Skip to content
Home » Terms and Conditions

Terms and Conditions

Ureka Solutions Terms and Conditions

“Subscriber” has signed and accepted the Service Order Form (SOF) for Ureka Solutions products and services and agrees to Terms and Conditions (“Agreement”) of Ureka Solutions, LLC (“Ureka”) represented below.

  1. TERM LENGTH

The Agreement Term (“Term”) shall begin on the date known as the “Effective Date” and shall continue until the “Contract End” Date stated on the SOF. This Agreement will automatically renew for successive one-year terms unless canceled in writing by Subscriber at least sixty (60) days but not more than one hundred twenty (120) days prior to the end of the initial Term or any renewal Term.

  1. UREKA SERVICES

Ureka shall provide the Subscriber with the components listed in the SOF for the Term of this Agreement.

  1. INITIAL PAYMENT

Ureka requires payment in full of the “One-Time Items” and one month (i.e., the first month) of the “Monthly Recurring Items” subtotal amounts upon signing of this Agreement in order to activate any portion of the Services or process the Ureka Components portion of the order. In the case of the Subscriber leasing the Ureka Components from a third-party leasing company, the leasing company is required to pay the amounts above on behalf of the Subscriber under the same terms and the Subscriber is required to fulfill any additional leasing company requirements. Actual invoices may differ from the SOF based upon review of Subscriber’s requirements, actual components and/or Services provided and inclusion of applicable Taxes and Fees (as defined below).

  1. SUBSCRIBER RESPONSIBILITIES

Subscriber shall be responsible to supply space, network equipment, network wiring, electrical power, and environmental conditions suitable for, and compatible with, the Ureka Components. Subscriber acknowledges and agrees that Subscriber is solely responsible for obtaining its own broadband connection to the Internet of such sufficient quality and bandwidth capacity to support the Services. Subscriber further acknowledges that limited, fluctuating or poor quality bandwidth will impact the quality of the Service. Any technical support provided by Ureka to troubleshoot Service impacting issues related to limited, fluctuating or poor quality bandwidth and/or voice quality issues will be charged at then current rates.

  1. MONTHLY CHARGES / USAGE CHARGES

Monthly charges are invoiced monthly in advance, beginning on the Contract Start Date. Usage charges are invoiced monthly, in arrears. Details on monthly usage charges can be found in the Terms and Conditions.

  1. TAXES AND FEES

Subscriber agrees to pay all applicable federal, state, local and jurisdictional taxes, fees, surcharges and other regulatory and cost recovery fees, mandated or non-mandated, and an e911 service fee (“Taxes and Fees”). Subscriber acknowledges that all Taxes and Fees are subject to change without notice during the Term of this Agreement.

  1. MONTHLY INVOICES

Ureka will deliver monthly invoices in electronic format and requires payment by credit/debit card or by ACH transfer. Subscriber is required to pay all non-disputed amounts within fifteen (15) days from receipt of the invoice. Ureka reserves the right to charge a late fee for payments received after the due date equal to the lesser of the maximum interest rate permitted by law or 11⁄2 percent per month (18 percent per year). Ureka charges a $50.00 fee for each ACH or credit card bounce back.

  1. ADDITIONS TO PRODUCTS AND SERVICES / EXCHANGES

If Subscriber requests and receives additional hardware, software, licenses, and/or Services after the Effective Date which are not contemplated by this Agreement or a signed addendum to this Agreement, such additions will be governed by this Agreement without the requirement of signing a new agreement and/or addendum. Subscriber agrees to pay for such additions at Ureka’s then-current rates and such charges shall appear on Subscriber’s next scheduled invoice with prorated charges for any partial periods.Subscriber’s payment of a modified invoice shall be deemed Subscriber’s acceptance of the amounts charged including any price modifications.

  1. DEFAULT

Ureka may immediately suspend or terminate the Services, this Agreement and related documents without liability for such suspension or termination upon a breach of this Agreement or any of the Related Documents by Subscriber. However, if Subscriber fails to timely pay undisputed amounts when and as due, Ureka will not terminate the Service for non-payment unless Subscriber fails to pay the past due undisputed amount within seven (7) days of notification by Ureka.

  1. TERMINATION CHARGES

Cancellation, termination or default by Subscriber of this Agreement prior to the end of the Term will result in the immediate acceleration of all charges to be due under this Agreement (the “Contract Charges”) including recurring Service and a one-time disconnect fee of $150, from the date of cancellation through the end of the existing Term. Subscriber is also responsible for all prior outstanding balances (including any accrued interest charges), actual usage and associated Taxes and Fees on all amounts due or coming due (the “Existing Charges” and together with the Contract Charges, the “Termination Charges”).Subscriber hereby authorizes Ureka to charge/debit Subscriber’s authorized payment account for all Termination Charges.

  1. RESELLER PROVIDED THIRD PARTY SERVICES

Reseller provided third party services included within the SOF can include installation, support services, cloud services and other services (check with your independent reseller for specifics). These third party services are separate and apart from the Services and the Components provided by Ureka. Third party services are not covered by Ureka support, this Agreement or the Related Documents. If Subscriber experiences any problems with or has any questions about the third party services, Subscriber agrees to contact its reseller for resolution. Ureka shall not have any responsibility or liability to Subscriber for any matters related to the ancillary services. Subscriber agrees to hold Ureka harmless from all claims or losses stemming from the third party services.

  1. 911 ACKNOWLEDGMENT

SUBSCRIBER ACKNOWLEDGES THAT THE UREKA COMPONENTS AND SERVICES DO NOT SUPPORT 911 EMERGENCY DIALING OR OTHER EMERGENCY FUNCTIONS IN THE SAME WAY THAT TRADITIONAL WIRELINE SUPPORTS 911 EMERGENCY DIALING OR OTHER EMERGENCY FUNCTIONS.SUBSCRIBER ACKNOWLEDGES THAT IT HAS REVIEWED AND UNDERSTANDS THESE IMPORTANT DIFFERENCES AND THE RELATED LIMITATIONS AND SERVICE REQUIREMENTS SET FORTH BELOW:

Ureka is subject to FCC requirements to provide notification of any E911 limitations that may be associated with the Ureka Service. As is the case with E911 service provided by a traditional telephone service provider, Ureka’s E911 service (1) may not function with the loss of electrical power, including the loss of power to telephone equipment or other equipment necessary to route E911 calls to the appropriate emergency call center; (2) will not function if the broadband connection is not operational; (3) will not function at a remote location or may transmit incorrect physical location information for the caller if internal users are allowed to use their IP-based phones remotely; (4) will not function if the telephone equipment or other equipment necessary to place calls is not correctly configured; (5) may not transmit the correct physical address for the E911 call due to incorrect information provided by you, use of a non-native telephone number or delays in loading or updating automatic number identification and location information into the E911 databases; (6) may not be capable of being received and/or processed by an emergency call center due to the center’s technical limitations; and (7) may be affected by other factors or force majeure events, such as the quality of the broadband connection and network congestion. Your execution of Ureka’s SOF constitutes your acknowledgement that Ureka has advised you of these potential limitations. The physical location which you provided to us in Ureka’s Subscription Agreement shall be the registered location that will be provided to the emergency call center when you place a 911 call.

  1. DISCLAIMER OF ALL WARRANTIES

UREKA MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AND EXPLICITLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE (EVEN IF SUCH PURPOSE OR USE WAS MADE KNOWN), TITLE OR NON‐INFRINGEMENT OR ANY WARRANTY ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE OR ANY WARRANTY THAT THE SERVICES OR UREKA COMPONENTS WILL MEET THE SUBSCRIBER’S REQUIREMENTS OR THAT THE SERVICES OR UREKA COMPONENTS WILL BE WITHOUT FAILURE, DELAY, INTERRUPTION, ERROR, DEGRADATION OF VOICE QUALITY OR LOSS OF CONTENT, DATA OR INFORMATION, EXCEPT AS EXPRESSLY PROVIDED HEREIN.

  1. LIMITATION OF DAMAGES

UREKA SHALL NOT BE LIABLE TO SUBSCRIBER OR TO ANY THIRD PARTIES FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES RELATING TO OR ARISING FROM THE SERVICES OR UREKA COMPONENTS, THE INABILITY TO CONNECT TO 911 EMERGENCY RESPONDERS OR OTHERWISE RELATING TO UREKA’S OBLIGATIONS UNDER THIS SUBSCRIPTION AGREEMENT. THE FOREGOING LIMITATION OF LIABILITY INCLUDES, WITHOUT LIMITATION, THE COST OF PROCURING SUBSTITUTE OR REPLACEMENT SERVICES, EQUIPMENT OR COMPONENTS, DAMAGES BASED ON LOSS OF REVENUES, PROFITS, OR BUSINESS OPPORTUNITIES AND SHALL APPLY WHETHER OR NOT UREKA HAD OR SHOULD HAVE HAD ANY KNOWLEDGE, ACTUAL OR CONSTRUCTIVE, THAT SUCH DAMAGES MIGHT BE INCURRED AND REGARDLESS OF THE LEGAL BASIS, INCLUDING TORT, USED FOR SUCH CLAIM.

  1. LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES SHALL THE TOTAL LIABILITY OF UREKA TO SUBSCRIBER FOR ALL CLAIMS ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT OR THE UREKA COMPONENTS EXCEED, IN THE AGGREGATE, THE TOTAL MONTHLY SERVICE FEES UREKA HAS RECEIVED FROM SUBSCRIBER IN THE TWELVE (12) MONTHS PRIOR TO THE DATE OF THE FIRST ACT, OMISSION OR FAILURE THAT GAVE RISE TO THE CLAIM. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF SUBSCRIBER’S REMEDIES UNDER THIS AGREEMENT FAIL OF THEIR ESSENTIAL PURPOSE.

  1. DISPUTE RESOLUTION AND MANDATORY ARBITRATION

Subscriber agrees to first attempt to negotiate in good faith to settle the claim or dispute with Ureka. If Subscriber’s claim or dispute arising out of or relating to this Agreement cannot reasonably be resolved after good faith negotiations, Subscriber agrees to submit the dispute to final, binding arbitration. Arbitration shall be pursuant to Florida law and shall take place exclusively in Tampa, Florida.

  1. SERVICE DESCRIPTIONS

Statements or descriptions concerning the Service or Ureka Components, if any, by Ureka, its employees, any reseller or others are informational only and do not modify or amend or otherwise change this Agreement or the Related Documents. By signing the SOF, Subscriber acknowledges that it is not entitled to rely on any such statements and represents that it has not relied on any such statements when entering into this Agreement, if any, and waives any rights or claims arising from such statements.

  1. MODIFICATIONS

This Agreement may not be modified or changed except in writing signed by both Subscriber and Ureka, except the Related Documents which may be amended from time to time by Ureka. Any changes or amendments to the Related Documents will become binding upon Subscriber when posted to the respective web addresses. Handwritten changes to this Agreement or any Addenda/Amendments thereto shall not bind Ureka. The terms of any purchase order or other document submitted to Ureka for the purchase of Ureka Components or any add-on order shall not modify or change the terms of this Agreement and shall not be binding on Ureka.

  1. ASSIGNMENT

Subscriber may not assign any rights under this Agreement without the written consent of Ureka. If Ureka does consent to an assignment, Ureka charges a $250.00 administrative fee. Ureka may assign this Agreement or any of the Related Documents at any time without notice. Such assignment by Ureka shall not invalidate or render void any contract between Ureka and Subscriber. This Agreement shall be binding upon the heirs, successors and permitted assigns of the parties and inure to their benefit.

  1. CHOICE OF LAW

Florida law governs this Agreement without regard to principles of conflicts of law to the extent such principles or rules would require or permit the application of the laws of any other jurisdiction, and each Party irrevocably submits to the exclusive jurisdiction of the federal courts of the United States of America located in Florida, or the courts of the state of Florida, located in Tampa,Florida, in any suit, action, or proceeding involving this Agreement.

  1. REPRESENTATIONS OF SUBSCRIBER

Subscriber represents to Ureka that: (1) the individual signing on behalf of Subscriber has all necessary power and authority to enter into this Agreement and to cause the Subscriber to carry out its obligations; and (2) this Agreement constitutes a legal, valid and binding obligation of Subscriber enforceable against Subscriber in accordance with its terms.

  1. ELECTRONIC SIGNATURE(S)

Signatures and documents electronically transmitted shall be binding and as valid as originals.