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Terms of Use

1.             Definitions:

In this Agreement, each of the following terms and expressions shall have the meaning stated next to it, unless the context indicates otherwise:

1.1         "Access Number" – any of the access numbers specified as such in the Website, which enable placing certain calls through the Service.

1.2         "Agreement" – the terms and conditions set forth in these Terms of Use, and any and all additional terms and conditions relevant to the Package and/or the Service, as specified in the Website or otherwise informed on behalf of Company to Customer.

1.3         "Company" – OMNITelecom Ltd.  

1.4         "Customer" – the person or entity entering into the Agreement with Company, for the provision by Company of the Service to such person or entity.

1.5         "Destination" – the country (excluding the country to which the Origination relates) in which Customer shall be and in which Customer shall make use of the Service.  

1.6         "Helpdesk" – Company's telephony customer service, details of which are provided in the Website.

1.7         "Package" – the specific service package purchased by Customer from Company.

1.8         "Law" – any and all provisions of the law, rules and/or regulations applicable to the Service (including use thereof) and/or the Agreement.

1.9         "Origination" – a certain area code in the country to which the Number (defined in section 3.1 below) designated by Company within the Service, is related, as predetermined pursuant to Customer's order.

1.10     "Rate" – the rate per minute of a call placed with relation to the Service, as specified in the list of rates available on the Website (which details the termination location of the call), which may be updated from time to time.

1.11     "Rate List" – the list of Rates available on the Website, as may be updated from time to time.

1.12     "Service" – the service purchased by Customer from Company and provided by Company to Customer pursuant to the Agreement, with respect to the Package, as more specifically detailed hereinafter. 

1.13     "Term" – the term in which the Agreement shall be effective, which is as from purchase by Customer of the Service until termination of the Agreement in accordance with these Terms of Use.  

1.14     "Website" – the website of which home-page is located in www.local03.com.

 

2.             The Agreement:

2.1         The Agreement, as may be updated from time to time in accordance with requirements of Law or as otherwise stipulated herein, is the sole and entire agreement between Customer and Company with respect to the Service.

2.2         Registration to the Service or purchase of the Service by Customer in any other form constitutes Customer's acceptance of these Terms of Use and the Agreement and Customer's entrance into the Agreement, and constitutes Customer's representation that she/he has read and understood these Terms of Use and any and all additional terms and conditions relevant to the Package and/or the Service, as specified in the Website, and that she/he is of legal age to enter into the Agreement. Any person who does not agree to any of the terms and/or conditions of the Agreement, whether entirely or partly, must refrain from registering to or otherwise purchasing the Service

2.3         Company recommends that Customer periodically review the Website, to become aware of any changes to the terms and/or conditions relevant to the Package and/or the Service.

 

3.             The Service

3.1         The Service consists of the following: (a) Routing of calls dialed to a telephone number in the Origination (selected at Company's sole discretion) which is with respect to the country specified in Customer's order ("the Number"), to a specific telephone number in the Destination (whether mobile or not), predetermined per Customer's request and subject to Company's agreement ("the Authorized Number"), while Customer is at the Destination ("Incoming Calls"); and (b) Routing of calls from the Authorized Number or from other telephone numbers in the Destination, dialed through an Access Number, to a telephone number in the locations available on Company's Rate List (whether of a mobile telephone or landline) ("Outgoing Calls").

3.2         The Service is provided to Customer on a personal and non-transferable basis.

3.3         Customer acknowledges that the Number is owned by Company, and that Customer is only granted a right to receive, at the Authorized Number, Incoming Calls dialed to the Number within the Service during the Term, in accordance with the terms and conditions of the Agreement.

3.4         Outgoing Calls are placed by calling an Access Number, and are authorized only to any of the locations listed in the Rate List, and are charged according to the rates in said list; Customer acknowledges that any calls to a location not expressly listed in the Rate List will be charged separately according to the charges of any third parties who took part in delivery and termination of such calls and to Company's service charges, as applicable from time to time, and Customer agrees to bear all such charges.  

3.5         For removal of doubt, Customer acknowledges that calls terminated at the Palestinian Authority are not considered - for the purpose of the Service - as terminated in Israel, and are charged according to their Rate in the Rate List.

3.6         To enable the Customer to place Outgoing Calls, Company provides Customer with a password or entitles it to create one. It is Customer's responsibility to ensure that a password created by it is non-trivial and is difficult for others to discover. Customer is responsible to keep the password in confidence and not to disclose it to any third party.

3.7         When Customer calls the Helpdesk Company may require that Customer provide it with certain information in order to identify Customer (such as Customer's identifying details with respect to the Service, including, but not limited to the password provided by Company upon purchase of the Service or created by Customer).

3.8         Company is not obligated to permit more than a single Authorized Number.

3.9         Customer acknowledges that use of an Access Number does not support calls to any of the following:

a)    Emergency services (such as special medical care units, law enforcement agency); Customer acknowledges that Outgoing Calls cannot be made to such services, and waives any claim and demand against Company, its officers, directors, employees, representatives and agents with respect thereto; Customer agrees that the Service is not a replacement for her/his primary telephone service.

b)   Directory services (such as 411 in the U.S).

c)    Certain telephone numbers to which Outgoing Calls cannot be placed (such as abbreviated numbers, numbers of certain call-services (such as erotic calls) and numbers with non-standard area codes).

 

4.             Purchase of the Service

4.1         The Service must be purchased directly from Company, whether through Company's Helpdesk or through registration in the Website.

4.2         Purchase of Service is deemed achieved as soon as Customer provides Company with a valid mean of payment with respect to the Service ("the Purchase Date").

4.3         The Service is provided on a monthly basis, and unless terminated earlier, is automatically renewed upon the first day after completion of each 1 month's term as from the Purchase Date (e.g., if the Purchase Date was on February 23rd, then the Service is automatically renewed on the 23rd of each consecutive month). The initial month as from the Purchase Date and each such renewal is deemed a "Service Month".     

4.4         Company is entitled, at its sole discretion, to change any of the Rates at any time. Any Rate change shall be updated in the Rate List and become effective immediately upon such update, and Customer is responsible to review the Rate List from time to time.

4.5         Company shall notify Customer, at least 30 days in advance, by e-mail, of any change to the Rate of a call terminated in the Origination and of a call terminated in the Destination. For such purpose Customer shall provide to Company the address of an active e-mail account used and reviewed by Customer, and shall be responsible to maintain such account throughout the Term or alternately provide to Company the address of a different, active account.  

4.6         Without derogating from the aforesaid, Company is entitled, at its sole discretion, to change any of the terms and conditions applicable to the Service (other than Rates), with respect to any Service Month, upon update of these Terms of Use or any other portion of the Agreement, in the Website. Such change shall be applicable with respect to the Service immediately.

4.7         Unless Customer terminates the Service in accordance with the terms and conditions of the Agreement, the automatic renewal of the following Service Month(s) shall occur and Customer shall be deemed as accepting any changes of the terms and conditions applicable to the Service (including the Rates).

4.8         Customer may replace the Package with another service package available by Company, by notifying the Helpdesk or through the means available on the Website, as from the beginning of a Service Month, provided that Company receives and acknowledges Customer's request concerning the replacement prior to its beginning and prior to charging Customer for such Service Month.

4.9         Customer may once suspend the Service for up to 3 months, by notifying the Helpdesk. Such notice must state the date upon which provision of the Service is to be renewed (which may not be more than 3 months beyond the date of the notification). Upon such date the Service is automatically renewed and charges may be made. Customer shall bear all charges (if any) incurred with relation to the suspended Service.  

 

5.             Authorization to purchase and use the Service

5.1         A person may purchase the Service only if he/she is eighteen (18) years of age or older and has the legal authority to enter into the Agreement.

5.2         A person may purchase the Service only for her/his personal use (with respect to a Customer that is an entity, personal use of the Service refers to use by the people employed by and/or managing such entity). Customer may not resell, assign or otherwise transfer the Service and/or any of its rights pursuant to the Agreement, and may not use the Service for unreasonably high volume purposes.

5.3         The Service is intended only for normal personal voice telephony, and is not designed for or intended to be used for any other means or for commercial purpose (however, such normal use by a Customer that is an entity is allowed). 

5.4         The Service may not be used for collect-calls; If such calls are placed with relation to the Service Company has the right to charge Customer fully therefor, in accordance with the fees of the relevant third party carriers and, additionally, Company's then current service fees.

5.5         Customer acknowledges that it is exclusively responsible to check, prior to dialing an Access Number, the costs related to calling such number, and that it is exclusively responsible to bear any and all such costs.

5.6         Customer acknowledges that any and all costs owed to third parties with relation to use of any portion of the Service, including, without limitation, with respect to use via a cellular telephone (which include, but are not limited to, costs due for receiving incoming calls and costs due for roaming services (which enable using a SIM card in a country/state which the card does not originate from)) and use via any other device and/or infrastructure, are not included within the Service and Customer is responsible to fully pay such costs.

5.7         Customer is solely responsible for violation of any local laws and/or regulations applicable in the Destination and/or other jurisdiction to which the calls placed within the Service are subject.

5.8         By purchasing the Service Customer declares and warrants that she/he is acting lawfully and not operating as a provider of telecommunications services.

5.9         Customer is responsible, and must pay, for all use of the Service, whether by Customer or any third party (whether acting with or without Customer's permission).

5.10     Customer undertakes to use the Service for lawful purposes only and only in accordance with all terms, conditions and restrictions of the Package and the Agreement and with the Law.   

 

6.             Customer Warranties

6.1         Customer acknowledges that provision of the Service is subject to Customer’s fulfillment of his/her obligations pursuant to the Agreement.

6.2         Customer acknowledges that any and all Outgoing Calls placed from the Authorized Number or from other telephone lines (with use of the Number and the password provided to Customer by Company (or alternately the 4 last digits of Customer's credit card used as mean of payment), in the latter case), including such placed by any third party (rather than Customer), are charged to Customer.

6.3         It is Customer's responsibility to keep details of the Number and the password provided to it by Company in confidence, and to protect them from theft and loss. It is Customer's responsibility to supervise use of the Authorized Number. Customer expressly agrees that it shall have no claim and/or demand against Company with relation to theft/loss of the password used by Customer within the Service, nor with relation to unauthorized use by others of the Service.     

 

7.             Termination of the Service

7.1         Customer may terminate the Service at any time, by notifying the Helpdesk. For removal of doubt it is clarified that termination by Customer may not be effected by any method other than calling the Helpdesk and notifying a representative of the Helpdesk thereof (leaving a message thereof with the automated answering machine is not sufficient), and that Customer's request not to renew the Service for additional Service Month(s) must be received by Company at least one (1) business day before the next Service Month enters into effect. Termination as per Customer's request is immediate and cannot be effected at a later time.

7.2         Company may, at its sole discretion and without having to provide reason therefor, refuse provision of the Service, and may terminate the Service at any time for any reason not stipulated herein, by notice to the e-mail address provided by Customer.

7.3         Company may terminate the Service immediately at any time, without prior notice, in the event that in Company's sole discretion Customer fails to comply with any of the terms and conditions of the Agreement or in the event that there are reasonable grounds to suspect that Customer is acting in a manner inconsistent with any of these Terms of Use.

7.4         Without derogating from the aforesaid, Company may terminate the Service if it determines, at its sole discretion, that the use of the Service at any time exceeded normal or reasonable inbound or outbound private usage (amount or pattern), in light of the Package.

7.5         IN ANY EVENT OF TERMINATION OF THE SERVICE OTHER THAN PURSUANT TO SECTION 7.2 ABOVE, REGARDLESS OF THE TIME OF ITS OCCURRENCE, CUSTOMER IS NOT ENTITLED TO ANY REFUND OF PAYMENT, AND ANY AND ALL SUMS OWED BY CUSTOMER IMMEDIATELY BECOME DUE AND PAYABLE.

 

8.             Payment

8.1         In consideration for the Service, subject to use thereof not exceeding the specifications of the Package, Customer shall pay Company, with respect to each Service Month, the fixed fee applicable to the Package, as specified in the Website ("the Fee"), together with any applicable taxes.

8.2         Company shall charge the Fee, together with any applicable taxes, from the credit card - details of which were provided by Customer to serve as mean of payment ("the Credit Card"), in advance and in any event not later than the Purchase Date and the beginning of each Service Month thereafter. Company reserves the right to cease its acceptance of the mean of payment presented by Customer.

8.3         In the event of use of the Service in excess of the monetary specifications of the Package ("Excessive Use"), Customer shall be charged an additional fee as follows:  

Upon achievement of the limit of the monetary specifications of the Package, Company automatically and immediately charges Customer (from the Credit Card) an additional fixed fee (the amount of which to be - unless otherwise agreed between Company and Customer - as specified in the Website) ("the Extra Fee"), as consideration for the Excessive Use. If the Extra Fee is higher than the actual consideration for the Excessive Use, the difference can be used to cover additional use of the Service within the respective Service Month; If it is not so used, it is transferred as credit to the consecutive Service Month, subject to Customer purchasing the Service in such month.

Notwithstanding the aforesaid, Excessive Use for which the consideration (according to the Rates) does not exceed the determined limit (the amount of which to be - unless otherwise agreed between Company and Customer - as specified in the Website) ("the Limited Excessive Use"), does not incur the Extra Fee and is charged at the exact amount, to which any applicable taxes are added, upon the first day of the consecutive Service Month.   

Notwithstanding the aforesaid, if Company becomes aware of Excessive Use only after completion of the relevant Service Month, it reserves the right to charge the Extra Fee and any consideration for the Limited Excessive Use at any time thereafter.

8.4         1-800 Access Numbers and any other toll-free Access Numbers incur an additional fee per minute (on top of the Rate), as specified in the Website.  

8.5         Count of minutes of inbound and outbound calls placed through the Service is in 1 minute increments and is rounded up to the next minute.

8.6         If an attempt to charge the Credit Card is refused or unsuccessful for any reason, or if Customer fails to provide Company with the details of a new credit card before expiration of the existing card, Company is entitled to discontinue the Service without prior notice.

8.7         Late payment (for any reason) will incur interest at the highest rate applicable by law. Chargeback (-withdrawal of paid sums) will incur such interest if eventually it is found to not have been justified. Customer shall reimburse Company for all expenses incurred by it with relation to collection of sums owed to it by Customer.

8.8         Company does not provide to Customer invoices or other written documentation with relation to the Service.   

 

9.             Privacy Policy

9.1         Personal information provided by Customer to Company is governed by Company's Privacy Policy which is subject to change from time to time.  Company reserves the right to provide Customer information to third parties as required or permitted by Law.

9.2         Customer acknowledges and agrees that: (i) Company may provide relevant details of Customer to third parties for the purpose of, and to the extent required for, collecting monies owed by Customer for the Service, and (ii) Company may present information concerning Customer, including Customer's identity, to the authorities for investigation and/or prosecution, where Company has reason to believe that the Service was used unlawfully or where Company is required by a legal authority to do so.

 

10.         Limitation of Liability

10.1     Customer acknowledges that the Service, by its nature, is susceptible to interruptions, that the Service is provided on an “as is” or “as available” basis, with all faults, and that Company does not undertake that the Service will be available at all times nor that it will be free of interruptions.

10.2     Without derogating from any other provision herein concerning interruption and/or discontinuance of the Service, the Service may be interrupted due to essential or maintenance works on any of the systems/infrastructures used to provide it.

10.3     Customer acknowledges that portions of the Service are provided by third parties over which Company has no control and that Company shall not be liable for any act or omission of such third parties, and Customer undertakes not to make any claim and/or demand against Company with relation thereto.

10.4     Provision of Service is subject to, among other factors, telephone line availability and condition and the condition of the telephone devices used. 

10.5     EXCEPT AS OTHERWISE SPECIFICALLY SET FORTH IN THESE TERMS OF USE, COMPANY (INCLUDING ITS OFFICERS, EMPLOYEES AND ANY AFFILIATES) AND ITS SUPPLIERS DISCLAIM ANY AND ALL WARRANTIES WITH RESPECT TO THE SERVICE, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

10.6     In no event shall Company (including its officers, employees and any affiliates) or any of its suppliers or third parties providing services with relation to the Service be liable for: (a) any direct, indirect, punitive, special, consequential or incidental damages, including, without limitation, lost profits or loss of revenue, arising with relation to the use or inability to use the Service (including, without limitation, the inability to access emergency services via the Service), whether under contract, tort, negligence or strict liability, even if Company had been advised of the possibility of such claim or damages, or (b) any claim against Customer by any third party.

10.7     In any event Company's total liability with relation to the Service and the Agreement is limited to the sum actually received by Company from Customer as consideration for the Service. 

10.8     Customer is exclusively responsible for and shall pay any and all charges in excess of the Rate, incurred and due to third parties as a result of Customer's misuse of the Service (including, without limitation, with relation to placing Outgoing Calls not through an Access Number).

 

11.         Indemnification

11.1     Customer shall defend, indemnify, and hold harmless Company, its officers, employees and any affiliates, and its suppliers and third parties providing services with relation to the Service, from and against any and all claims, damages, losses, penalties, costs and expenses, including, without limitation, attorneys fees, caused to or incurred by any of the aforesaid indemnified parties with relation to the use of the Service or Customer's breach of any of its obligations or warranties pursuant to the Agreement.

 

12.         No Third Party Beneficiaries

12.1     No provision of the Agreement creates or provides for any person or entity other than Customer and Company any right or remedy.

 

13.         No Waiver

13.1     Company's failure to enforce or exercise any of its rights pursuant to the Agreement and/or Law will not constitute waiver of such right.  

 

14.         Governing Law and Jurisdiction

14.1     The Agreement shall exclusively be governed by and interpreted in accordance with the Law of the State of Israel without reference to its conflict of laws rules.

14.2     The courts of Tel-Aviv, Israel shall have exclusive jurisdiction over any matter related to the Agreement and/or arising therefrom.

 

15.         Severability

15.1     In the event a provision of the Agreement is declared by a competent authority, or is held by the implementation of a law or regulation, as non-valid, this shall not affect the validity of the other provisions of the Agreement, which shall remain in full force, and such non-valid provision shall be replaced by a valid one with the closest meaning possible.