Vesscomm Terms and Conditions

Effective Date: April 19, 2023

 

  1. Definitions:

'End User' means the owner of a Vesscomm by Metrix Device. 

'Service Provider' means Metrix Advanced Technologies Ltd. 

'Communications Provider' means any provider of cellular communications capability to a Vesscomm by Metrix Device.  

'Distributor' means any representative of the Service Provider authorised by the Service Provider to distribute Vesscomm by Metrix device. 

'Service' means Service Provider’s telecommunication infrastructure and systems which alerts the End User of an occurrence detected by the installed Vesscomm by Metrix Device and which provides the End User other information relating to the Vesscomm by Metrix Device and the asset on which it is installed. 

'Network' means the public telecommunications system by which the Service is made available. 

'Service Subscription’ means the End User’s agreement to subscribe to the Service.

'Contract Period' means the period during which the End User has agreed to subscribe to the Service. 

'Service Charge' means the amount the End User pays for the Service during the Contract Period. 

'Metrix System Server' means the servers and other hardware and infrastructure needed to provide the Service. 

‘Vesscomm by Metrix Device’ means any and all Service Provider hardware that is sold by or distributed through Metrix Advanced Technologies Ltd. or its Distributors and all accessory sensors and antennae that are paired or otherwise used with the base unit. 

‘Asset’ means  a vessel into which a Vesscomm by Metrix Device has been installed.  

‘Vesscomm Web Portal’ means the website located at https://www.vesscomm.com that enables End Users to access information provided via the Service (including access through the Service Provider’s mobile app) and from the Service Provider and other third parties.  

‘Early Termination Fee’ is the fee that will be charged to the End User if the End User terminates a Service Subscription prior to the close of the relevant Contract Period. 

 

  1. Purchase of Service; Scope of Service: 

A Service Subscription must be purchased in order to access and use the Service. The Service Subscription has a minimum Contract Period during which the End User is obligated to pay the Service Charge. The Service Subscription shall be purchased online or in person at the time of purchase of the Vesscomm by Metrix Device. The Service Subscription incorporates and is governed by these Terms & Conditions.

 

By purchasing the Subscription Service online, the End User represents that they are at least 18 years old and are not a person barred from receiving services under local country laws or other applicable jurisdiction. The End User must: (a) provide true, accurate, current and complete information about themselves as prompted by the Service's registration form (such information being the “Registration Data”) and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete.  The End User may receive or create a password and account designation upon completing the registration process.  The End User is responsible for maintaining the confidentiality of the password and account designation, and is fully responsible for all activities that occur under the password or account.

 

The Service includes cellular communication between the Vesscomm by Metrix Device and the Metrix System Server, E-mail communication between the Metrix System Server and the End User, as well as access to the Vesscomm Web Portal. The Service also includes access to Support during the Contract Period, free software upgrades, as well as the right to use any software included in the Service.

 

The Service and any necessary software used in connection with the Service contains proprietary and confidential information that is protected by applicable intellectual property and other laws.  The Service and any related or underlying software shall remain the sole property of the Service Provider and by registering for the Service and paying the Service Charge the End User acquires a limited right to access and use the Service in accordance with these Terms and any other terms, conditions or policies referred to herein.

 

  1. Service Availability:

Cellular access to the Service is available both domestically and internationally. All cellular communication between a Vesscomm by Metrix Device and the Metrix System Server is included in the Service Charge. The End User acknowledges that the availability of the Service may be affected by factors outside the Service Provider's control such as, but not limited to, physical obstructions, availability of Internet connections, routing of data over the Internet, atmospheric conditions and other causes of radio interference and by faults in other telecommunication networks and systems to which the Network is connected.  The End User further acknowledges that the provision of the Service to End User relies on the proper functioning of telecommunications equipment not under Service Provider’s control. Specifically, the End User acknowledges that:

  • The Metrix System Server and other telecommunications systems operated by the Communications Providers are inherently capacity constrained;
  • Access to the Service may be refused or limited, without liability to Service Provider or any Communications Provider, due to capacity limitations, including capacity limitations due to any repair, testing, upgrade or modification work on the Metrix System Server or other telecommunications systems operated by the Communications Providers;
  • Emergency access on other telecommunications systems operated by the Communications Providers by public safety organisations may preempt the End User’s use of such systems; and
  • The Service is subject to disruptions and/or deficiencies caused by atmospheric or terrain conditions or in-building conditions.

 

Accordingly, the End User agrees that Service Provider’s obligations to provide the Service to End User is subject to each of the following:

  • The proper functioning of other telecommunications systems owned and/or operated by the Communications Providers;
  • The proper functioning of any third party gateway operator or carrier system relied upon to complete a transmission; and
  • The availability of capacity on other telecommunication systems operated by the Communications Providers.

 

In connection with any adverse effect on the quality and availability of the Service described above, neither the Service Provider nor any Communications Provider shall incur any liability to the End User whatsoever. Notwithstanding such effects to the Services during the Contract Period, the End User shall remain liable for the payment of the Service Charge.

 

  1. Compliance with Regulations:

Every nation has the right to regulate a device which is capable of transmitting wireless signal and usage of such device, by specifying safety standards, allocating radio frequency, specifying limits on telecommunication roaming, and so forth. It is the End User's responsibility to be cognisant of, and compliant with any laws or requirements imposed by the location that they roam into, and to confirm that they are allowed to use the Vesscomm by Metrix Device in that location. Neither the Service Provider nor any Communications Provider shall be liable for confiscation of equipment, lost revenue, fines, penalties or any other consequences resulting from illegal or disallowed usage.

 

  1. Contract Period:

The Service Subscription has a defined Contract Period, which commences on the date the first Billing Cycle, as defined below, starts. If the End User cancels the Service Subscription during the Contract Period the End User will be responsible for the Service Charge through the date of cancellation plus the then current Early Termination Fee.

 

  1. Use of the Built-in SIM Card:

The Vesscomm by Metrix Device has a built-in SIM card, which belongs to the Service Provider and not the End User. The Service Provider reserves the right to cancel the Service and permanently terminate the SIM card if:

  • the End User fails to pay any Service Charge during the Contract Period or otherwise violates Service Subscription or these Terms and Conditions;
  • the End User elects to terminate the Service;
  • the SIM card is abused in any way or is removed from the Siren Marine Device.

 

A minimum service fee of GB Pounds 100.00 will be charged for each SIM replacement. In the event the Vesscomm by Metrix Device and/or its internal SIM card are lost or stolen, the End User shall immediately notify the Service Provider. Until such notification has been received by the Service Provider the End User is liable for any and all charges incurred by the use of the Siren Marine Device and/or the SIM card.

 

  1. Service Charges:

The End User is required to pay the Service Charge promptly during the Contract Period or for as long as the Service Subscription is in effect. The Service Charge is automatically billed to the End User’s account throughout the Contract Period (the “Billing Cycle”). The End User is required to maintain account information through the Vesscomm web portal approved by the Service Provider and the Service Charge will be billed and charged until the Service Subscription is terminated. Upon the End User’s failure to pay the Service Charge when due, the Service Provider reserves the right to limit or terminate the End User’s use of the Service and/or to terminate the Service Subscription, and the End User shall remain liable to pay the Early Termination Fee.  The End User may terminate the Subscription Service at the end of a Contract Period as described below. The Service Provider further reserves the right to adjust prices, terms and conditions as determined by the Service Provider in its sole discretion, including adjustments to the prices, terms and conditions required by a Communications Provider.  The Service Provider may not change a Service Charge during the initial Contract Period.  The Service Provider shall provide to the End User a minimum of one (1) months’ notice before any changes to any Service Fee go into effect.  The Service Provider may change these Terms and Conditions from time to time, so End Users are encouraged to review these Terms and Conditions periodically.   

 

The Service Provider must be notified of any billing problems or discrepancies within 30 days after they first appear on the End User’s account statement. Failure to notify Service Provider within such a time period constitutes a waiver of any right to dispute such problems or discrepancies.  All currency references are in GB Pounds. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities.  All payments are non-refundable.  The End User, and not the Service Provider, is responsible for any such taxes, levies, or duties related to your transactions.

 

  1. Early Termination Fee:

The Service Subscription may be terminated before the expiration date of the Contract Period, upon payment to Service Provider of the Early Termination Fee for the remaining service contract period.

 

  1. Automatic Continuation of Service Contract:

After the initial Contract Period has ended, the End User may continue to use the Service until the End User terminates the Service Agreement in the manner described below or until the End User ceases to pay the monthly or annual Service Charge. After the expiration of the initial Contract Period, the End User has the right to terminate the Service Agreement by giving notice, in writing, to the Service Provider, in the manner set forth below. The monthly Service Charge (or a pro rata portion of the annual Service Charge) will continue to be due from the End User for one (1) full month following the date that the termination notice is given to the Service Provider.

 

  1. Termination of Contract:

After the Contract Period has expired, the Service Agreement may be terminated by the End User by giving notice, in writing, to the Service Provider, by email as follows:

 

Metrix Advanced Technologies Ltd.

69-71 Regent Street

Shanklin

Isle of Wight

PO37 7AE

 

Attn:  Sales Support

 

Email:  [email protected]

 

Such termination of the Service will become effective one (1) month after the first day of the month immediately following the date that such written notice has been received by the Service Provider. A confirmation of termination will be sent by the Service Provider to the End User.

 

  1. End User’s Duties and Responsibilities:

The End User may not transfer the Service Subscription to another person. In addition, sale or transfer of the Asset will not automatically terminate the Service Subscription. It is End User’s responsibility to terminate the Service Subscription if the End User sells or transfers ownership or lease to the Asset. The End User will be responsible for any damages the End User, a new owner or lessee of the Asset, or anyone else may suffer as a result or in connection with the End User’s failure to properly terminate the Service Subscription in such a situation.  The End User remains responsible for all Service Charges until termination (even if the End User no longer owns, or otherwise has access to the Asset). The Service Provider reserves the right (but is not obligated) to terminate the Service Subscription once notified of the sale of the Asset by End User, a person authorised to act on the End User’s behalf, a dealer, or a new owner.

 

  1. Use of Data; Privacy Policy:

The Service Provider’s use of Registration Data and data stored on its Metrix System Server, including data provided by the Vesscomm by Metrix Device, is subject to the Service Provider’s Privacy Policy. The End User can access a copy of the Service Provider’s Privacy Policy at Vesscomm.com.

 

  1. Disclaimer of Warranties:

USE OF THE SERVICE IS AT THE END USER’S SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.  THE SERVICE PROVIDER EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.  THE SERVICE PROVIDER MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET THE END USER’S REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR (III) ANY ERRORS IN THE UNDERLYING SOFTWARE WILL BE CORRECTED.  NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY THE END USER FROM THE SERVICE PROVIDER OR THROUGH OR FROM THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

 

  1. Liabilities: 

Neither the Service Provider nor any Communications Provider is liable for any goods stolen or damages incurred as a result of the Service not being available. The End User recognises that factors outside the Service Provider’s and the Communication Provider’s control may affect the quality of the Service. Furthermore it is the responsibility of the End User to act on notifications sent by the Vesscomm by Metrix Device.The Service Provider takes no responsibility for any data stored on the Metrix System Server by the End User that may be offensive, incorrect or fraudulent.   The End User hereby waives any right to make a claim against the Service Provider or any Communications Provider for losses, damages, liabilities, judgments, fines, amounts paid in settlement, expenses and costs of defence sustained by reason of any unavailability, delay, faultiness or failure of the Service of the Vesscomm by Metrix Device (including any cellular capabilities of the Vesscomm by Metrix Device or any antennae or other accessories provided by a Communications Provider that are paired, or otherwise used with the Vesscomm base unit) that result from any claim, demand, suit, action or proceeding brought or initiated by a third party, including, without limitation, actions by any federal or state governmental authority.

 

IN NO EVENT SHALL THE SERVICE PROVIDER OR ANY COMMUNICATIONS PROVIDER BE LIABLE TO THE END USER OR ANY THIRD PARTY FOR ANY DIRECT, CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF, OR RELATING TO THE END USER’S USE OF (OR INABILITY TO USE) THE SERVICE OR THE VESSCOMM BY METRIX DEVICE, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE, (B) WHETHER OR NOT THE SERVICE PROVIDER WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (C) THE LEGAL OR EQUITABLE THEORY (BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE) UPON WHICH THE CLAIM IS BASED.  NOTWITHSTANDING THE FOREGOING, IN NO EVENT WILL THE SERVICE PROVIDER’S LIABILITY FOR DAMAGES RELATING TO THE END USER’S USE OF (OR INABILITY TO USE) THE SERVICE EXCEED THE AMOUNT PAID BY THE END USER FOR THE USE OF THE SERVICE DURING THE CONTRACT PERIOD IN WHICH THE DAMAGES ARE INCURRED.

 

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF MAY NOT APPLY TO YOU.

 

  1. Dispute Resolution:

To the fullest extent permitted by law in applicable jurisdiction, the End User and Service Provider each agree to submit any claim or dispute that arises out of or in connection with these Terms and Conditions exclusively to final and binding arbitration. Notwithstanding the foregoing, any claim or dispute arising out of or in connection with: a) validity or enforceability of this arbitration agreement, b) intellectual property, c) the End User’s unauthorised access, use of, or interaction with the Vesscomm by Metrix Device or Service, and d) any claims the End User may have that qualifies for small claims court, may be brought in court.

 

  1. General:

Unless otherwise specifically set forth in a written agreement executed by the Service Provider and the End User, these Terms and Conditions, including the policies referenced herein, constitutes the entire agreement between the Service Provider and the End User regarding the use of the Service. The End User may be subject to additional terms and conditions that may apply in connection with the purchase of Vesscomm by Metrix Devices or other products or services. The Service Provider shall not be liable for delays or failures in performance of the Service resulting from causes beyond its reasonable control, including, but not limited to, acts of God, labour disputes or disturbances, material shortages or rationing, epidemics, riots, acts of war, governmental regulations, communication or utility failures, or casualties.