1. Scope and Definitions
Terms & Conditions – for Uvoice USA, LLC Customers.
Uvoice USA, LLC is hereafter referred to as UVOICE or Uvoice.
The Terms and Conditions described herein, hereafter "Terms and Conditions," apply to all services from UVOICE USA, LLC including all optional features and related services, hereafter referred to as "the Service," as provided to a customer of UVOICE USA, LLC, hereafter referred to as "the Customer."
2. Payments and Charges
The Customer's Initial Payment for the Service will be due upon the processing of the Customer's order and may include a Deposit amount equal to 50% of all One Time Charges, which may include Hardware, Software, Installation and Setup Fees. This Deposit will be due prior to the Order being processed.
The Service Start Date is the date Services have been provisioned and are available for the Customer's use either partial or full. Any costs for new features, equipment, or services added to the Service between the receipt of the Deposit and the Customer's Service Start Date will be billed on the most current available billing cycle and be due upon receipt.
On subsequent monthly intervals after the Service Start Date, the Customer will be charged the ongoing monthly charges, the cost of any overflow long distance used during the previous month, the monthly rental for any hardware being rented (not already included in the Service), and for any international calls not included in the calling plan.
Included in the calling plans are calls to the lower 48 states. Once the allotted long distance minutes are used, each long distance call will be charged at $0.02 per minute. Minutes are pooled across the account. Such local long distance calls would be charged against the available pool plan of long distance minutes. Unlimited Long Distance plans are capped at 25,000 minutes per account. Accounts that exceed this amount may be charged the overage rate of $0.02 per minute for every minute over 25,000 minutes in a monthly billing cycle.
3. Data Center Fee & End of Lease / Rental Options / Outright Ownership
Uvoice USA, LLC leases and manages a server rack(s) at TierPoint's data center located in Waterbury, CT. The customer is renting physical space in our rack(s). Access to the rack and customer's server is only by authorized Uvoice USA, LLC employees. The data center fee may be incorporated in the lease/rental payment. Data center fee may increase as additional users are added to the Buyer's server. Data center fee may increase $10 for every additional 10 users added.
The term of the data center fee is five years (from start date of installation), unless another specified term in the quote, and is automatically renewable unless notified in writing within 90 days of term end date. Customer has 3 options at the end of the lease/rental/ownership:
- Option 1. Customer can upgrade/replace to a new VoIP system with Uvoice USA, LLC, and Uvoice USA, LLC returns all equipment to the leasing company at no charge.
- Option 2. Customer can purchase equipment directly from leasing company & purchase a support agreement from Uvoice USA, LLC.
- Option 3. Customer chooses to return the equipment to the leasing company or owns the server outright (a removal and return fee of $500.00 per server is payable to Uvoice USA, LLC prior to returning equipment to customer). System password will be reset to default values.
4. Account Balance
Monthly equipment rental and service fees are payable in advance of each month's Service; additional call charges and any other applicable charges are billed subsequent to the end of each month's Service. If the Customer chooses to pay for the Service by credit card or ACH direct payment, all charges will be automatically deducted following the generation of any invoice. It is the Customer's responsibility to maintain sufficient balance on the provided credit card or bank account to allow for charges for the Services.
If the Customer chooses to pay for the Service by check, the Customer is responsible for immediate payment of all invoices (Net 20). To pay by check, an initial deposit is required equal to the monthly rental/service fee on the account. Returned checks will result in a $35 fee applied to the Customer's account balance.
Any Customer disputes of the amounts invoiced or charged must be submitted in writing to UVOICE USA, LLC within thirty (30) days of the date of the disputed charges and, if not so disputed, the Customer waives any objection and further recourse with respect to such charges. The Customer understands and agrees that awaiting any pending credit(s) to the Customer's account is not sufficient cause to withhold payment for invoices. A late fee of 1.5% per month will be applied to any unpaid account balance.
Interruption of the Service may be experienced in the event that the account balance is not maintained in the manner described above. In the event Customer is more than sixty (60) days in arrears, Customer grants UVOICE USA, LLC access to premises to acquire any equipment provided for the delivery of services provided under this agreement.
5. Uvoice Services – Local Area Telephone Numbers & Porting
Local area telephone numbers are assigned according to the proximity of the address the Customer provides to UVOICE USA, LLC. However, it is the Customer's responsibility to confirm whether the number(s) are in the local calling area of the Customer. UVOICE USA, LLC does not assume responsibility for any of the Customer's advertising cost or long distance fees due to a number not being within the local area of callers to the Service. If UVOICE USA, LLC is porting any of your local or toll free numbers, we cannot be held liable for any errors or omissions that may arise from the porting process. If UVOICE USA, LLC is providing new local or toll free numbers, we cannot be held liable for any errors or omissions that may arise from the number assignment process. Porting and disconnection of current carrier services: Customer is responsible for all porting charges to new carrier. Customer is responsible to terminate remaining services with current carrier and any potential termination fees.
6. 911 Softphones and Mobile Devices
As a provider of phone service accessible via softphones and mobile devices, all 911 calls made through UVOICE USA, LLC service from a softphone may not be transferred to an emergency center near the Customer. Instead, all 911 calls made through softphones will be transferred to an emergency center near the Customer's business address. Also, it is important that UVOICE USA, LLC cannot guarantee the quality of softphones and they are considered "as-is, no warranty." Service cannot be cancelled per Section 13 as a result of softphone / mobile phone quality related issues.
7. Support Plan – What's Included (Levels 0-2, at no additional cost)
In the event of any service issues, UVOICE USA, LLC will assist the Customer during 8:30am – 4:30pm (Monday – Friday). Routine support issues response time is 24-72 hours from the receipt of the ticket. Tickets can be submitted at support@uvoice.com. After-hours "outage" support is available.
- Level 0 – Users retrieve support information from web and mobile (www.support.uvoice.com) including FAQs, detailed product and technical information, blog posts, manuals, and search functions. Included in the plan at no additional charge.
- Level 1 – Support for basic issues such as programming your VoIP (buttons, ringing), password reset, troubleshooting registration error, non-working VoIP phone, questions about functionality of the phone system. Handling of under-warranty hardware replacement. Included in the plan at no additional charge.
- Level 2 – Support for more advanced issues, phone system outage, local internet connectivity issues & network related issues. We will help identify what is causing the outage. If the outage is due to Internet Service Provider issues or client's local/remote network hardware issue, we will discuss the client's responsibility to engage their IT support team to help resolve. Included in the plan at no additional charge.
- Level 3 — NOT included in the plan – Installing your VoIP phone in either main office or "home office." This includes programming to set up a user, activating new mobile reach user. Any technical support regarding "work from home setup" or router/modem support is billable at $35.00 (every 15 minutes of remote support). In addition, the following is not included: Customer changes to network (internet provider, router/firewall), client moving to new location, wiring infrastructure support or additional cabling.
8. Service Issues – Scope of Responsibility
In the event of any service issues, UVOICE USA, LLC will assist the Customer with troubleshooting the problem's source. However, some elements key to proper performance, including LAN, wiring, power, firewall, CPE, and ISP, are beyond the scope of UVOICE USA, LLC's responsibility to effect repairs. The sole exception to the above is in the case where UVOICE USA, LLC is providing the Customer with a Managed Router, whereupon the CPE and ISP do fall within the scope of UVOICE USA, LLC's responsibility.
While UVOICE USA, LLC will offer telephone support to the Customer in diagnosing service issues outside the direct scope of its responsibility, such as those listed above, their ultimate repair will remain the responsibility of the Customer, their installer, and/or the Customer's 3rd-party IT vendor. UVOICE USA, LLC can travel on site to resolve issues outside the scope of our responsibility; such support would be subject to standard UVOICE USA, LLC service call rates and charges of $149.00 per hour plus travel and expenses.
9. Lawful and Appropriate Use
It is specifically understood and agreed that the Customer shall be using the Service solely for lawful and appropriate purposes and the Customer hereby agrees to indemnify and hold UVOICE USA, LLC harmless from any and all claims, damages, losses or liabilities of any nature whatsoever arising out of or concerning the Customer's use in any manner of the Service provided herein. In the event that UVOICE USA, LLC is brought into or required to respond to any action arising from or concerning the Customer's activities, the Customer agrees to indemnify and hold UVOICE USA, LLC harmless from all arbitration, court and attorney's costs and fees. UVOICE USA, LLC reserves the right to immediately discontinue, disconnect, limit, or revoke the Service without warning to the Customer should the Customer, at the sole discretion and determination of UVOICE USA, LLC, cause any type of activity or load which is incompatible with UVOICE USA, LLC's network, causes quality of service issues, or otherwise impairs the ability of UVOICE USA, LLC to maintain or provide service to other customers. In the case that the Service is suspected of being misused by the Customer, including for fraudulent activity, UVOICE USA, LLC reserves the right at its sole discretion to immediately terminate the Service and inform the authorities that the Service is believed to have been used for inappropriate business. UVOICE USA, LLC shall not be liable for any direct or indirect damages resulting from a decision to discontinue, disconnect, limit, or revoke the Service with or without warning or for informing the authorities about the possibility of inappropriate business activities.
10. Limited Warranty; Exclusions
For equipment purchased directly from UVOICE USA, LLC by the Customer, UVOICE USA, LLC will pass on to the Customer any applicable manufacturer's warranty with respect to such equipment. For warranty repairs contact UVOICE USA, LLC customer service.
EXCEPT AS PROVIDED ABOVE, UVOICE USA, LLC MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS OF THE SERVICE OR EQUIPMENT FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, OR ANY WARRANTY ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE. IN ADDITION, UVOICE USA, LLC DOES NOT WARRANT THAT THE SERVICE OR EQUIPMENT WILL BE WITHOUT FAILURE, DELAY, INTERRUPTION, ERROR, OMISSION, DEGRADATION OF VOICE QUALITY, OR LOSS OF CONTENT, DATA, OR INFORMATION. ANY CLAIM AGAINST UVOICE USA, LLC MUST BE MADE WITHIN ONE YEAR OF THE EVENT GIVING RISE TO THE CLAIM OR 90 DAYS FROM THE TERMINATION OF SERVICE, WHICHEVER IS EARLIER, AND UVOICE USA, LLC SHALL HAVE NO LIABILITY THEREAFTER.
11. Limitation of Liability
The Service is not guaranteed. Liability for interruption of the Service and/or a lack of quality of the Service, including but not limited to errors and omissions relating to a directory listing and CNAM, shall be limited to a maximum of the sum of two months charges for the Service. UVOICE USA, LLC reserves the right to interrupt the Service for maintenance and systems upgrades at its discretion. UVOICE USA, LLC shall not be liable for any delay in the Service or performance directly or indirectly caused by or resulting from acts of God, fire, flood, accident, riot, war, government intervention, embargoes, strikes, labor difficulties, power failure, equipment failure, interruption of broadband or high-speed internet access, late delivery by suppliers, or other causes beyond the reasonable control of UVOICE USA, LLC.
IN NO EVENT SHALL UVOICE USA, LLC BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF DATA, LOSS OF REVENUE OR LOSS OF PROFITS, ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THE SERVICE OR EQUIPMENT PROVIDED HEREUNDER, WHETHER DUE TO A BREACH OF CONTRACT, BREACH OF WARRANTY, THE NEGLIGENCE OF UVOICE USA, LLC OR OTHERWISE, EVEN IF UVOICE USA, LLC IS ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES.
12. Changes to Service and Terms and Conditions
UVOICE USA, LLC reserves the right to make changes to these Terms and Conditions or the Service as a result of changes in applicable regulations or for other reasons in UVOICE USA, LLC's reasonable discretion. In the event of such changes the Customer will be notified in writing and the Customer's continued use of the Service following notice of the changes will constitute the Customer's consent to such changes.
13. Right to Identify Customer
It is specifically agreed that UVOICE USA, LLC may identify the Customer as a customer of UVOICE USA, LLC and include the Customer's name and any applicable logo in UVOICE USA, LLC's marketing materials that identify UVOICE USA, LLC's customers. Customer may request at any time that UVOICE USA, LLC not use the Customer's identity in marketing material at any time.
14. Contract Term and Cancellation – Leasing / Rental
You are entering into a "Term" agreement to maintain the Services for the period of time indicated on the "Quote" that was signed to establish the Service or 60 months, if no term is specified. If you cancel the Services without replacing or upgrading services of an equal or greater value, you will be charged an Early Termination Charge. The Early Termination Charge will be 100% of the remaining number of months left in the Service Term multiplied by the Monthly Recurring Total of the Services. If customer experiences service interruptions or service related problems with services, lines, or equipment provided by UVOICE USA, LLC that UVOICE USA, LLC is unable to correct within thirty (30) days of written notice by Customer, the Customer can cancel without incurring Early Termination Charges. Hardware and other one-time charges will not be refunded or credited if Services are cancelled, once such hardware is delivered / installed to Customer site.
15. Governing Law and Venue
These Terms and Conditions shall be governed by the laws of the State of Connecticut and any disputes or controversy arising hereunder shall be arbitrated or adjudicated in Hartford County, State of Connecticut. The Customer hereby consents to personal jurisdiction for all claims of any nature concerning the Customer and UVOICE USA, LLC and specifically consents to service of process being effectuated by certified mail at the Customer's address. In the event that any action is brought to enforce or construe any of these Terms and Conditions, or for the breach of these Terms and Conditions, or concerning the indemnification clause contained herein, the prevailing party shall be entitled to recover, in addition to all other damages, reasonable attorney's costs and fees.
16. Entire Agreement
These Terms and Conditions contain the entire understanding and agreement of the parties with respect to its subject matter and supersede all prior understandings or agreements regarding such subject matter. In the event of any conflict between these Terms and Conditions and the terms of any purchase order or acknowledgment, these Terms and Conditions shall control.
17. Important E911 Disclosure for UVOICE USA, LLC VoIP Customers
The Federal Communications Commission ("FCC") requires UVOICE USA, LLC, like all Voice Over Internet Protocol ("VoIP") service providers, to inform its customers of any differences between the E911 access capability available with Hosted VoIP as compared to the E911 access capability available with traditional telephone service. (A copy of this FCC order is available at fcc.gov/cgb/voip911order.pdf.) We ask that you carefully read this E911 Disclosure Addendum and understand how these differences affect your ability to access E911 services. If you have any questions or concerns about the information contained in this notice, or if you do not understand anything discussed in this notice, please contact our Customer Service representatives at (855) USA-VOICE during the hours of 8 a.m. to 4 p.m. EST, Monday – Friday.
Unless UVOICE USA, LLC is notified otherwise, 911 services are only enabled for the service address listed on the Service Activation Form. If VoIP phones will be used at any other address, it is your responsibility to notify UVOICE USA, LLC in writing of the phone number and address. A different phone number may need to be purchased in some cases for proper 911 services operation.
The FCC's E911 VoIP decision also requires UVOICE USA, LLC to obtain and keep a record on file showing that your company has received and understood this E911 Disclosure Addendum. Acceptance of the Service Activation Form shall serve as acceptance of this 911 Disclosure. If you fail to acknowledge this 911 disclaimer, we may be required by FCC Order to suspend your service until we do receive your acknowledgment.
By signing the Service Activation Form presented to you by your UVOICE USA, LLC sales associate, you are affirmatively acknowledging that (1) you have read and understood this E911 Disclosure Addendum, (2) you understand that you may not be able to contact emergency services by dialing 9-1-1 using Hosted VoIP, and (3) you understand that you must inform users of Hosted VoIP that they may not be able to contact emergency services by dialing 9-1-1 using Hosted VoIP. You may obtain a copy of the FCC regulation and accompanying E911 VoIP decision in Docket No. 05-196 at the following link: fcc.gov/cgb/voip911order.pdf.
HOSTED VOIP E911 SERVICES MAY NOT OPERATE DURING A POWER OUTAGE.
Once power service is restored, you may be required to reset or reconfigure your equipment before you will be able to use Hosted VoIP to contact E911 services. You are responsible for providing an uninterruptible backup power supply if you wish to ensure continued operation of electrical equipment in the event of a power outage.
HOSTED VOIP E911 SERVICES WILL NOT OPERATE IF YOUR BROADBAND CONNECTION IS DISRUPTED OR HOSTED VoIP HAS BEEN SUSPENDED FOR ANY REASON, INCLUDING NON-PAYMENT.
Once your broadband connection and Hosted VoIP have been restored, you may be required to reset or reconfigure your equipment before you will be able to use Hosted VoIP service to contact E911 services.
YOU MUST PROVIDE UVOICE USA, LLC WITH YOUR CORRECT SERVICE ADDRESS OR HOSTED VoIP E911 SERVICES CALLS MAY BE ROUTED TO EMERGENCY PERSONNEL WHO WILL NOT BE ABLE TO ASSIST YOU.
If you notice that the service address information identified in your contract or bill is inaccurate, you can make corrections by calling our Customer Service representatives at (855) USA-VOICE during the hours of 9 a.m. to 5 p.m. EST, Monday – Friday.
HOSTED VOIP E911 SERVICES CALLS MAY NOT COMPLETE OR MAY BE ROUTED TO EMERGENCY PERSONNEL WHO WILL NOT BE ABLE TO ASSIST YOU IF YOU DISABLE, DAMAGE OR MOVE THE IAD TO A LOCATION OTHER THAN THE SERVICE ADDRESS YOU PROVIDED TO UVOICE USA, LLC WHEN SERVICE WAS INITIATED.
If you wish to move to a new service address, please call UVOICE USA, LLC Customer Service at (855) USA-VOICE during the hours of 9 a.m. to 5 p.m. EST, Monday – Friday.
HOSTED VOIP E911 SERVICES CALLS MAY BE DELAYED OR DROPPED DUE TO NETWORK ARCHITECTURE.
Due to network congestion or problems, calls to E911 services made using Hosted VoIP may be dropped, in which case you will not be connected to emergency services, or your E911 calls may take longer to connect than E911 calls made using traditional telephone service. In addition, you should maintain alternate means of contacting E911 services and you must inform your Hosted VoIP users of these alternate means.