Legal

Telecommunications Service Agreement

Edgeless Unified Communications Terms of Service (Rev. 2024)

THIS AGREEMENT IS ENTERED INTO BY AND AGREED BETWEEN

Edgeless Unified Communications, LLC (“EdgelessUC”) and

the “Customer” as described in the accepted Service Request Form to be attached

hereto and incorporated herein (collectively, this “Agreement”).

  1. Services. Subject to the terms and
    conditions contained herein, EdgelessUC
    agrees to provide to Customer, and
    Customer agrees to purchase from
    EdgelessUC, the telecommunications
    service(s) identified in the accepted Service
    Request Forms attached hereto and
    incorporated herein (collectively, the
    “Service” or “Services”).
    2. Term. The term of this Agreement with
    respect to each accepted Service Request
    Form shall commence on the Requested
    Service Date (as specified in an accepted
    Service Request Form) or the date upon
    which the Service first becomes available,
    whichever is later (the “Service
    Commencement Date”). Unless canceled in
    writing by either party at least thirty (30)
    days prior to expiration, Service will
    automatically continue on an annualized
    term under the same terms and conditions.
    The term of the Service under this
    paragraph is hereinafter referred to as the
    “Service Commitment Period.”
    3. Tariff Applicability. If the Service
    provided hereunder is subject to the rates,
    terms and conditions contained in
    EdgelessUC’s tariffs (“Tariffs”) on file with
    the Federal Communications Commission
    (“FCC”) or on file with the Public Utility
    Commission of Texas (“PUCT”), this
    Agreement shall be subject to changes,
    modifications, orders and rulings by the
    FCC or the PUCT. In the event of a conflict
    between the terms of the applicable Tariffs
    and this Agreement, the terms of the Tariffs
    shall control and supersede the terms of this
    Agreement. If Tariffs do not govern the
    Service, this Agreement and its rates,
    terms, and conditions set forth herein shall
    fully control. If during the term of this
    Agreement, the Tariffs covering the Service
    are withdrawn pursuant to statutory
    changes or orders from the FCC, or other
    governmental or judicial authority, this
    Agreement shall continue in full force and
    effect and the rates, terms and conditions
    set forth herein shall fully control.
    4. Charges. For the Service provided
    pursuant to this Agreement, Customer shall
    pay EdgelessUC the rates and charges set
    forth in the applicable Service Request
    Form. Customer shall also pay all applicable
    federal, state and/or local taxes, fees and
    surcharges that may be required under
    applicable law, regulation or tariffs in
    connection with the Service. Such taxes,
    fees and/or surcharges are subject to
    change without notice to Customer. If you
    are Tax exempt, please provide your tax
    exemption forms within 30 days.Charges for
    ancillary services, including but not limited
    to, charges for installation and change
    orders, used by Customer will be imposed
    through EdgelessUC’s current support
    package.
    5. Payment of Charges. Payment for
    installation and other non-recurring charges
    shall be due on the first day of the month
    following the month in which the Service
    was provided. Thereafter, payment for
    monthly recurring charges shall be made in
    arear of the month for which Service shall
    was provided, and shall be due on the first
    day of such month. In the event Customer
    fails to pay EdgelessUC’s invoice in full or
    remit payment to the proper address on or
    before ten (10) days after the due date,

Customer shall also pay a late payment

charge of 1.5% per month or the maximum

rate permitted by law, whichever is lower, on

all overdue amounts until Customer’s

account is current. Should Customer have a

billing dispute, Customer must provide

notice to EdgelessUC in writing within thirty

(30) days of the invoice date with a detailed

explanation of the disputed invoiced

amount, and Customer shall pay the

undisputed portion as and when due. If

EdgelessUC determines that a disputed

charge was billed correctly, payment shall

be due from Customer with five (5) days

after EdgelessUC advises Customer that

the dispute is denied.

  1. Credit Check/Deposit. Customer’s credit

history is subject to review by EdgelessUC.

In conformity with EdgelessUC’s

established policies, if Customer’s financial

condition cannot be verified or is otherwise

unacceptable to EdgelessUC, EdgelessUC

may establish certain credit measures

including but not limited to setting toll usage

limitations and requiring deposits or

irrevocable letters of credit as a condition to

providing Service. The provisions of this

Section 6 are independent of, and in

addition to, such other rights and remedies

as EdgelessUC may have at law or in equity

or otherwise for any breach of this

Agreement by Customer.

  1. Unauthorized Use. EdgelessUC does

not warrant or guarantee that it can prevent

unauthorized use or misuse. EdgelessUC

shall not be liable for any damages,

including charges for service under this

Agreement that Customer may incur as a

result of unauthorized use or misuse of the

Service by Customer’s employees,

contractors and agents, invitees, other third

parties or the public. Customer will remain

responsible for all charges.

  1. Customer Proprietary Network

Information (“CPNI”). Customer agrees

that EdgelessUC may release to Customer’s

representatives call detail, billing information

and other CPNI associated with the Service

without establishing a password for

authentication purposes. Customer agrees

that EdgelessUC may rely, in lieu of a

password, on the use of account information

(including, but not limited to, account

number, billing address, contact name(s),

and identification of the Service) and other

commercially reasonable processes to

authenticate Customer’s representatives

who contact EdgelessUC ‘s dedicated

account representative(s) to request CPNI.

Customer acknowledges that this alternative

authentication regime is for Customer’s

convenience, and, if Customer elects not to

require the use of a password, Customer

assumes the risk of inadvertent or

unauthorized disclosure of CPNI. Customer

has a right, and EdgelessUC has a duty,

under federal law to protect confidentiality of

CPNI. Customer may request that

EdgelessUC implement password

protection for Customer’s CPNI at any time

upon written notice. Customer further

acknowledges that EdgelessUC, its agents

and its affiliates that provide

communications-related services may

access, use and disclose Customer’s CPNI

to market communications-related services

to Customer, unless and until Customer

“opts-out” as provided in the EdgelessUC

Customer Proprietary Network Information

(CPNI) Notice. EdgelessUC may share

Customer’s CPNI with its independent

contractors and/or joint venture partners for

purposes of marketing new or additional

services and in connection with Customer’s

current Service. Customer expressly

consents (“opts-in”) to such use of its CPNI

by its signature below, unless and until Customer revokes or denies such consent

by written notice to EdgelessUC. Customer

may deny or withdraw access to CPNI for

marketing purposes at any time, and such

denial of consent shall not affect the

provision of current Service.

  1. Limited Warranty. EdgelessUC WILL

USE COMMERCIALLY REASONABLE

EFFORTS TO PROVIDE THE SERVICE

SUBSTANTIALLY IN ACCORDANCE WITH

SERVICE DESCRIPTIONS. EdgelessUC

DOES NOT WARRANT THE SERVICE

WILL BE PROVIDED WITHOUT

INTERRUPTION. IF THE SERVICE DOES

NOT FUNCTION SUBSTANTIALLY IN

ACCORDANCE WITH SUCH SERVICE

DESCRIPTIONS THROUGH NO FAULT OF

CUSTOMER OR ITS AGENTS,

EdgelessUC WILL REPAIR THE SERVICE

AND ANY CREDITS FOR THE AFFECTED

SERVICE WILL BE ISSUED IN

ACCORDANCE WITH EdgelessUC’S

THEN CURRENT POLICIES. THIS

LIMITED WARRANTY IS EXCLUSIVE OF

ALL OTHER WARRANTIES, EXPRESS OR

IMPLIED, INCLUDING WARRANTIES OF

MERCHANTABILITY OR OF FITNESS FOR

A PARTICULAR PURPOSE.

  1. Limitation of Liability. EdgelessUC

WILL NOT BE LIABLE FOR

CONSEQUENTIAL, INCIDENTAL,

INDIRECT, OR SPECIAL DAMAGES,

INCLUDING, BUT NOT LIMITED TO, LOSS

OF BUSINESS, PROFITS, INFORMATION

OR OTHER COMMERCIAL OR

ECONOMIC LOSS, WHETHER SUCH

DAMAGES ARE BASED ON BREACH OF

CONTRACT, TORT (INCLUDING

NEGLIGENCE OR OTHERWISE) EVEN IF

EdgelessUC HAS BEEN NOTIFIED OF

THE POSSIBILITY OF SUCH DAMAGES.

EdgelessUC’S LIABILITY TO CUSTOMER

FOR ANY OTHER DAMAGES DUE TO

FAILURES IN THE SERVICE ARISING

FROM ITS NEGLIGENCE OR BREACH OF

THE AGREEMENT SHALL BE LIMITED TO

THE CHARGES FOR THE SERVICE

AFFECTED BY THE FAILURE FOR THE

PERIOD OF SUCH FAILURE.

  1. Default. In addition to any other rights

and remedies specified herein, or available

to EdgelessUC at law or in equity,

EdgelessUC shall have the following

suspension and/or termination rights: (a)

EdgelessUC may, upon three (3) days’ prior

written notice, immediately suspend all or

any portion of the Service to Customer

and/or terminate this Agreement without

liability, if any Customer invoice is more

than ten (60) business days past due; (b)

EdgelessUC may, upon seven (70) days’

prior written notice, immediately suspend all

or any portion of the Service to Customer

and/or terminate this Agreement without

liability, in the event Customer shall fail to

cure any material breach of this Agreement;

and (c) EdgelessUC may immediately

suspend all or any portion of the Service to

Customer and/or terminate this Agreement

without liability, if Customer files for

bankruptcy or reorganization or fails to

discharge any involuntary petition for the

same within thirty (30) days after such filing,

or if Customer otherwise becomes

insolvent.

  1. Indemnification. Customer shall

indemnify, defend and hold harmless

EdgelessUC and its affiliates, employees,

directors, officers, representatives,

subcontractors, interconnection service

providers, suppliers and agents

(“EdgelessUC Indemnified Parties”) from

and against all demands, claims, actions or

causes of action, assessments, losses,

damages, liabilities, costs and expenses,

including, without limitation, interest,

penalties and reasonable attorneys’ fees

and disbursements (collectively, “Claims”)

to the extent any such Claim is asserted by

a third party against any EdgelessUC

Indemnified Party, directly or indirectly, by

reason of or resulting from any Customer

failure to perform an obligation under this

Agreement or any action or inaction of

Customer or its employees or agents that is

illegal or constitutes negligence or

intentional misconduct, or as a result of: (i)

claims for libel, slander, infringement of

copyright or unauthorized use of trademark,

logo, trade name or service mark arising out

of use of any Service; (ii) claims for patent

infringement arising from combining or

connection of facilities to use EdgelessUC’s

network; (iii) claims for damage to tangible

property and/or personal injuries (including

death) arising out of the negligence or willful

act or omission of Customer; and (iv) claims

that the content or the actions of Customer

violate any law or regulation.

  1. Termination. The rates and charges for

Service set forth on the applicable Service

Request Form are established, in part, in

consideration of Customer’s agreement to

purchase Service for a specified term. After

a Service Request Form is accepted by

EdgelessUC, Customer may cancel all or

any portion of the Service prior to the

expiration of the Service Commitment

Period (an “Early Termination”) by providing

EdgelessUC with written notice of such

Early Termination at least thirty (30) days

prior to the effective date thereof. In the

event of any Early Termination, or a

termination by EdgelessUC in accordance

with Section 11 herein (“Section 11

Default”), Customer shall remain liable for

and pay to EdgelessUC, within ten (15)

days after the effective date of the Early

Termination or the Section 11 Default, and

without any right of off-set against pre-paid

non-recurring Charges, an amount equal to:

(1) all non-recurring Service charges

applicable to the cancelled Service

remaining unpaid as of the effective date of

the Early Termination or the Section 11

Default; plus (2) all accrued and unpaid

monthly service charges for the cancelled

Service through the effective date of the

Early Termination or the Section 11 Default;

plus (3) as liquidated damages, a

Termination Fee equal to: (a) the remaining

balance of all monthly service charges for

the cancelled Service for the remainder of

the Service Commitment Period if the

Service Commitment Period is one (1) year

or less; or (b) if the Service Commitment

Period is longer than one (1) year, the

remaining balance of all monthly service

charges for the cancelled Service for the

remainder of the first year of the Service

Commitment Period, plus an amount equal

to twenty percent (20%) of the balance of all

monthly service changes for the terminated

Service for the remainder of the Service

Commitment Period. The parties agree that

the Termination Fee is not a penalty, but

rather, the parties’ best estimate of the

actual losses to be incurred by EdgelessUC

as a result of such Early Termination by

Customer or Section 11 Default by

EdgelessUC, as applicable, the actual

losses being difficult or impossible to

calculate or ascertain. In the event of an

Early Termination or a Section 11 Default,

Customer shall not be entitled to any refund

of all or any portion of any nonRecurring

service charges paid by Customer prior to

the effective date of the Early Termination or

the Section 11 Default. In the event of any

cancellation described in Section 11 or

Section 13 herein, Customer shall also pay

EdgelessUC an amount equal to any

termination charges, expenses, fees or

penalties incurred by EdgelessUC due to

cancellation of relevant local access

procured and administered by EdgelessUC

on behalf of Customer plus any other

reasonable costs, expenses or additional

charges incurred as a result thereof.

  1. Restrictions on Service. (a) Customer

use of any Service provided under this

Agreement is subject to applicable state and

federal laws, rules and regulations.

Notwithstanding anything to the contrary

contained herein or elsewhere in any

agreement between the parties, upon thirty

(30) days prior written notice, EdgelessUC

or Customer shall have the right, without

liability, to cancel an affected portion of the

Service, if any material rate or term

contained herein and relevant to the Service

is substantially changed by order of the

highest court of competent jurisdiction to

which the matter is appealed, the Federal

Communications Commission or other local,

state or federal government authority, or

due to a material change or termination of a

relevant third party contract of EdgelessUC

affecting the terms and conditions,

including, without limitation, pricing,

contained herein (e.g., an underlying

provider). (b). Any service utilizing a

dynamic integrated access device requires

customer supplied power. A power supply

failure will interrupt this service, including

the ability to access emergency response

services such as police, fire and 911. (c) For

telephone trunk based services,

EdgelessUC shall utilize the Billing

Telephone Number (BTN), the Customer

name, and the Service Address of the

telephone product specified on the Service

Request Form for 911 and E-911

notification. If Customer desires all assigned

outbound numbers to be reported to 911

and E-911, Customer must request with

EdgelessUC. Within a commercially

reasonable time after receipt of such

request EdgelessUC shall enable all

assigned outbound numbers to be

transmitted for 911 and E-911 connection.

Customer shall remain solely responsible

for access to emergency response services

such as police, fire and 911 for any private

distribution of telephone numbers to service

locations other than that listed as the BTN

Service Address on the Service Request

Form.

  1. Force Majeure. If EdgelessUC’s

performance of this Agreement or any

obligation hereunder is prevented, restricted

or interfered with by causes beyond its

reasonable control, including but not limited

to, acts of God, fire, explosion, vandalism,

cable cut, storm or other similar occurrence,

any law, order, regulation, direction, action

or request of the United States government

or state or local governments, any

instrumentality of any one or more said

governments, or of any civil or military

authority, or by national emergencies,

insurrections, riots, wars, strikes, lockouts or

work stoppages or other labor difficulties,

supplier failures, shortages, breaches or

delays, EdgelessUC shall not be liable for

any such failure of performance.

  1. General Provisions: (a) Customer

accepts the responsibility for providing

EdgelessUC with any tax or special access

surcharge exemption forms as may be

required by local exchange telephone

companies. (b) The provision of the Service

will not create a partnership or joint venture

between the parties or result in a joint

service offering to third parties. (c) This

Agreement shall be governed by the laws of

the State of Oklahoma, without reference to

its principles of conflict of laws. In the event

suit is brought or an attorney is retained by

EdgelessUC to enforce the terms of this

Agreement or to collect any money(s) due

hereunder or to collect money damages for

breach hereof, EdgelessUC shall be entitled

to recover, in addition to any other remedy,

reimbursement for reasonable attorneys’

fees, court costs, costs of investigation and

other related expenses incurred in

connection therewith. (d) This Agreement

shall be binding upon and inure to the

benefit of both parties hereto and their

respective successors or permitted assigns,

provided, however, that Customer shall not

assign or transfer its rights or obligations

under this Agreement without the prior

written consent of EdgelessUC, which

consent shall not be unreasonably withheld,

and further provided that any assignment or

transfer without such consent shall entitle

EdgelessUC to terminate the Service

provided hereunder at its options upon ten

(10) days prior written notice. EdgelessUC

may assign this Agreement without consent

to any affiliated entity or to any successor in

interest whether by merger, reorganization

or transfer of all or substantially all of its

assets or otherwise. (e) If any part of any

provision of this Agreement shall be invalid

or unenforceable under applicable law, said

part shall be ineffective to the extent of such

invalidity only, without in any way affecting

the remaining parts of said provision or the

remaining provisions of this Agreement and

Customer and EdgelessUC hereby agree to

negotiate in good faith with respect to any

such invalid or unenforceable part to the

extent necessary to render such part valid

and enforceable. Either Party’s failure to

enforce any of the provisions of this

Agreement or to exercise any right or option

is not a waiver of any such provision, right

or option, and shall not affect the validity of

the Agreement. Any waiver must be written

and signed by the Parties. (f) Any notice or

other communication required or permitted

under this Agreement shall be in writing and

shall be deemed given when delivered by

hand or three (3) days after being deposited

in the United States mail, registered or

certified mail, return receipt requested,

postage prepaid, and addressed to the

applicable “Business Address” shown

below. Either party hereto may change its

address for notification purposes by giving

the other party prior written notice as

aforesaid specifying the new address and

the date upon which it shall become

effective. (g) The Parties hereto hereby

knowingly, irrevocably, voluntarily and ment

executed in connection with this Agreement,

or any course of conduct, intentionally waive

any rights to a trial by jury in respect of any

action, proceeding or counterclaim based

on this Agreement or arising out of, under,

or in connection with this Agreement or any

document or instrucourse of dealing,

statements (whether verbal or written) or

action of any Party hereto. (h) This

Agreement may be executed

simultaneously in any number of

counterparts, each of which counterparts

will be deemed to be an original, and such

counterparts will constitute but one and the

same instrument. (i) Neither Party will

disclose the terms of this Agreement to any

other person without the prior written

consent of the other Party, except as may

be necessary to comply with applicable laws

and regulations. (j) This Agreement,

including the relevant Schedules and

Supplements thereto represents the entire

understanding between the Parties in

relation to the matters herein and

supersedes all previous agreements

whether oral or written made between the

Parties in relation to the subject matter

hereof. Except as otherwise agreed herein,

this Agreement may only be modified by a

writing signed by authorized representatives

of both Parties. The headings in this

Agreement are for convenience of reference

and shall not affect its construction or

interpretation. (k) The covenants and agreements contained in this Agreement

with respect to payment of amounts due,

confidentiality, liability, and indemnification

shall survive termination of this Agreement,

regardless of the reason for termination.

The rights and obligations under this

Agreement shall survive any merger or sale

of either party and shall be binding upon the

successors and permitted assigns of each

party. (l) Each signatory to this Agreement

does hereby represent and warrant that he

has the authority to execute this Agreement

on behalf of the party to this Agreement for

whom he is executing this Agreement.

Hosted PBX Services and SIP Services

  1. Customer with Hosted PBX service

affirmatively requests that its employees, for

whom Customer requests user IDs and

passwords, be given access to Customer’s

call records via the secure web portal. 2.

Customer shall, at its own expense, provide

all necessary preparations required to

connect to the Services and comply with

EdgelessUC’s installation and maintenance

specifications for delivery of the Services.

Customer shall be responsible for the costs

of any relocation or removal of original

services that result from Customer’s actions

in addition to the costs for the original

service until such time as the Service is

active. Additionally, Customer shall provide

EdgelessUC or its agents with reasonable

access to Customer’s premises to perform

any acts required under this Agreement. 3.

CUSTOMER PROVIDED EQUIPMENT.

Unless otherwise agreed in writing by an

authorized representative of each Party, if

Customer provides its own equipment in

conjunction with the Services, then

Customer is fully responsible for the

installation, maintenance and configuration

of such Customer-provided equipment. The

Customer-provided equipment must be in

working order before EdgelessUC or its

agents will perform any installation that

utilizes such equipment. EdgelessUC shall

not be responsible for the maintenance,

repair, or operation of any equipment not

provided by EdgelessUC in connection with

the Services. 4. Customer shall be

responsible for all Customer premises data

and voice network infrastructure, including

but not limited to, hardware, software,

cabling, services and components not

provided by EdgelessUC, including the

selection, use compatibility, monitoring,

support and troubleshooting thereof. If such

items impair Customer’s use of the

Services, Customer shall remain liable for

payment to EdgelessUC for the Services.

Customer acknowledges that EdgelessUC

is not responsible for ongoing support and

maintenance of Customer network unless

otherwise agreed in writing. Upon notice

from EdgelessUC that any such component

causes or is likely to cause a hazard,

interference or obstruction of the Services,

Customer shall eliminate such item

promptly, and EdgelessUC may disconnect

the Services immediately until such

elimination occurs. EdgelessUC shall not be

responsible: (a) for the installation,

operation, management or maintenance of

any hardware, software, cabling or services

not provided by EdgelessUC in connection

with the Services; (b) if any changes in the

Services cause hardware, software,

configurations, cabling or services not

provided by EdgelessUC to become

obsolete or to require modification; (c) if any

modification or configuration performed by

Customer of EdgelessUC or Customer

provided equipment impairs the

performance of Services hereunder; or (d)

for the performance or availability of third

party services or facilities provided

hereunder. 5. EQUIPMENT SOLD TO

CUSTOMER. To provide the Services,

EdgelessUC may sell or finance equipment,

such as IP Phone Sets to Customer.

EdgelessUC’s liability for such equipment

shall pass to Customer upon installation,

and title (if applicable) and all risk of loss or

damage. Customer will be provided a twelve

(12) month manufacturer’s warranty from

the date of purchase of equipment or

Services. Customer shall be required to

obtain authorization from EdgelessUC to

return any equipment. EdgelessUC will provide replacement equipment only if the

equipment is deemed to be defective and

covered under the warranty. EdgelessUC

will not cover replacement for lost, stolen or

modified equipment. Equipment returned by

Customer that is not covered under

warranty may be refused by EdgelessUC

and Customer will be responsible to pay

return shipping charges. 6. EQUIPMENT

RENTAL. To provide the Services,

EdgelessUC may rent equipment, such as

IP Phone Sets to Customer. The equipment

installed by EdgelessUC belongs to

EdgelessUC unless sold to Customer and

paid in full. Customer may not sell, rent,

lease, loan or give away the equipment

without EdgelessUC’s prior written consent

and Customer may not use any of the

equipment at any location other than the

premises at which the equipment was

installed by EdgelessUC or for which it was

provided by EdgelessUC. Customer may

not use EdgelessUC equipment for anything

but EdgelessUC services. Customer agrees

not to attempt to make repairs to, or to alter,

disturb or tamper with the equipment and

that customer will not permit anyone other

than EdgelessUC or EdgelessUC’s agent to

perform any work on the equipment.

Customer is also responsible for preventing

any tampering with or loss of or damage to

the equipment. 7. In accordance with

EdgelessUC’s and any other relevant

equipment manufacturer’s specifications,

Customer shall maintain a suitable

environment for any EdgelessUC equipment

housed on Customer’s premises and/or on

premises rented by Customer or under its

control. Customer shall be liable for any and

all damages to EdgelessUC –for any

owned, rented or leased property that may

be located on such premises, excluding

reasonable wear and tear. 8. After the

required thirty (30) days’ notice and upon

expiration or termination of this Agreement

or any Sales Order Form: (i) the rights

granted to Customer under this Agreement

or the particular Service Order Form will

cease immediately upon the effective date

of such termination and be of no further

force or effect; (ii) each party will promptly

destroy or return to the other party all

Confidential Information belonging to such

party and certify in writing to the other party

that all such Confidential Information has

been so destroyed or returned (if

applicable); (iii) Customer shall immediately

surrender to EdgelessUC in its original

condition, all equipment or other property

owned, rented or leased by EdgelessUC

that has been provided to Customer, and

EdgelessUC or its agents shall have the

right to take immediate possession of such

equipment and, for such purpose, enter

Customer’s premises where such

equipment is located, free from all claims by

Customer; and (iv) if Customer has

equipment on EdgelessUC’s property,

Customer shall promptly remove all

equipment and other property as directed by

EdgelessUC and restore the Space to its

prior condition. Any equipment or other

property not so removed by Customer may

be removed and disposed of by

EdgelessUC and Customer shall be liable

for the cost of removal, disposal and

restoration of the Space to its original

condition. If Customer does not return all

EdgelessUC property in its original

condition, in EdgelessUC’s sole discretion,

reasonable wear and tear excepted,

Customer shall be responsible for the

replacement value of such property.

  1. Emergency 911 Services. Customer

agrees and acknowledges that due to the

unique nature and portability and mobility of

voice services provided over data networks (“IP telephony”) and including the

EdgelessUC services, emergency 911

operator services cannot be provided to

Customer by EdgelessUC with certainty,

consistency and reliability. Customer agrees

to defend, indemnify and hold EdgelessUC

and EdgelessUC’s personnel harmless form

any and all claims, damages, fines,

penalties, and any other liabilities, including

attorney fees, arising out of inaccuracy of

any information or the inadequacy of any

procedure or personnel relating to activation

an implementation or provision of 911

services as related to Services.

EdgelessUC and EdgelessUC personnel

shall not be liable for civil damages to any

person, corporation, or other entity for any

loss or damage caused by any act or

omission in the design, development,

installation, maintenance or provision of 911

services other than an act or omission

constituting gross negligence or willful

misconduct.

1.8 References

FCC Consumer Information Bureau: http://www.fcc.gov/cib/

Recording Telephone Conversations: http://www.fcc.gov/guides/recording-telephone-conversations

Electronic Communications Privacy Act of 1986 (“ECPA”), 18 U.S.C. 2510-2522: https://it.ojp.gov/default.aspx?area=privacy&page=1285

The Reporters Committee for Freedom of the Press: A Practical Guide to Taping Phone Calls and In-Person Conversations:http://www.rcfp.org/taping/

Interception And Divulgence Of Radio Communications: http://www.fcc.gov/guides/interception-and-divulgence-radio-communications

U.S. Department of Justice: http://www.usdoj.gov/

USA Bulletin, September 1997 Vol. 45, No. 5, 6. Electronic Investigative Techniques I:http://www.usdoj.gov/usao/eousa/foia_reading_room/usab4505.pdf

USA Bulletin, September 1997 Vol. 45, No. 5, 6. Electronic Investigative Techniques II:http://www.usdoj.gov/usao/eousa/foia_reading_room/usab4506.pdf

Telephone Tape Recording Law. Ralph Thomas. National Association Of Investigative Specialists:http://www.pimall.com/nais/n.tel.tape.law.html

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