|
MuIll-Service Agreomont
<br />Terms and Conditions
<br />C4nir7, cl Prices, Taxes and Surcharges: Unless otherwise staled in a Pricing Schedule, other than f0rVoIP and resold local oxchange service tho rates and charges
<br />stated In the Pddng Schedule ars stabilized for The lerm of the Pricing Sdiedule (tho'Tannl, but do not Include taxes and regulatory charges which are not slabfilzed You
<br />Pro responsible for all applicable taxes and regulatory surcharges. Regulatory surcharges, Including but not limited to UCC, USF, PICC and payphono charges, are
<br />specified in the AT&T Service Guide. Upon expiration of the Torm and subject to any Police periods set forth in the Service Guide and to any appricable minimum payment
<br />or retention periods. the Services will continuo on a month•lo-monih basis during which AT&T may modity the rains, charges, lemtis and conditions applicable to the Service
<br />covered by such Pricing Schedule on thirty (30) days' prior nolica.
<br />Payment and Deposits; Payment Is due thirty (30) days eller tho Invoice date and must rotor to Invoice number. Restrictive endorsemonts or other statements on checks
<br />will not apply. For overdue payments, AT&T may aswas a late fee of the lower of 1.5°% per month (18% per annum) or the maximum rale allowed by law and all cosis
<br />(Including attorney fees) of collecting delinquent or dishonored payments. AT&T may require you to pay a deposit or incmaso an exlsdng deposit as a condition of providing
<br />Services. You authorize AT&T to Investigate your credit hlstory at any kmo and to share credit information about you with credit reporting agencies, if annual MARC -
<br />Eligible racurring and usago charges (after discaums and credits) do not equal or excoed the MARC In Your Pricing Schedule, You will be billod an
<br />amount equal le the unsatisfied MARC for the oontracl year.
<br />Termination and Termination Charges; Erthor party may lemiinato for material breach upon thirty (30) days prior written notice to [he other parry. H a Pricing
<br />Schodulo is terminated by You for convenience or by AT&T for cause before the and of the Term, You will be billed an edify termination Charge of
<br />50% of tho unsatlstted MARC remaining in the Term. if a Servico Component is terminated during its minimum retention poriod You must pay any
<br />associated crodfrs, waivers or unpaid amortized charges. N a Service Component is tormFnaled during its minimum paymenf porfod, You must pay
<br />the applW151a amounf of the monthly charge mulh'p9adby the months remaining in the period
<br />Mmitatlon of Liability, EITHER PARTY'S ENTIRE LIABILITY (OTHER THAN CUSTOMER'S LIABILITY FOR PROPERLY DUE CHARGES) AND THE OTHER PARTY'S
<br />EXCLUSIVE REMEDIES FOR ANY CLAIMS ARISING IN CONNECTION WiTH THIS AGREEMENT SHALL BE LIMITED TO PROVEN DIRECT DAMAGES NOT TO
<br />EXCEED IN THE AGGREGATE DURING ANY TWELVE-MONTH PERIOD THE TOTAL NET PAYMENTS PAYABLE BY YOU FOR THE AFFECTED SERVICE DURING
<br />THE THREE MONTHS PRECEDING THE MONTH IN WHICH THE DAMAGE OCCURRED. NEITHER PARTY SHAD. BE LIABLE FOR ANY INDIRECT, INCIDENTAL
<br />CONSEQUENTIAL, PUNITIVE, RELIANCE OR SPECIAL. DAMAGES, INCLUDING UWGES FOR LAST PROFITS, ADVANTAGE, SAVINGS OR REVENUES OR
<br />INCREASED COST OF OPERATIONS, WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. AT&T SHALL NOT BE
<br />LIABLE FOR ANY DAMAGES ARISING OUT OF OR RELATING T0: INTEROPERABILITY, INTERACTION, ACCESS OR INTERCONNECTION PROBLEMS WITH
<br />APPLICATIONS, EQUIPMENT, SERVICES, CONTENT OR NETWORKS NOT PROVIDED BY AT&T; SERVICE INTERRUPTIONS OR LOST OR ALTERED MESSAGES
<br />OR TRANSMISSIONS (EXCEPT TO THE EXTENT CREDIT ALLOWANCES ARE SPECIFIED IN THE AT&T SERVICE GUIDE; OR UNAUTHORIZED ACCESS TO OR
<br />THEFT, ALTERATION, LOSS OR DESTRUCTION OF YOUR, USERS' OR THIRD PARTIES' APPLICATIONS, CONTENT, DATA, PROGRAMS, INFORMATION,
<br />NETWORK OR SYSTEMS.
<br />Disclatmer of Warranties: AT&T MAKES NO EXPRESS OR tMPLIED WARRANTY AND DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A
<br />PARTICULAR PURPOSE AT&T DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR -FREE. AT&T DOES NOT WARRANT
<br />NETWORK SECURITY, THE ENCRYPTION EMPLOYED BY ANY SERVICE, THE INTEGRITY OF ANY DATATHAT IS SENT, BACKED UP, STORK OR SUBJECT TO
<br />LOAD BALANCING, OR THAT AT&7'S SECURITY PROCEDURES WILL PREVENT THE LOSS OF, ALTERATION OF. OR IMPROPER ACCESS T0, YOUR DATA AND
<br />INFORMATION.
<br />Bllfln0 and 011pules; If You do not dispute a Charge In writing within 6 months after the invoice date, You waive the dispute. AT&T must issue a bill wilhtn six (6) months
<br />attar the month in which the charges wero Incurmd (other than for aularnatad or ilve operated assistarl cells) or It waives the charges.
<br />Wu merit AT&T shelf retain all right, Wo or Interest in AT&T equipment and no ovrrtersltip rights In AT&T equipment shall transfer to You. You must provide electric
<br />power and a suitable and secure environment [me from envlmnmonlai hazards. tar AT&T equipment, and You shall keep the AT&T equipment Ime from all lions, charges,
<br />and encumbrances. AT&T equipment shaft not be removed, reiooaiod rnodlfied, Interfered with, or attached to non -AT&T equipment without prior writlen euthodzation from
<br />AT&T. Tito to and risk of loss of equipment AT&T sells You ff urchasod Equipment') will pass, to You as of the delivery data, upon which dols AT&T will have no further
<br />obligations of any kind with respoct to that Purchased Equipmont, except as set forth to an applicable Attachment, Pricing Schedule or Service Guido. it You do not accept
<br />the Purchased Equipment, Lha Purchased Equipment must be rotumod to the manufacturer. AT&T will obtain hem the manufacturer and forward to You a Return Material
<br />Aulhorization. AT&T relaft a purchase money secudly interest in all Purchased Equipment until You pay for It In lull; You appoint AT&T as Your agent to sign and ills a
<br />linandeg statement to perfect AT&Ts secudly Interest All Purchased Equipment is provided on an AS iS' basis, except that A T&T will pass through to you
<br />any wominfles available from its suppliers, to the extent that AT&T is permitted to do so under its contrails with those suppliers.
<br />Resala Prohibited: Unless applicable local low or regulation mandates otherwise, You may not rosall the Services to third parkas.
<br />Governing Lew Unless applicable law requires otherwise, stalo law Issues concerning the construction, Interpretation and performance of this Agrecmarit shall be
<br />govemod by the laws of the State of Now York, U.SA, excluding its choico of law rotes.
<br />Lnilre Agreement: THIS AGREEMENT, THE AT&T SERVICE GUIDE, THE AT&T ACCEPTABLE USE POLICY AND THE AT&T BUSINESS COMMUNICATIONS
<br />SERVICE AGREEMENT CONSTITUTE THE ENTIRE AGREEMENT BETWEEN THE PARTIES. THIS AGREEMENT SUPERSEDES ALL PRIOR AGREEMENTS,
<br />PROPOSALS, REPRESENTATIONS, STATEMENTS OR UNDERSTANDINGS, WHETHER WRITTEN OR ORAL CONCERNING THE SERVICES, THIS AGREEMENT
<br />SFWl NOT BE MODIFIED OR SUPPLEMENTED BY ANY WRITTEN OR ORAL STATEMENTS, PROPOSALS, REPRESENTATIONS, ADVERTISEMENTS, SERVICE
<br />DESCRIPTIONS OR YOUR PURCHASE ORDER FORMS NOT EXPRESSLY SET FORTH IN THIS AGREEMENT.
<br />Doc ID: ARN34509GCO - SIMPVOICEI K3YiR V4 — 211108
<br />AT&T and Customer Con(fdentlal Information
<br />Page 2 of 4 134
<br />
|