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Exhibit B-3
<br />3.11 Fraudulent Use of Services. Customer is responsible
<br />for all charges attributable to Customer with respect to the
<br />Service(s), even if incurred as the result of fraudulent or
<br />unauthorized use of the Service. Comcast may, but is not
<br />obligated to, detect or report unauthorized or fraudulent use of
<br />Services to Customer. Comcast reserves the right to restrict,
<br />suspend or discontinue providing any Service in the event of
<br />fraudulent use of Customer's Service.
<br />ARTICLE 4. TERM; REVENUE COMMITMENT
<br />4.1 Agreement Term. Upon execution of the
<br />Agreement, Customer shall be allowed to submit
<br />Sales Orders to Comcast during the term referenced
<br />on the Master Service Agreement Cover Page ("MSA
<br />Term"). After the expiration of the initial MSA Term,
<br />Comcast may continue to accept Sales Orders from
<br />Customer under the Agreement, or require the Parties
<br />to execute a new agreement. This Agreement shall
<br />continue in effect until the expiration or termination
<br />date of the last Sales Order entered under the
<br />Agreement, unless terminated earlier in accordance
<br />with the Agreement.
<br />4.2 Sales Order Term/Revenue Commitment. The
<br />applicable Service Term and Revenue Commitment (if any)
<br />shall be set forth in the Sales Order. Unless otherwise stated
<br />in these terms and conditions or the applicable PSA, if a Sales
<br />Order does not specify a term of service, the Service Term
<br />shall be one (1) year from the Service Commencement Date.
<br />In the event Customer fails to satisfy a Revenue Commitment,
<br />Customer will be billed a shortfall charge pursuant to the
<br />terns of the applicable PSA.
<br />4.3 Sales Order Renewal. Upon the expiration of the
<br />Service Term, and unless otherwise agreed to by the Parties in
<br />the Sales Order, each Sales Order shall automatically renew
<br />for successive periods of one (1) year each ("Renewal
<br />Term(s)"), unless otherwise stated in these terms and
<br />conditions or prior notice of non -renewal is delivered by either
<br />Party to the other at least thirty (30) days before the expiration
<br />of the Service Term or the then current Renewal Term.
<br />Effective at any time after the end of the Service Term and
<br />from time to time thereafter, Comcast may, modify the charges
<br />for Ethernet, Internet and/or Video Services subject to thirty
<br />(30) days prior written notice to Customer. Customer will have
<br />thirty (30) days from receipt of such notice to cancel the
<br />applicable Service without further liability. Should Customer
<br />fail to cancel within this timeframe, Customer will be deemed
<br />to have accepted the modified Service pricing.
<br />ARTICLE 5. TERMINATION WITHOUT FAULT;
<br />DEFAULT
<br />5.1 Termination for Convenience. Notwithstanding any
<br />other term or provision in this Agreement, Customer shall
<br />have the right, in its sole discretion, to terminate any or all
<br />Sales Order(s) at any time during the Service Term(s), upon
<br />thirty (30) days prior written notice to Comcast and subject to
<br />payment to Comcast of all outstanding amounts due for the
<br />Services, any and all applicable Termination Charges, and the
<br />return of all applicable Comcast Equipment. Comcast may
<br />terminate the Agreement if Customer does not take any
<br />Service under a Sales Order for twelve (12) consecutive
<br />months or longer.
<br />5.2 Termination for Cause. If either Party breaches any
<br />material term of the Agreement, other than a payment term,
<br />and the breach continues un-remedied for thirty (30) days
<br />after written notice of default, the other Party may terminate
<br />for cause any Sales Order materially affected by the breach. If
<br />Customer is in breach of a payment obligation (including
<br />failure to pay a required deposit) and fails to make payment in
<br />full within ten (10) days after receipt of written notice of
<br />default, Comcast may, at its option, terminate the Agreement,
<br />terminate the affected Sales Orders, suspend Service under the
<br />affected Sales Orders, and/or require a deposit, advance
<br />payment, or other satisfactory assurances in connection with
<br />any or all Sales Orders as a condition of continuing to provide
<br />Service; except that Comcast will not take any such action as
<br />a result of Customer's non-payment of a charge subject to a
<br />timely billing dispute, unless Comcast has reviewed the
<br />dispute and determined in good faith that the charge is correct.
<br />A Sales Order may be terminated by either Party immediately
<br />upon written notice if the other Party has become insolvent or
<br />involved in liquidation or termination of its business, or
<br />adjudicated bankrupt, or been involved in an assignment for
<br />the benefit of its creditors. Termination by either Party of a
<br />Sales Order does not waive any other rights or remedies that it
<br />may have under this Agreement. The non -defaulting Party
<br />shall be entitled to all available legal and equitable remedies
<br />for such breach.
<br />5.3 Effect of Expiration/Termination of a Sales Order.
<br />Upon the expiration or termination of a Sales Order for any
<br />reason:
<br />A. Comcast shall disconnect the applicable Service;
<br />B. Comcast may delete all applicable data, files,
<br />electronic messages, or other information stored on Comcast's
<br />servers or systems;
<br />C. If Customer has terminated the Sales Order prior to
<br />the expiration of the Service Term for convenience, or if
<br />Comcast has terminated the Sales Order prior to the expiration
<br />of the Service Term as a result of material breach by
<br />Customer, Comcast may assess and collect from Customer
<br />applicable Termination Charges (if any);
<br />D. Customer shall, permit Comcast to retrieve from the
<br />applicable Service Location any and all Comcast Equipment.
<br />If Customer fails to permit such retrieval or if the retrieved
<br />Comcast Equipment has been damaged and/or destroyed other
<br />than by Comcast or its agents, normal wear and tear excepted,
<br />Comcast may invoice Customer for the manufacturer's list
<br />price of the relevant Comcast Equipment, or in the event of
<br />minor damage to the retrieved Comcast Equipment, the cost of
<br />repair, which amounts shall be immediately due and payable;
<br />and
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