Tier4 Voice Terms & Conditions

Thank you for choosing Tier4 Voice as your provider. This agreement is between Tier4 Voice and Customer. All services or products (Services) provided by Tier4 Voice shall be governed by the terms and conditions herein.

Intended Use:

Customer agrees to use the Services only for lawful purposes. Unauthorized transmission or storage of any information, data, or material in violation of any Federal or State law or regulation, including without limitation to illicit transmission or use of copyrighted material, obscene material, material protected by trade secrets or materials designed to harass or interfere with others, is strictly prohibited. Customer shall strictly comply with the rules of any other network Customer accesses through the use of the Services. Tier4 Voice has no obligation to monitor the content of communications sent, posted, linked or otherwise conveyed by Customer but reserves the right to do so including, but not limited to, where directed to do so by law enforcement authorities. For the purposes of this Agreement, to the extent that an employee or third party uses the Services provided hereunder use by such employee, agent or third-party use shall be deemed Customer’s use for the purposes of this Agreement.

Prohibited Uses:

Customer is expressly prohibited from reselling or transferring the Services or Tier4 Voice equipment to any other person for any purpose, without express written permission from Tier4 Voice in advance. In addition, Customer is expressly prohibited from using the Services for auto-dialing, continuous or extensive call forwarding, telemarketing, fax broadcasting or fax blasting, call centers, or for uses that result in excessive usage inconsistent with normal business usage patterns. If Tier4 Voice determines that Customer is reselling the Services or engaging in any of the aforementioned practices, Tier4 Voice reserves the right, without advance notice, to immediately terminate or modify the Services, or to change Customer’s calling plan to a different offer on a prospective basis, and in addition, to assess additional charges for each month in which excessive usage occurred.

Fraudulent Use:

Tier4 Voice shall not be liable for any loss, damage or be obligated to provide any refunds to Customer as a result of any fraudulent use of the Service by any third party or person. Customer understands and agrees that it is financially responsible for all outstanding fees and charges relating to the use of the Service, whether or not such usage was expressly authorized. Customer is solely responsible for the security of any device connected to the Service and shall take security precautions to ensure that there is no unauthorized access or misuse of the Service. It is the responsibility of Customer to notify Tier4 Voice of any unauthorized use or any other breach of security. Tier4 Voice will not be liable for any loss or damage from Customer’s failure to comply with this security obligation.

Use of Tier4 Voice Network Services:

Customer shall access the Tier4 Voice network provided in connection with the Services in accordance with the manuals or instructions provided by Tier4 Voice. Customer shall not make any alterations or additions to equipment provided under this Agreement, or any accompanying documents, or attempt to maintain or repair it. Tier4 Voice will not be liable for Customer errors in utilizing Tier4 Voice self-provisioning and management tools made available via its web portal. Such equipment shall be used by Customer only at the site location(s) designated in the Customer Order Form (the “Registered Location(s)”) and shall not be resold, removed or relocated by Customer (except within the Registered Location to which the equipment was originally registered), except as expressly authorized in writing by Tier4 Voice.

E911 Acknowledgment:

LIMITATIONS ON SERVICE: EMERGENCY DIALING (E911) VIA THE SERVICE MAY BE ADVERSELY AFFECTED BY USE OF THE PUBLIC INTERNET, RELOCATION OF THE IP-COMPATIBLE EQUIPMENT FROM THE REGISTERED LOCATION(S), USE OF NUMBERS OUTSIDE THE RATE CENTER TO WHICH THEY ARE ASSIGNED, LOSS OF ELECTRICAL POWER, BROADBAND CONNECTION FAILURE, OR DELAY IN ADVISING TIER4 VOICE OF A CHANGE IN REGISTERED LOCATION.

CUSTOMER IS ENCOURAGED TO RETAIN A TRADITIONAL LANDLINE FOR BACKUP AND TO INFORM USERS OF THESE LIMITATIONS. EMERGENCY SERVICES MAY BE UNRELIABLE IF THE EQUIPMENT IS MOVED, OR IF OUT-OF-REGION NUMBERS ARE USED.

TIER4 VOICE OFFERS INTERNET CONNECTIVITY SERVICES, BUT THIRD-PARTY INTERNET CONNECTIVITY IS NOT WARRANTED BY TIER4 VOICE, AND QUALITY ISSUES MAY OCCUR, INCLUDING THE INABILITY TO COMPLETE E911 CALLS.

IP Addresses:

Internet Protocol numbers (“IP numbers”) provided or assigned by Tier4 Voice in connection with the Services remain the property of Tier4 Voice and are not portable. Assignment is not guaranteed and may be changed at any time. Customer must provide an accurate host count at contract signing, subject to verification.

Software:

Software included with Tier4 Voice Services is licensed (not sold) for Customer’s internal use only, subject to this Agreement. Customer may not modify, reverse engineer, sublicense, or use for third parties.

Hardware:

Unless otherwise agreed in writing, all non-purchased equipment delivered to Customer remains the property of Tier4 Voice. Customer has no ownership rights and shall not tamper with the equipment.

Maintenance:

Tier4 Voice will notify Customer of no-cost updates. Feature additions are billed at current rates. Tier4 Voice may subcontract its obligations.

Order Acceptance:

The Service Term begins upon written notice that Services are operational. Customer has 72 hours to report deficiencies. If not reported, Services are deemed accepted and billing begins.

Service Term:

a) Default Service Term is 60 months from Service Commencement Date, with automatic annual renewals unless either party gives 60-day written notice before term end.

Payment:

a) Customer agrees to pay according to the rates specified in the Customer Order Form. Billing begins at the Service Commencement Date.

b) Variable charges may change with 30-day notice and are billed in arrears. Fixed recurring charges are billed monthly in advance.

c) Non-recurring charges are billed in advance.

d) Equipment purchases will be billed upon shipment. Customer bears all shipping and insurance costs and risk of loss.

e) Payment due within fifteen (15) days of invoice date.

Late Payments:

Late payments accrue finance charges. Accounts unpaid may be suspended or terminated. A $99 reinstatement fee applies. Returned checks incur a $35 fee.

Disputed Invoices / Remedy:

Disputes must be raised within 30 days of invoice date with documentation. Customer must pay undisputed amounts and no more than 30% of any invoice may be withheld. Unresolved disputes may go to arbitration in Wake County, North Carolina.

Rates:

a) Regulatory and third-party fee increases may be passed through to Customer.

b) If Tier4 Voice raises rates with 60-day notice, Customer may terminate without penalty if done in writing within those 60 days.

Termination / Breach:

a) Tier4 Voice may terminate or suspend Services for:

• Non-payment (10 days after notice)
• Legal violations (72 hours after notice)

b) Either party may terminate for material breach not cured within 30 days.

c) Early termination by Customer without cause results in a fee of:

• 100% of remaining fixed monthly charges, and
• Any third-party telecom fees committed for the Service Term.

e) Customer must return all non-purchased equipment within five (5) business days after termination, in good working order.

Confidentiality and Intellectual Property:

All IP remains with Tier4 Voice. No license or rights are granted to Customer.

Warranties and Liability:

a) Services are provided “as is.” No warranties of any kind.

b) No liability for indirect or consequential damages.

c) Liability is limited to the fees paid by Customer in the prior three months.

d) No liability for third-party products or misuse.

e) Service credits for interruptions are the sole remedy.

Indemnification:

Customer will indemnify Tier4 Voice from third-party claims arising from Customer’s use of the Services.

Third Party Vendors:

Vendor warranties will be passed through to Customer where applicable.

Force Majeure:

Tier4 Voice is not liable for delays or failures due to events beyond its control.

No Waiver:

Failure to enforce any right is not a waiver.

Assignment:

Customer may not assign the Agreement without consent. Tier4 Voice may assign its rights and obligations.

Modification:

Only written amendments signed by both parties are binding.

Relationship of the Parties:

Nothing in this Agreement creates a partnership or employment relationship.

Governing Law / Venue:

This Agreement is governed by the laws of North Carolina. Venue lies in Wake County, NC.

Survival:

Terms that by nature should survive termination shall remain in effect.

Severability:

If any provision is invalid, the rest remains enforceable.

No Third-Party Beneficiaries:

No third party has rights under this Agreement.

Notice:

Notices to Tier4 Voice shall be delivered to:

Tier4 Voice
5400 Etta Burke Court
Raleigh, NC 27606
(or as updated by Tier4 Voice)