Legal Stuff

The FCC recently issued its order on the provision E911 services that includes a requirement that service providers notify their Customers of the limitations on any Voice over IP service. As a Customer of Tierzero's Hosted PBX Service, (the "Service"), you should be aware that emergency dialing (E911) may not be available under certain circumstances, as described below:

• If you move the IP-compatible equipment that you use to access the Service, (whether a phone or personal computer or other device, softphone, etc...), from the registered location, as specified in your order form. Each phone number is registered in a national database (the "ALI Database") to a specific site address for emergency response purposes. If you dial E911 from a remote location using the Service, emergency personnel will respond to the registered site location listed in the ALI Database. They will not be able to identify or track your remote location; or
• If you are using a number for a location that is outside the Rate Center to which the number is assigned (e.g., a non-native telephone number); or
• If there is a failure of your broadband connection, (no matter who is your broadband service provider), or loss of electrical power; or
• If you fail to timely notify Tierzero of a change to the registered location for any number assigned to you in connection with the Service so that the ALI Database can be updated in a timely manner.

Due to the foregoing limitations, Tierzero highly recommends that all its Customers retain at least one "plain old telephone service" ("POTS") line in case of disruption of the Service, (broadband or VoIP- service).

1. General

(a) These Terms and Conditions are part of the Contract (referred to as "Agreement") between Customer and Tierzero and/or its affiliated companies.

(b) Tierzero may increase the rates in this Agreement to pass through any price increases imposed on Tierzero by the providers of the underlying facilities used to provide the Services or, in the case of long distance services, by Tierzero's wholesale providers of such services. Tierzero may also change the rates, terms and conditions applicable to Services by giving Customer at least 30 days prior written notice.

(c) Under certain conditions, Customer may request that installation of Services be expedited by agreeing to pay an Expedite Fee. No projected date for expedited installation is guaranteed.

(d) Tierzero reserves the right to provide Services to Customer via Tierzero's choice of technology and to change the manner in which we deliver Services at any time in Tierzero's sole discretion provided the functionality of the Service provided remains substantially unaffected by the change.

2. Term and Billing Payment

(a) Effective Date. This Agreement is effective once signed by both Tierzero and Customer and Customer's credit application is approved.

(b) Term. The initial term of this Agreement ("Initial Term") will begin the date Tierzero provides notice to Customer that the Services are available for Customer's use.

(c) Billing. Tierzero will begin invoicing Customer for the Services after giving Customer notice that the Services are available for Customer's use and will continue invoicing Customer on a monthly basis until the Agreement is terminated.

(d) Payment. Invoices are due and payable upon presentation, and become past due after the Pay By Date printed on the invoice. If Customer fails to pay all non-Disputed charges by the Pay By Date, a late fee of $25 per month or 1.5% per month, whichever is more, will be applied.

3. Customer Obligations

(a) Tierzero Property. Any equipment installed at Customer's premises by Tierzero remains Tierzero property.

(b) Building Access. Customer shall obtain all necessary approvals, applicable permits and/or use fees.

(c) Responsibility for Message Content. Customer is solely responsible for all content that Customer makes available on or through Tierzero Services.

(d) Use of Services. Customer will not use the Services for any illegal, unlawful, abusive or fraudulent purpose.

(e) Third-Party Obligations. Customer is responsible to pay any third-party vendor charges.

(f) Network Security. Customer acknowledges that it is Customer's responsibility to take whatever actions you the Customer deem necessary to make your computer and voice network and circuits adequately secure from unauthorized access.

4. Termination

Either party may terminate this Agreement upon 30 days notice if the other party materially breaches the terms and conditions of this Agreement. If Customer terminates this Agreement or any Services for any reason other than Tierzero's material breach, Customer shall pay to Tierzero an early termination fee of 100% of the remaining balance of the agreement.

5. Miscellaneous Provisions

(a) Assignment and Succession. Customer may not assign or transfer this Agreement without Tierzero's prior written consent.

(b) Governing Law. This Agreement shall be construed pursuant to the laws of the State of California.

(c) Force Majeure. Tierzero shall not be liable for any failure of performance due to causes beyond Tierzero's control.

(d) Arbitration. If Customer and Tierzero cannot resolve any dispute, both parties shall submit the dispute to binding arbitration.

(e) Entire Agreement. This Agreement constitutes the entire and final agreement between Customer and Tierzero.