Terms & Conditions

  1. General. These Terms and Conditions set forth general rights, responsibilities, and obligations of Bug Tussel Wireless, LLC (“Bug Tussel”) and Customer once engaged in a Customer Service Agreement for the rendering of telecommunications services from Bug Tussel to Customer. Customer Service Agreements shall refer to Bug Tussel and Customer individually as a “Party” and collectively the “Parties.” Capitalized terms not defined in these Terms and Conditions shall be given the meaning attributed to them in the Customer Service Agreement.
  2. Services.
    1. Packages and Services. Customer, by selecting a Package or Service on the Customer Service Agreement, shall identify the specific set of services which Bug Tussel is responsible for providing to Customer during the Term of the Customer Service Agreement (“Services”). Services shall be particularly described in the below Attachments, herein incorporated by reference. The Parties agree that certain Services may not be available in all areas. The Parties acknowledge that certain items and permissions are necessary for Bug Tussel to provide the Services to Customer. If Bug Tussel is unable to secure necessary items or permissions, Bug Tussel may decline to provide Services upon notice to Customer.
    2. Performance. Bug Tussel will use commercially reasonable efforts to provide the Services to Customer twenty-four (24) hours per day, seven (7) days per week. Services shall only be available to properly configured and installed equipment. The Services are subject to transmission limitations and government regulations. Services to the Customer may be temporarily interrupted or curtailed, without notice, due to network modifications, upgrades, relocations, repairs, or similar activities out of the reasonable control of Bug Tussel. Representations of service by Bug Tussel, its sales representatives, or partners are not guarantees. Temporary service interruptions or outages for such reasons, as well as service interruptions or outages caused by Customer, its agents and employees, shall not constitute a failure by Bug Tussel to perform its obligations under the Service Agreement.
    3. Availability. Certain features or Services may not be available in all Bug Tussel service areas. Availability of Services are subject to change and Bug Tussel may be unable to, or decline, providing certain Services to affected service areas. Factors such as governmental regulations, local ordinances, third-party services, and third-party contractual obligations may affect availability of Services. Services that become unavailable due to the aforementioned factors, Bug Tussel retains the option to decline service or terminate a Service Agreement subject to the Termination provisions herein.
  3. Term. Customer Service Agreements shall be effective on the date of the last Party to sign the Customer Service Agreement and remain in effect until such a time that the Services are terminated as permitted herein. Minimum contract terms shall only apply to fiber installations exceeding certain distances from road rights-of-way to the customer handoff point. A one (1) year minimum contract term is required for any installations which exceed five hundred feet but do not exceed nine hundred ninety-nine feet (501’-999’). A two (2) year minimum contract term is required for any installations which exceed nine hundred ninety-nine feet but do not exceed one thousand four hundred ninety-nine feet (1,000’-1,499’). A three (3) year minimum contract term is required for any installations which exceed one thousand four hundred ninety-nine feet (1,500’+). The term for Customer Service Agreements subject to a minimum contract term will automatically renew on a month-to-month term with no contract following the expiration of the minimum contract term.
  4. Service Fee and Commencement Date. Customer shall pay to Bug Tussel a recurring fee for the rendering of Services (“Service Fee”) as well as non-recurring fees from time-to-time (“One-time Charges”). Bug Tussel shall send a monthly invoice to Customer that includes all Service Fees and One-time Charges. All Fees and Charges are to be paid within thirty (30) days after the date appearing on the invoice.
    1. Service Fee. Customer Service Agreements shall clearly identify an Internet Package, selected by Customer, which will determine the amount at which the Service Fee is set. Service Fees are payable in advance of the first day of a billing month. Service Fees are to be paid in a manner satisfactory to Bug Tussel in its sole discretion. Should a Bug Tussel invoice, for whatever reason, fail to reach Customer, such failure to reach Customer shall not constitute a waiver of any Service Fee.
    2. One-time Charge. Certain One-time Charges will be included on invoices sent from Bug Tussel including, but not limited to, installation fees, construction fees, late fees, and equipment fees, and termination fees. Should a Bug Tussel invoice, for whatever reason, fail to reach Customer, such failure to reach Customer shall not constitute a waiver of any One-time Charge; however, such failure shall delay the performance obligation of Customer for One-time Charges solely associated with the failed invoice until Customer receives an invoice that provides notice of such One-time Charge.
    3. Service Fee Commencement Date. The Service Fee shall be first invoiced and due from Customer on the date which Bug Tussel provides Services to Customer and the Services are functionally usable by Customer. Any Commencement Date that does not occur on the first of a month shall be subject to a pro-rated partial payment. The first Service Fee invoice shall reflect the pro-rated partial month payment in addition to the first full month payment.
    4. Taxes and Surcharges. Customer shall pay all applicable taxes, fees, and surcharges in connection with the Services to the extent of any applicable law. Customer may select a Service that is designated as a tax-exempt Service. Prior to qualifying for a tax-exempt Service, Customer shall supply Bug Tussel with a copy of Customer’s tax exemption credentials. Customer is obligated to notify Bug Tussel of any change of tax-exempt status. Changes to the tax-exempt status of Customer shall allow Bug Tussel to make changes in its performance or obligations herein, in Bug Tussel’s sole discretion, including, but not limited to, changing the Service or Terminating the Customer Service Agreement. To the extent such status or credentials are invalid, Customer agrees to pay Bug Tussel for any tax or fee not collected or cost incurred arising from Bug Tussel’s reliance on such invalid credentials. Bug Tussel reserves the right to change surcharges for Services under this Customer Service Agreement. To the extent that a dispute arises under this Service Agreement as to liability for fees or taxes, Customer shall bear the burden of proof in showing that the fee or tax is imposed upon Bug Tussel’s net income. Customer agrees that Bug Tussel has the right to determine, in its sole discretion, what fees, taxes, and surcharges are due. Customer waives any claims regarding Bug Tussel’s collection or remittance of such fees, taxes, and surcharges to the proper governmental authority.
    5. Disputes. Any disputed Service Fee, One-time Cost, Tax, or Termination Fee must be disclosed to the other Party as soon as practicable in accordance with the Notice provision herein. Notices for disputes in this Section must be delivered within ninety (90) days of the date on the disputed invoice.
    6. Late Fees. Undisputed amounts not paid within thirty (30) days of the date on the invoice shall be considered late and subject to a late fee up to 1.5% of the Service Fee per month that the amount remains outstanding or the maximum amount permitted by law. Administrative charges and fees for Bug Tussel’s handling of returned checks and bankcards, credit cards, or other charge card chargebacks shall be issued. Customer shall be responsible for all expenses incurred by Bug Tussel in connection with collecting any unpaid amounts.
  5. Service Location. Bug Tussel shall provide the Services to Customer at the address(es) specified by Customer (“Service Location(s)”).
  6. Access. Bug Tussel shall be allowed access to the Service Location during the Term to provide Services and to install, inspect, maintain, repair, or remove any Bug Tussel provided Equipment, as defined below. Access shall be granted to Bug Tussel prior to the implementation of Services for installation of necessary Bug Tussel Equipment, including, but not limited to, conduit, pipe, or other Service delivery method from the nearest right-of-way to the Service Location. If Customer owns or controls the Service Location, Customer hereby grants Bug Tussel permission to enter the Service Location, in a reasonable manner, so that Bug Tussel may provide Services in accordance with the Service Agreement. If a Service Location is not owned or controlled by Customer, Customer will obtain appropriate access rights for Bug Tussel. If such right of access cannot be obtained, Bug Tussel may decline Customer’s request for Services, terminate the Service Agreement, or amend the affected Service Agreement, without any liability to Customer. Access granted under this Section includes an initial assessment to be conducted by Bug Tussel prior to any Service installation for the purpose of determining the feasibility of bringing Services to the Service Location, both inside and outside, the Service Location. Customer shall comply with reasonable requests for providing Bug Tussel with information and/or diagrams concerning electrical or utility services at the Service Location.
  7. Installation.
    1. Preparation. Customer shall be responsible for ensuring that Service Locations scheduled for Service installation are free and clear of any obstructions or obstacles that would inhibit Bug Tussel from installing the Service or related Equipment. Customer shall provide adequate space for Bug Tussel technicians to perform their work as well as provide adequate space for installation of any Equipment. Any fees or expenses that are incurred by Bug Tussel in the installation process including, but not limited to, access, power, space, permitting, or internal wiring shall be at the sole cost and expense of Customer. To the extent possible, all such fees or expenses shall be paid/arranged by Customer prior to the date of installation. Any such fees incurred by Bug Tussel that were not pre-arranged by Customer shall be added as a One-time Charge to the first months’ Service Fee and included on the initial invoice.
    2. Installation Appointments. Installations may take place during one appointment or a series of appointments depending on Bug Tussel availability. All installation appointments will be scheduled by Bug Tussel in advance and may include pre-installation work, site preparation work, installation, or maintenance at the Service Location. Customer or an authorized agent of Customer must be present at the Service Location during any appointment. All appointments for installation will be made on weekdays during normal business hours (8:00 AM to 5:00 PM) unless Customer requests, and Bug Tussel agrees, for an installation appointment to be conducted outside the aforementioned timeframe. Any appointments made outside regular business hours may be subject to reasonable One-time Charges for labor, materials, or other atypical fees that would otherwise be avoided by scheduling an appointment during regular business hours.
    3. Utility Locating. For any installations that require foundational installation, Bug Tussel shall contact Digger’s Hotline prior to installation at the Service Location. Diggers Hotline will mark the Service Location with paint/flags from the right-of-way to the exterior centralized location indicating the location of public utilities. Customer shall be responsible for ensuring any private utilities are located prior to installation. Public utilities include domestic water, telephone, electric, internet, sewer, and natural gas lines. Any private utilities such as auxiliary water, septic sewer, irrigation systems, electric, propane gas lines, utilities to outbuildings, etc. will not be included in Diggers Hotline’s report. Bug Tussel shall not be responsible for damage to private utilities at the Service Location that have not been brought to Bug Tussel’s attention prior to the installation of the Bug Tussel Network.
    4. One-time Charge for Certain Installation Expenses. A One-time Charge for certain installation expenses, billed at the then current rate for Bug Tussel installations, shall be charged to Customer if Bug Tussel is unable to complete an installation as a result of 1) Customer’s inability to adequately prepare or provide access to the Service Location as contemplated in this Section; 2) Customer fails to deliver required materials, support, or information to Bug Tussel; 3) the Service Location, in Bug Tussel’s sole opinion, is hazardous due to the presence of asbestos or other hazardous materials; or 4) Customer Equipment is incompatible or inadequate to interconnect with the Services. One-time Charges under this Section will be in addition to any fees or expenses incurred by Bug Tussel for return trips to complete the installation.
    5. Restoration. Bug Tussel shall be responsible for any reasonable restoration work directly resulting from the installation of the Services.
  8. Equipment.
    1. Bug Tussel Equipment. Bug Tussel may provide cabling, splitters, routers, or other equipment (“Bug Tussel Equipment”) associated with the Services. Any routers being provided as Bug Tussel Equipment shall be assessed a recurring fee or one-time purchase option to be paid with the Service Fees and shall be itemized on invoices. Bug Tussel retains the right, but not the obligation, to upgrade, modify, or enhance the Bug Tussel Equipment and take any action that Bug Tussel deems appropriate to protect or improve the Service.
    2. Customer Equipment. If Customer elects to purchase a router for use in interconnecting the Services, Customer shall be responsible for interconnection of the Customer Equipment and Bug Tussel Equipment to effectuate the Services unless otherwise agreed upon in writing. Customer shall be responsible for the maintenance or repair of any cable, electronics, structures, equipment, or materials owned or provided by Customer.
    3. Maintenance, Replacement, and Return. Upon Termination of this Customer Service Agreement as defined below, Customer shall immediately cease all use of and promptly return, or cause the return of, all Bug Tussel Equipment to Bug Tussel. To comply with this Section, Customer may: 1) return the Bug Tussel Equipment in a manner acceptable to Bug Tussel in its sole discretion; 2) allow Bug Tussel to retrieve the Bug Tussel Equipment in a reasonable manner; or 3) retain the Bug Tussel Equipment upon Bug Tussel’s request. If Customer fails to return the Bug Tussel Equipment or does not allow Bug Tussel to recover the Bug Tussel Equipment within thirty (30) days after Bug Tussel terminates the Services, Bug Tussel shall charge Customer an amount equal to the retail cost of replacement of the unreturned Bug Tussel Equipment. Regardless of the method of return, Bug Tussel Equipment shall be in the condition in which the Bug Tussel originally delivered it to Customer, with ordinary wear and tear acceptable. Customer shall pay for the repair or replacement of any damaged Bug Tussel Equipment that was a result of Customer’s intentional or unintentional acts or omissions, except such repairs or replacements resulting from ordinary wear and tear. Disposition of any Bug Tussel Equipment that remains in the possession of Customer following the Termination of this Customer Service Agreement shall be the sole responsibility of Customer. Any abandonment or disposal of Bug Tussel Equipment left in the care and control of Customer must be completed in accordance with applicable laws. Customer obligations under this Section shall survive the Termination of the Customer Service Agreement.
    4. Security. Bug Tussel shall use commercially reasonable means to maintain and secure the Bug Tussel Equipment used by Bug Tussel to provide Services to Customer. Customer shall not and shall not cause any third party to modify, alter, remove, relocate, install any unapproved software, or otherwise tamper with any portion of the Bug Tussel Equipment without the prior written consent of Bug Tussel. Customer shall be responsible for loss or damage to any Bug Tussel Equipment while under Customer’s care or control. Customer shall not subject any Bug Tussel Equipment to liens or encumbrances. Customer shall be reasonable for securing the use of, and access to, the Service Location and Bug Tussel Equipment. In addition to Customer’s obligations herein, Bug Tussel has the right to implement reasonable safety precautions to track, manage, and secure the connection between any Customer Equipment, applications used by Customer, and the Bug Tussel Network. Such measures include, but are not limited to, authentication or other security access measures. Bug Tussel has the right to suspend or terminate Services if Bug Tussel discovers any breach or compromising condition of the security of any Customer Equipment, Service Location, Bug Tussel Equipment, or connection to the Bug Tussel Network.
  9. Customer Obligations and Representations. All Services are for the sole use of Customer or a designated end user if agreed to by separate writing. Customer shall not re-sell or re-distribute (whether for a fee or otherwise) access to the Services or Bug Tussel Network under any circumstances. Customer represents and warrants that the individual or entity executing the Customer Service Agreement has the right and authority to execute such documents on behalf of Customer. Customer represents that it will use all reasonable measures to ensure compliance with the terms of the Customer Service Agreement. Customer shall not utilize or allow the Services to be utilized in any manner inconsistent with federal, state, and local laws. Bug Tussel shall have the right to, in a reasonable manner, monitor and audit Customer’s use of the Service to ensure compliance with this Section. Customer shall not interfere, or allow any other individual or entity to interfere, with the Services or related Bug Tussel Equipment. Customer shall not cause any disruption of the Bug Tussel Network. Customer acknowledges that determination of such interference shall be in the sole discretion of Bug Tussel.
  10. Default and Remedies. Noncompliance with any term or condition of the Customer Service Agreement lasting longer than thirty (30) days from receipt of notice from the Non-Defaulting Party shall constitute “Default”. The Non-Defaulting Party shall provide a Notice of Default to the Defaulting Party which will include a clear description of the noncompliant action(s) of the Defaulting Party and shall be delivered in accordance with the Notice provision herein. All rights and remedies of the Parties under a Customer Service Agreement shall be cumulative and in addition to any rights or remedies available to the Parties at law or in equity.
  11. Suspension and Termination of Service.
    1. Suspension of Services. Bug Tussel may, without prior notice, and in addition to any applicable remedies at law, suspend Services, in part or in whole and for any duration reasonably necessary if Customer fails to comply with any applicable laws or regulations or this Customer Service Agreement. The duration of suspension shall last until Customer remedies any noncompliance, interruption, or degradation of Services. During any periods of suspension, Customer shall continue to be responsible for any Service Fee, One-time Charges, or other payable amounts otherwise due under this Customer Service Agreement. Suspension of Services shall make Customer responsible for any cost associated with reconnecting the Services.
    2. Mutual Termination. Either Party may terminate a Customer Service Agreement if 1) the other Party is in Default according to Section 10 herein; or 2) the other Party liquidates, is adjudicated as bankrupt, makes an assignment for the benefit of creditors, invokes any provision of law for general relief from its debts, initiates any proceeding seeking general protection from its creditors, or is removed from a trading exchange.
    3. Termination for Convenience. Customer may terminate a Customer Service Agreement at any time upon thirty (30) days written notice. Any Termination for Convenience by Customer is subject to outstanding Service Fees, One-time Charges, or applicable Termination Fees.
    4. Termination Fee. Any Termination under this Customer Service Agreement shall create an obligation for Customer to pay all Services Fees then due for Services provided through the effective date of Termination. Terminations in relation to Customer Default or for Terminations pursuant to Section 11(c) herein shall create an obligation for Customer to pay a Termination Fee (a “Termination Fee”). Termination Fees shall include the unpaid balance of all Service Fees, all outstanding One-time Charges, and any reasonable mobilization fees necessary for the removal of Bug Tussel Equipment from the Service Location.
  12. Customer Proprietary Network Information (CPNI) “Opt-Out” Notice. Bug Tussel provides certain Services to the Customer. In doing so, it may collect certain information that is made available solely by virtue of the relationship of the Parties, such as quantity, technical configuration, type, destination, location, and usage of the services purchased. This information and related billing information is known as Customer Proprietary Network Information (CPNI). The Customer has a right to the protection of CPNI and it is Bug Tussel’s responsibility to protect it. CPNI does not include Customer’s published directory information or any information that is in the public domain such as name, address, or telephone number. Use of CPNI is subject to federal laws and regulations with which Bug Tussel is required to comply. The Federal Communications Commission (FCC) requires Bug Tussel to notify its customers of additional rights to restrict the use of CPNI. CPNI can be used for certain purposes without Customer’s permission. CPNI may be used by Bug Tussel to offer Customer additional services that are related to the Services currently subscribed to or to respond to inquiries regarding Services purchased from Bug Tussel. CPNI may also be used for functions related to billing and collection, repair, maintenance, and to prevent fraud. Bug Tussel is providing this notification regarding CPNI rights as Customer consent is required to use this information to provide Customer with marketing information for additional Services that Bug Tussel or affiliates may offer in the future. Customer only needs to respond to Bug Tussel if Customer chooses to “opt-out” of granting Bug Tussel permission to CPNI by sending notice to accounting@btussel.com. If Customer has not notified in writing within thirty (30) days of the date set forth in this Customer Service Agreement to “opt-out”, Bug Tussel and its affiliates will be authorized to use Customer CPNI for additional marketing purposes. Customer may withdraw this consent and “opt-out” at any time by notifying Bug Tussel in writing at the same email address as noted above. “Opting-out” will not affect the Services currently received from Bug Tussel.
  13. Disclaimer of Warranties. ALL SERVICES, BUG TUSSEL EQUIPMENT, AND ANY INSTALLATION MATERIALS ARE PROVIDED “AS IS, WITH ALL FAULTS”, WITHOUT WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ACCURACY, TITLE, INFRINGEMENT, QUIET ENJOYMENT, COMPLIANCE, MERCHANTABILITY, OR USEFULNESS TO THE PURPOSE OF THIS CUSTOMER SERVICE AGREEMENT. BUG TUSSEL DOES NOT WARRANT THAT THE SERVICES WILL MEET CUSTOMER REQUIREMENTS. BUG TUSSEL CANNOT GUARANTEE AND DOES NOT WARRANT THAT THE SERVICES CAN PREVENT THIRD-PARTY UNAUTHORIZED ACCESS TO CUSTOMER NETWORKS, EQUIPMENT, OR DEVICES. BUG TUSSEL DOES NOT WARRANT THAT THE SERVICES AT ANY GIVEN TIME CAN BE USED FOR EMERGENCY COMMUNICATIONS, INCLUDING, BUT NOT LIMITED TO, CONTACTING POLICE, FIRE, OR RESCUE SERVICES VIA ANY TRANSMISSION METHOD INCLUDING 911 SERVICES. THE SERVICES ARE RENDERED ON A BEST EFFORT BASIS AND BUG TUSSEL DOES NOT WARRANT THAT THE QUALITY OF THE SERVICES WILL MAINTAIN A MINIMUM TRANSMISSION SPEED GUARANTEED AT ANY PARTICULAR TIME, BE DEGRADATION FREE, PERFORM AT A PARTICULAR SPEED AT ANY GIVEN TIME, BE UNINTERRUPTED, HAVE PARTICULAR BANDWIDTH AT ANY GIVEN TIME, OR HAVE PARTICULAR THROUGHPUT RATE AT ANY GIVEN TIME. ANY DATA OR TRAFFIC OF ANY KIND THAT IS TRANSMITTED, CARRIED, UPLOADED, DOWNLOADED, OR OTHERWISE OBTAINED THROUGH THE SERVICES IS DONE AT CUSTOMER’S SOLE DISCRETION AND RISK. CUSTOMER ACKNOWLEDGES THAT ANY DATA OR INFORMATION ACCESSED VIA THE SERVICES MAY BE HARMFUL TO CUSTOMER’S NETWORK, DEVICES, OR EQUIPMENT. CUSTOMER SHALL BE SOLELY LIABLE FOR ANY DAMAGE CAUSED BY CUSTOMER’S USE OF THE SERVICES TO SEND OR RECEIVE DATA, MATERIALS, OR TRAFFIC. NO THIRD-PARTY GUARANTEES HAVE BEEN MADE OR ARE MADE IN CONNECTION TO ANY OF THE AFOREMENTIONED DISCLAIMERS FOR THIRD PARTY SERVICES NECESSARY FOR THE OPERATION AND DELIVERY OF THE SERVICES.
  14. Indemnification. CUSTOMER, AT ITS SOLE COST AND EXPENSE, SHALL INDEMNIFY, DEFEND, AND HOLD HARMLESS BUG TUSSEL, ITS AFFILIATES, SERVICE PROVIDERS, SUPPLIERS, AGENTS, AND THEIR RESPECTIVE DIRECTORS, EMPLOYEES, REPRESENTATIVES, OFFICERS OR AGENTS AGAINST ANY AND ALL THIRD PARTY CLAIMS, LAWSUITS, DAMAGES, JUDGMENTS, FEES, COSTS OR EXPENSES INCURRED BY SUCH INDEMNIFIED PARTIES PROVIDING THAT SUCH CLAIMS DO NOT ARISE FROM CUSTOMER’S MISUSE OF THE SERVICE, CUSTOMER’S FAILURE TO COMPLY WITH APPLICABLE LAWS, DAMAGES CAUSED UNDER PERSONAL INJURY OR PERSONAL PROPERTY THEORIES, OR DAMAGES RESULTING FROM CUSTOMER’S OR CUSTOMER’S AGENTS’ NEGLIGENCE OR MISCONDUCT.
  15. Limitation of Liability. EXCEPT AS MAY BE PREVIOUSLY PROVIDED HEREIN, IN NO EVENT SHALL EITHER PARTY, ITS EMPLOYEES, AGENTS, REPRESENTATIVES, OR CONTRACTORS BE LIABLE TO THE OTHER PARTY, OR ANY THIRD-PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE DAMAGES, OR LOST PROFITS FOR ANY CLAIM OR DEMAND OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH APPLICABLE CUSTOMER SERVICE AGREEMENTS OR THE PERFORMANCE OR BREACH THEREOF. LIMITATIONS ON LIABILITY DO NOT EXTEND TO CUSTOMER’S PAYMENT OBLIGATIONS HEREIN. BUG TUSSEL’S MAXIMUM LIABILITY TO CUSTOMER SHALL NOT EXCEED THE AMOUNT PAYABLE BY CUSTOMER TO BUG TUSSEL FOR SIX (6) MONTHS OF SERVICE FEES UNDER ANY THEORY OF CLAIM.
  16. Notice. Unless otherwise explicitly stated, notices concerning Customer Service Agreements shall be in writing and shall be given or made by means of electronic mail (email), facsimile transmission, certified or registered mail, express mail or other overnight delivery service, or hand delivery, proper postage or other charges paid and addressed or directed to the respective Parties. Notices to Customer shall be sent to the billing address provided by Customer in the Customer Service Agreement unless otherwise agreed upon by the Parties. Upon request, the Parties shall provide updated notice information to the requesting Party. A notice that is sent by e-mail or facsimile shall also be sent by one of the other means set out by this Section.

    Notices to Bug Tussel shall be sent to:

    Bug Tussel, LLC

    417 Pine Street

    Green Bay, WI 54301

    Attn: Legal Department

    Email: Legal@btussel.com

  17. Confidentiality. Unless the parties specifically and expressly otherwise agree in writing, each Party shall hold in strict confidence and not disclose any terms and conditions of the Customer Service Agreement or these Terms and Conditions (collectively, the “Transaction Information”), except (i) as such disclosure may be required by any applicable statute, law, regulation, governmental authority or valid legal process, including, without limitation, court orders and governmental regulatory tax and reporting requirements, or (ii) as such disclosure may be necessary for a party’s lenders, financial partners, investors, accountants, attorneys, consultants or potential buyers or assignees of Bug Tussel (which such potential buyer or assignee may be acquiring Bug Tussel, its membership interest or its assets (or a portion thereof)) and their lenders, financial partners, investors, accountants, attorneys or consultants, who specifically and expressly agree in writing to hold in strict confidence and not disclose any Transaction Information. Notwithstanding the foregoing, it shall not be a breach of this Section to disclose any of Transaction Information to a person who already knows such information or to the extent such information is already in the public domain. The provisions of this Section shall survive the expiration or termination of the Customer Service Agreement or these Terms and Conditions.
  18. Miscellaneous.
    1. Entire Agreement and Order of Precedence. The Customer Service Agreement, any Attachments thereto, and the items set forth herein contain all the agreements of the Parties with respect to the matters contained herein; and no prior agreement or understanding pertaining to any such matter shall be effective for any purpose. In the event that there are conflicting terms between these Terms and Conditions and a Customer Service Agreement, the Terms and Conditions shall control.
    2. Amendment. Bug Tussel shall retain the right to modify these Terms and Conditions at any time for any reason. Amendments to Customer Service Agreements, except for alterations to Service Fees.
    3. Force Majeure. Except for payment obligations due and owing, the time for performance by either Party of any term, provision, or covenant of The Terms and Conditions or Customer Service Agreement shall be deemed extended by time lost due to delays resulting from acts of God, epidemics/pandemics, strikes, civil riots, floods, inclement and unseasonably severe snow and/or ice conditions, material or labor restrictions by governmental authority, and any other cause not within the reasonable control of either Party, as the case may be. Such affected Party will promptly and in writing advise the other Party if the affected Party is unable to perform due to an event described above, the expected duration of such inability to perform and of any developments (or changes therein) that appear likely to affect the ability of that Party to perform any of its obligations hereunder in whole or in part. A Party affected by such a delay shall resume performance of its obligations hereunder immediately after the cause of such interruption no longer exists. The change in economic conditions shall not be considered an event of Force Majeure under this provision.
    4. Severability. If any term or condition of a Customer Service Agreement or these Terms and Conditions is found unenforceable, the remaining terms and conditions will continue to be binding upon the Parties as though said unenforceable provision were not contained herein. However, if the invalid, illegal or unenforceable provision materially affects the Customer Service Agreement, the Customer Service Agreement may be terminated by either Party as allowed herein.
    5. Electronic and Facsimile Execution. Customer Service Agreements may be executed in one or more counterparts, each as an original, but together constituting one final original document. Execution of counterparts may be delivered by facsimile or via email with the same effect as delivery of the originals.
    6. Assignment. Customer shall not have the right to assign or transfer any interest in a Customer Service Agreement or otherwise assign its rights, duties, or obligations under a Customer Service Agreement except with the prior written consent of Bug Tussel. Bug Tussel may assign its interest in a Customer Service Agreement, in whole or in part, provided that the transferee is controlled by or under common control with Bug Tussel, or to any applicable successor-in-interest.
    7. Third-Party Beneficiaries. Customer Service Agreements are entered into solely for the benefit of the Parties thereto, their successors and assigns as permissible under these Terms and Conditions, and no provisions of a Customer Service Agreement or these Terms and Conditions shall be deemed to confer upon any other person or entity any remedy, claim, liability, reimbursement, cause of action or other right.
    8. Governing Law. All Customer Service Agreements shall be governed by and construed and enforced in accordance with the laws of the State of Wisconsin without regard to its principles of conflict of laws. THE PARTIES TO ANY CUSTOMER SERVICE AGREEMENTS HEREBY AGREE THAT ALL ACTIONS OR PROCEEDINGS INITIATED BY ANY PARTY AND ARISING DIRECTLY OR INDIRECTLY OUT OF A CUSTOMER SERVICE AGREEMENT SHALL BE LITIGATED IN A BROWN COUNTY, WISCONSIN SUPERIOR COURT OR THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF WISCONSIN. EACH PARTY HEREBY EXPRESSLY SUBMITS AND CONSENT IN ADVANCE TO SUCH JURISDICTION IN ANY ACTION OR PROCEEDING AND HEREBY WAIVES ANY CLAIM THAT SUCH COURTS ARE AN INCONVENIENT FORUM OR AN IMPROPER FORUM BASED UPON LACK OF VENUE.
    9. Waiver. The failure of Bug Tussel to enforce any provision of a Customer Service Agreement or these Terms and Conditions shall not constitute a waiver of such provision or of the right to enforce such provision and nothing in any Customer Service Agreement or these Terms and Conditions shall be construed as such. Any waivers by either Party must be in writing.