90 day warranty. Defective equipment will be replace by us via mail to our facilities.

15. System Requirement.
15.1 You are responsible for ensuring your equipment, computers, devices and systems connected to the Network meet the Services' minimum system requirements as may be stipulated by us, and that they are compatible and may properly function and inter-operate with the Equipment, the Services and the Network. We will not be liable for any Equipment, Service or Network failure or performance degradation resulting from the non-compliance of such requirements as set by us from time to time. You acknowledge and accept that certain applications are not supported by the Services.

16. Installation.
16.1 Installations instructions are found inside every Naicom set-op-box package.
17. Personal Data Protection.
17.1 Your use of the Services and Additional Services is subject to Naicom?s Data Protection Policy. By using or continuing to use the Services and the Additional Services, you agree and consent to be bound by the terms of Naicom?s Data Protection Policy.

18. Liability.
18.1 The Services are provided on an "as is" and "as available" basis and you agree and accept that you use the Services or rely on any Content obtained through the Services at your sole risk. We expressly disclaim all warranties of any kind, whether express or implied, including implied warranties of merchantability, satisfactory quality, ?tness for a particular purpose and non-infringement to the fullest extent allowed by law. No advice or information whether oral or written, obtained by you from us or through the Services will create any warranty not expressly made in this Agreement.
18.2 If you are dissatis?ed with any of the Services or with the Content, products or services available on or through any of the Services or with any of the terms and conditions of this Agreement, your sole and exclusive remedy is to discontinue accessing and using the Service or terminate the Service according to this Agreement.

19. Proprietary Rights.
19.1 All Content contained in advertisements or sponsorships presented to you through the Services by us, our advertisers, content/applications providers or third parties, are protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. You agree that you are only permitted to use such Content as expressly authorised by us, the advertiser, the provider or third party in question.
19.2 You are not permitted to copy, reproduce, distribute, or create derivative works from such Content without written authorization from us, the advertiser, the provider or third party in question.
19.3 You acknowledge and agree that save and except for the limited permissions on the use of the Services and Content as expressly provided in these Terms and Conditions, no right, title or interest in any of the Content shall be deemed transferred to you through the provision of the Services or through access to the Content that you obtain through the Services.

20. Resale.
20.1 You will not resell or otherwise provide any of the Services to third parties without our prior written consent, whether or not for pro?t or otherwise.

21. Matters Beyond Our Control.
21.1 We will not be liable for any delay or failure in performance under this Agreement resulting from matters beyond our control. These include acts of God, requirements of any governmental or regulatory authority, war, national emergency, accident, ?re, lightning, equipment failure, computer software or Software malfunction, electrical power failure, faults, interruption or disruption of the Network or the networks of other Service Providers or of your equipment or the equipment of any third party, riots, strikes, lock-outs, industrial disputes (whether or not involving our employees) or epidemics of infectious diseases.
21.2 Without prejudice to the paragraph above, the Services may occasionally be affected by interference caused by objects beyond our control such as buildings, underpasses and weather conditions. When this happens, we will not be responsible for any interruption or disruption of any of the Services or if you cannot access or use any of the Services.

22. Ending the Services.
22.1 Without prejudice to the rights either party may have against the other party under this Agreement for any antecedent breach of this Agreement and subject to the provisions of this Clause 22, each or all of the Services under this Agreement or this Agreement may be terminated in the following manner unless otherwise agreed in writing by you and us:-
22.1.1 by you giving us prior notice of at least 7 working days before the next billing cycle if you are an individual, or 1 month if you are a corporation or business entity; or
22.1.2 by us giving you prior notice of 7 working days if you are an individual, or 1 month if you are a corporation or business entity.
22.2 If you give us notice that ends during the Minimum Period of Service pursuant to Clause 22.1 above:-
22.2.1 an early termination Charge will be imposed on you; and
22.2.2 Clause 22.7 below will apply.
22.3 If any Service or this Agreement is terminated pursuant to Clauses 22.4 and 22.5 below, you will compensate us for any damages or losses we may suffer because of the early termination, including the sums referred to in Clause 22.2 above.
22.4 In the event of any of the following:-
22.4.1 you breach any of the terms and conditions of this Agreement or any other agreement you have with us;
22.4.2 you breach the terms of use of each Service under Clause 8.2 above;
22.4.3 you become or threaten to become bankrupt or insolvent, or die;
22.4.4 you make any arrangement or composition with or assignment for the bene?t of your creditors or go into either voluntary or compulsory liquidation or a receiver, trustee, judicial manager or administrator is appointed over any of your assets;
22.4.5 the equivalent of any of the events referred to in paragraphs (c) and (d) above under the laws of any relevant jurisdiction occurs to you;
22.4.6 you provide incorrect, false or incomplete information to us
22.4.7 the requirements of any relevant regulatory authority result in us having to stop providing the Service or the Network connection, or to provide the Service or the Network connection in a manner which is unacceptable to us;
22.4.8 if you are likely to create imminent harm (such as interruption, disruption, congestion, signal leakage and any Unauthorised Act) to our Network or any third party's networks or systems or our provision of Service, or defraud us, or are likely to create imminent harm or are abusive to our personnel;
22.4.9 if the Premises or the building within which the Premises is located is or has been disconnected from the Network for any reason whatsoever; or
22.4.10 for any reason beyond our control (including loss of any licence, way-leave or easement, requirements of any governmental or regulatory authority or orders by the court and failure to deliver by a third party supplier) we are unable to provide any of the Services or the Network connection, we may suspend or terminate all, any or part of any of the Services or terminate this Agreement with 7 working days' notice (for paragraphs (a), (f) and (i) above) or with immediate effect (for paragraphs (b), (c), (d), (e), (g), (h) and (j) above) without compensation and without prejudice to our rights to damages for any antecedent breach by you of this Agreement. You may immediately contact our customer service, either by calling our customer service line or visiting any of our customer service centres to tell us why such suspension or termination should not occur. We will consider each case and where we deem appropriate, will not proceed with the suspension or termination of such account or take any other appropriate action where necessary.
22.4.11 In the event that we suspect that you are using or allowing any of the Services to be used for fraud, misconduct or any other illegal or improper purpose, we will refer this to the relevant authorities without notice to you and comply with directions or guidelines issued by them without further reference to you.
22.4.12 If and when you make good any breach or default, we may restore any suspended or terminated Service after you have paid for any restoration or re-connection Charges and reimbursed us for our reasonable costs in suspending or terminating the Service.
22.5 If a Service is terminated:-
22.5.1 all sums due, accruing due or payable to us in respect of the Service up to the date of termination (including late payment charges) will, upon the termination, become immediately due and payable to us;
22.5.2 the deposit will be refunded to you according to Clause 2 of the Consumer General Terms and Conditions.
22.6 Without prejudice to and in addition to the foregoing, in the event that for any reason your:-
22.6.1 Naicom IPTV Service is terminated, your Video Club and Radio Value-Added Service will be simultaneously and automatically terminated without further notice or liability to you by us; and
22.6.2 Naicom IPTV Value-Added Service is terminated, your access to the Content that you had subscribed to under subscription will cease to be available on any of the Naicom?s networks and platforms (smart tv, mobile phones, computers or tablets).
23. Changes.
23.1 We may change any of the Services, or any bundles or packages of the Services, by amending, substituting or withdrawing any channel, programme, bundles or packages in such manner as we may determine in our absolute discretion. We may also from time to time revise the Charges for the Service.
23.2 For promotional offers of the Service, special Terms & Conditions may apply.
24. INDEMNIFICATION.
24.1 In addition to its specific indemnification responsibilities set forth elsewhere in these Terms and Conditions and as permissible under applicable law, Customer agrees, at its own expense, to indemnify, defend and hold harmless Naicom and its directors, employees, representatives, officers and agents, (the "Indemnified Parties") against any and all claims, liabilities, lawsuits, damages, losses, judgments, costs, fees and expenses incurred by Naicom Indemnified Parties, including but not limited to, reasonable attorneys' fees and court costs incurred by Naicom Indemnified Parties provided under these terms and conditions, to the full extent that such arise from Customer's misrepresentation with regard to or noncompliance with the terms of the Service and any or all Service Orders, Customer's failure to comply with applicable law, and/or Customer's negligence or willful misconduct. Naicom Indemnified Parties shall have the right but not the obligation to participate in the defense of the claim at Customer?s cost and Customer agrees to cooperate with Naicom Indemnified Parties in such case.

701 Ave. Ponce de Leon, Suite 208
San Juan, Puerto Rico 00907

1(855)410-2224

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