VoIP Service

TERMS & CONDITIONS

(800) 285-7995
 NEXTIVA
NEXTIVA VOIPSERVICE
VOIP SERVICETERMS
TERMSAND
AND CONDITIONS
CONDITIONS

SIGNINGUP
SIGNING UPFOR
FORNEXTIVA’S
NEXTIVA’SVOIP
VOIPSERVICE
SERVICECREATES
CREATESAACONTRACT
CONTRACTBETWEEN
BETWEENYOU
YOUAND
ANDUS,
US,CONSISTING
CONSISTINGOFOFTHE
THEORDER,
ORDER,
THEAPPLICABLE
THE APPLICABLESERVICE
SERVICEDESCRIPTION
DESCRIPTIONAND
ANDTHIS
THISAGREEMENT.
AGREEMENT. ANY
ANYONE
ONEOF
OFTHE
THEFOLLOWING
FOLLOWINGACTIONS
ACTIONSCONSTITUTES
CONSTITUTES
YOURACCEPTANCE
YOUR ACCEPTANCEAND ANDAGREEMENT
AGREEMENTTO TOBE
BEBOUND
BOUNDBY BYTHESE
THESETERMS
TERMSAND
ANDCONDITIONS:
CONDITIONS:(1)
(1)ACCEPTING
ACCEPTINGTHE
THETERMS
TERMS
ANDCONDITIONS
AND CONDITIONSELECTRONICALLY
ELECTRONICALLYDURING
DURINGTHE
THEORDERING
ORDERINGPROCESS
PROCESSAND/OR
AND/ORUPON
UPONLOGGING
LOGGINGON ONTO
TOUSE
USEYOUR
YOUR
SERVICE,(2)
SERVICE, (2)YOUR
YOURSUBMISSION
SUBMISSIONOFOFAN
ANORDER,
ORDER,(3)
(3)YOUR
YOURUSE
USEOF
OFTHE
THESERVICE
SERVICEDESCRIBED
DESCRIBEDHEREIN.
HEREIN. THROUGH
THROUGHTHESE
THESE
ACTIONSYOU
ACTIONS YOUARE
AREAGREEING
AGREEINGTO
TOBEBEBOUND
BOUNDBYBYTHE
THETERMS
TERMSOF
OFTHIS
THISAGREEMENT
AGREEMENTAND
ANDALL
ALLTERMS
TERMSAND
ANDCONDITIONS
CONDITIONS
INCORPORATEDBY
INCORPORATED BYREFERENCE
REFERENCEIN
INTHIS
THISAGREEMENT.
AGREEMENT.

1.1.INTRODUCTION.
INTRODUCTION.These NEXTIVA VOIP Service Terms and Conditions, together with any operating rules, policies, price
schedules,or
schedules, orother
othersupplemental
supplementaldocuments
documentsexpressly
expresslyincorporated
incorporat herein by reference and published from time to time (collec- -
tively, the “Agreement”), constitutes the entire agreement between NEXTIVA, Inc., an Arizona corporation (hereinafter referred to
as “we,” “us” or “NEXTIVA”) and the party set forth in the related registration order form (herein after referred to as “you,” “user” or
“Customer”) regarding NEXTIVA’s Service (as defined herein), and supersedes all prior agreements, discussions and writings
between the parties regarding the subject matter of this Agreement.t.ForForpurposes
purposesofofthis
thisAgreement,
Agreement,the
theterm
term“NEXTIVA”
“NEXTIVA”include
include
our respective subsidiaries, affiliates, agents, employees, predecessors in interest, successors, attorneys and any other service
provider that furnishes services or devices to you in connection with this agreement.

2.2.DEFINITIONS.
DEFINITIONS.

2.1.
2.1.“Device”
“Device”means
meansa aNEXTIVA-provided
NEXTIVA-providedtelephone,
telephone,telephone
telephoneadapter
adapter(“Adapter”),
(“Adapter”),router,
router,ororother
otherdevice
deviceused
usedwith
withthe
the
Services.
Services.

2.2. “Documentation” means user manuals and other documentation relating to the Services, which are available to Customer
by Nextiva accessible via the Internet or in the form of printed media.
2.3.
2.3.“Services”
“Services”means
meansthetheproducts
productsand
andservices
servicesthat
thatare
arebeing
beingprovided
providedtotoyou
youasasdescribed
describedininany
anyquote
quoteorororder
orderform,
form,includ-
including, but not limited to, Nextiva’s Unified Communication services, collaboration services, and any associated software,
hardware or web-based platform. “Service” shall also include any additional Services provided to you as described in any
amendment.
addendum or amendment.

2.4. “Software” means any proprietary software owned by, licensed by, or which Nextiva has a right to sublicense under this
Agreement, which software is either provided to Customer under this Agreement or is used in or used to provide the Services.

3.3.REVISIONS
REVISIONSTOTOTERMS
TERMSAND ANDPRICING.
PRICING.From time to time, we may revise the terms and conditions of this Agreement
Agreement(including,
(including,
without limitation, any of the policies incorporated by reference) and the pricing (except during the term of a Minimum Commit- -
ment Contract) for the Service. Notice of revisions to the Agreement or pricing shall be posted on the NEXTIVA Website (“the
Website”) and deemed given and effective on the date posted to theeWebsite.
Website.IfIfyou
youdo
donot
notagree
agreeto
tothe
therevision(s),
revision(s),you
youmust
must
terminate your Service immediately, subject to the Termination provisions provided in this Agreement. By continuing to use the
reeto
Service after revision(s) are in effect, you hereby accept and agree toall
allsuch
suchrevisions.
revisions.

4.4.CUSTOMER
CUSTOMERREPRESENTATIONS.
REPRESENTATIONS.You Yourepresent
representandandwarrant
warrantthat
thatyour
yourprimary
primaryresidence
residenceor orbusiness
businessaddress
addressisisininthe
theUnited
United
States.You
States. Yourepresent
representandandwarrant
warrantthat
thatyou
youare
areatatleast
leasteighteen
eighteen(18)
(18)years
yearsof
ofage
ageor,
or,as
asapplicable,
applicable,the
theage
ageof
ofmajority
majorityininthe
the
country,state
country, stateororprovince
provinceininwhich
whichyou
youreside,
reside,and
andthat
thatyou
youpossess
possessthe thelegal
legalright
rightand
andability
abilityto
toenter
enterinto
intothis
thisAgreement.
Agreement.You You
represent and warrant that your name, user name, contact information and registered location are true and correct and if for
businessuse,
business use,you
youare
areauthorized
authorizedtotoact
acton
onbehalf
behalfofofyour
yourcompany.
compa You understand that NEXTIVA relies on the information you
supply and that providing false or incorrect information may result ultininService
Serviceprovisioning
provisioningand
anddelivery
deliverydelays,
delays,the
thesuspension
suspensionor or
termination of your Service and the inability of a 911-dialed call to be correctly routed to emergency service personnel, as further
explained below. You agree to promptly notify NEXTIVA whenever your personal or billing information changes (including, but not
limitedto,
limited to,your
yourname,
name,address,
address,e-mail
e-mailaddress,
address,telephone
telephonenumber,
numbe and credit card number and expiration date). You agree to be
financiallyresponsible
financially responsibleforforyour
youruse
useofofthe
theService
Serviceas aswell
wellas
asfor
foruse
useof ofyour
youraccount
accountby byothers.
others.

5.5. USE
USEOF
OFSERVICE
SERVICEAND
ANDDEVICE.
DEVICE.

5.1.
5.1.Business
BusinessPlans.
Plans. Service
Serviceisisprovided
providedto
toyou
youas
asaabusiness
businessuser,
user,for
foryour
yourbusiness
businessand
andhome
homeoffice
officeuse.
use.This
Thismeans
meansthat
thatyou
you
are not using it for any personal, residential, nonbusiness andnonprofessional
nonprofessionalpurpose.
purpose.This
Thisalso
alsomeans
meansthat
thatyou
youare
arenot
nottotoresell
orresell
transfer the Service
or transfer to any other
the Service to anyperson for anyfor
other person purpose or makeorany
any purpose charge
make for the for
any charge usethe
of the
use Service, withoutwithout
of the Service, express
express written permission from NEXTIVA in advance. NEXTIVA reserves the right to immediately terminate, change the
calling plan or modify the Service if NEXTIVA determines, in its sole discretion, that you are using the Service for non-business -
cial use.
or non-commercial use.

5.2. Restrictions. You shall not: (a) copy or adapt the Software or the Services for any purpose, except as specifically permitted

© 2019 NEXTIVA, ALL RIGHTS RESERVED

 under this Agreement; (b) use the Software or Services except in accordance with all applicable laws and regulations, and
except as set forth in the Documentation; (c) reverse engineer, translate, decompile, or disassemble the Software or Services;
(d) use the Software or Services in any outsourcing, application service provider, time-sharing or service bureau arrangement,
including, without limitation, any use to provide services or process data for the benefit of, or on behalf of, any third party
other than the Customer; or (e) cause or permit the disabling or circumvention of any security mechanism contained in or
associated with the Software or Services.
th the
5.3 Residential Plans. If you subscribe to our residential services, we provide you with the Service
Service and
and the
the Device
Device solely
solely for
for
residential use. NEXTIVA reserves the right to immediately terminate, change the calling plan or modify the Service if NEXTI-
VA determines, in its sole discretion, that you are using the Service for non-residential use.
5.4.
5.4.User
UserResponsibility.
Responsibility.You
Youagree
agreethat
thatyou
youare
areresponsible
responsiblefor
forall
alluse(s)
use(s)related
relatedtotoyour
youraccount.
account.You
Youunderstand
understandthis
thismeans
means
that you accept full liability and responsibility for your actions or the actions of anyone who uses the Service via your account
with or without your permission. You acknowledge that NEXTIVA will be sending you information, including your Password,
e-mail overover
via e-mail the Internet. You You
the Internet. agreeagree
that that
the Internet is notisanot a secure network and that third parties may be able to intercept,
the Internet
access, use or corrupt the information and telephone calls you ransmit
transmitover
overthe
theInternet.
Internet.InInorder
ordertotomaintain
maintainthe
thesecurity
securityofof
your
yourService,
Service,you
youshould
shouldsafeguard
safeguardyour
yourUser
UserIDs
IDsand
andPasswords,
Passwords,asaswell
wellasasthe
themedia
mediaaccess
accesscontrol
control(MAC)
(MAC)address
addressofofthe
the
Adapter. The MAC address is one of the pieces of information used by NEXTIVA to authenticate customer calls and should not
be
beshared.
shared.
5.5.
5.5.Use
UseofofService
Serviceand
andDevice
Deviceby
byCustomers
CustomersOutside
OutsidethetheUnited
UnitedStates.
States. While Nextiva encourages use of the Service within
the United States to other countries, Nextiva does not presently offer or support the Service to customers located in any
countries other than the United States. Nextiva’s Services are only for use by persons or entities whose primary residence or
business address is in the United States. Nextiva’s Services are d to work generally
designed to workwith unencumbered
generally high-speedhigh-speed
with unencumbered internet
internet connections. However, if the high-speed internet connection re using
you is
areoutside
using isthe Unitedthe
outside States and/or
United your
States ISP places
and/or your
ISP places restrictions on the usage of VoIP services, Nextiva does not represent or warrant that use of the Service by you is
permitted by any other jurisdictions or by any or all the ISPs. If you remove the Device to a country other than the United
Service
States from
or usethere, you dofrom
the Service so atthere,
its own risk,
you doincluding the ririsk, including the risk that such activity violates local laws in the
so at its own ou do
country where you do so. You will be solely responsible for any violations of local laws and regulations or violations of ISP
terms of service resulting from such use. You also agree to indemnify us for any claims, damages or expenses resulting from
your use of the Services outside of the United States. Nextiva reserves the right to disconnect Services immediately if Nextiva
determines, in its sole and absolute discretion, that you have used the Service or the Device in violation of applicable laws,
including without limitation laws of jurisdictions outside the United States. You are solely liable for any and all use of the
making
Serviceuse of the
and/or Service
Device byor Device
any person provided
making to you.
use of the Service or Device provided to you.
5.6.
5.6. Account
AccountOwnership.
Ownership. The owner of the account under which the Services are ordered shall be the legal entity (e.g.,
corporation, partnership, individual) that signs up for the Services with NEXTIVA. If no legal entity is provided upon sign-up,
account owner
the account shall shall
owner be thebeowner of theofcredit
the owner card used
the credit to open
card used such such
to open account. Subsequent
account. changes
Subsequent to ownership
changes mustmust
to ownership be
be supported by appropriate legal documentation. NEXTIVA shall adjudicate ownership-related
not adjudicate disputes,
ownership-related or any
disputes, or other internal
any other
business
internal dispute.
businessIfdispute.
NEXTIVA is unable is
If NEXTIVA tounable
determine the valid owner
to determine of owner
the valid the account,
of the NEXTIVA reserves the
account, NEXTIVA right to
reserves thesuspend
right to or
terminate
suspend ortheterminate
account and Services.and Services.
the account
5.7.
5.7. Unlimited
UnlimitedToll-Free
Toll-FreeCalling.
Calling. Unlimited
Unlimited Toll-Free
Toll-Free Calling
Calling is
is limited
limited to
to receiving
receiving calls
calls orig
originating in the United States only.
6. LOCAL
6. LOCAL NUMBER
NUMBER PORTABILITY.
PORTABILITY. In the event you are transferring an existing phone number that currently is subscribed to
another carrier, the following terms and conditions apply:

6.1 Authorization. You hereby authorize NEXTIVA to process your order for the Service and to notify your local service
provider
providerofofyour
yourdecision
decisiontotoswitch
switchyour
yourlocal
localservices
servicestotoNEXTIVA
NEXTIVAand
andtototransfer
transferyour
yourtelephone
telephonenumber,
numberandandrepresent
representthat
that
you are authorized to take these actions. You may be required to complete a letter of authorization, provide us with a copy of
your most recent bill from your service provider, as well as provide us with any other information required by your service
provider to port your number. Failure to provide any information n requested
requestedbybyNEXTIVA
NEXTIVAororthe thethird party services
third-party provider
services provider will
will delay the porting of the number to NEXTIVA. You acknowledge that the porting of your numbers is dependent upon the
cooperation of you and third parties not under the control of NEXTIVA.TIVA. NEXTIVA
NEXTIVAshall
shallnot
notbeberesponsible
responsiblefor
forany
anydelay
delayininthe
the
port of your number and will not provide credit for any such delays.
port of your number and will not provide credit for any such delays.
ur Device
6.2 Activation. You agree and acknowledge that you must install and activate your Deviceprior
priortotothe
thedate
datethat
thatthe
thenumber
number
switch becomes effective. You will be assigned a temporary telephone number until your transfer is completed. You may place
and receive calls using this temporary number until such time asyour
yourphone
phonenumber
numberisistransferred.
transferred.

6.3 Limitation. NEXTIVA has the right to refuse to import a number if, in its sole discretion, it does not have the infrastructure
support the number.
to support the number.

© 2019 NEXTIVA, ALL RIGHTS RESERVED

 6.4. Unauthorized Port Outs. You acknowledge and agree that telephone or facsimile numbers may be ported out from your
6.4. Unauthorized
Services Port Outs.
or your account dueYou acknowledge
to acts andof
or omissions agree
thirdthat telephone
parties, or facsimile
and it may numbers
be difficult may be ported
or impossible out from
for NEXTIVA to:your
(i)
prevent such port-outs: (ii) retrieve numbers ported-out of your account; or (iii) port such numbers back into your account.
prevent
NEXTIVA such port-outs:
has (ii) retrieve
no responsibility numbersdue
or liability ported-out of your account; or (iii) port such numbers back into your account.
to such port-outs.
NEXTIVA has no responsibility or liability due to such port-outs.
7. SERVICE DISTINCTIONS. You acknowledge and understand that the Service is not a telephone service, and we provide it on a
7. SERVICE
best DISTINCTIONS.
efforts basis. You acknowledge
Important distinctions and understand
exist between telephonethat the Service
service and theisenhanced
not a telephone
Serviceservice,
offeringand we provide
provided it on a
by NEXTIVA.
service
The Service is subject to different regulatory treatment than telephone and the
service. Thisenhanced
treatmentService offering
may limit providedaffect
or otherwise by NEXTIVA.
your
The Service
rights is subject
of redress beforeto different
Federal andregulatory treatment than telephone
State telecommunications regulatoryservice. This
agencies ortreatment may limit
judicial forums. or otherwise
Events beyond ouraffect your
control
gulatory agencies or judicial forums. Events beyond
may affect our service, such as power outages, fluctuations in the internet, your underlying ISP or broadband service, or our control
internet,
maintenance. We will act in good faith to minimize disruptions to your use ofyour
andunderlying ISPservice.
access to our or broadband service, or mainte-
use of and access to our service.
7.1. EMERGENCY SERVICES - 911 DIALING. You acknowledge and understand that NEXTIVA 911 dialing is different than
7.1. EMERGENCY
traditional SERVICES
911 service. - 911 DIALING.
See complete 911 disclosure posted on our Web site at www.Nextiva.com. YOUR SERVICE WILL NOT-
alBE
911 service.
ACTIVATED UNTIL NEXTIVA RECEIVES AN AFFIRMATIVE ACKNOWLEDGMENT YOUR
THATSERVICE WILLREAD
YOU HAVE NOT AND
BE ACTIVAT-
ED UNTIL NEXTIVA RECEIVES AN AFFIRMATIVE
UNDERSTOOD NEXTIVA’S 911 DISCLOSURE AGREEMENT. ACKNOWLEDGMENT THAT YOU HAVE READ AND UNDERSTOOD
NEXTIVA’S 911 DISCLOSURE AGREEMENT.
7.2. No 0+ or Operator Assisted Calling; May Not Support X11 Calling. You acknowledge and understand that the Service
7.2.
doesNonot
0+support
or Operator
0+ orAssisted
operatorCalling;
assistedMay Notincluding,
calling, Support X11 Calling.
without You acknowledge
limitation, collect calls,and understand
third that
party billing the 900,
calls, Service does
calling
not
cardsupport
calls or0+ or operator
dial-around assisted
calls. calling, may
Our Service including, without311, 511, and other x11 services in one or more service ing
not support card
areas.
calls or dial-around calls. Our Service may not support 311, 511, and other x11 services in one or more service areas.
7.3. No Directory Listing. The phone numbers you get from us will not be listed in any telephone directories. However, any
The from
phone numbers you transfer phone numbers
your you get
local phone from usmay
company will not be listed in any telephone directories. However, any
be listed.
phone numbers you transfer from your local phone company may be listed.
7.4. Incompatibility with Other Services.

7.4.1. Non-Voice Equipment Limitations. You acknowledge and understand that the Service is not compatible with all
non-voice communications equipment, including but not limited to, some home and office security systems le that
withare
all set up
to make automatic phone calls, emergency phones in elevators, ,some
someaspects
home and office security
of satellite systems
TV systems, thatentertainment
digital are set up to
systems, fax machines, modems and medical monitoring devices.aspects of satellite
By accepting TV systems,you
this Agreement, digital entertainment
waive any claim you
systems, fax machines,
may have modemsfor
against NEXTIVA and medical monitoring
interference devices. Bof such systems due to the Service.
with or disruption

7.4.2. Certain Broadband, Cable Modem, and Other Services. There may also be other services with which our Service
7.4.2.
mayCertain Broadband,Some
be incompatible. Cable Modem,of
providers and Other Services.
broadband serviceThere may also
may provide be other
modems services
that with
prevent thewhich our Service
transmission of may be
communications using the Service. We do not warrant that the Service will be compatible with all broadband services and
using the Service.
expressly Weany
disclaim do not warrant
express that the
or implied Service will
warranties be c the compatibility of the Service with any particular
regarding
broadband service.
7.5
7.5Use
UseOutside
Outsideofofthe
theUnited
UnitedStates.
States. As previously noted, there are limitations with the Service’s access to 911. Nextiva’s
Service
Servicedoes
doesnot
notprovide
provideaccess
accesstotoemergency
emergencyservices
servicesininany
anyco
country outside of the United States. Nextiva disclaims any
obligation to provide you with access to emergency services in any jurisdiction other than the United States.

8.8.LENGTH
LENGTHOF
OFSERVICE.
SERVICE.

8.1.
8.1.Service
ServiceTerm.
Term.We Weprovide
providethe
theService
Servicefor
forthe
theterm
termthat
thatyou
youhave
havesigned
signedup
upfor.
for.Your
Yourterm
termbegins
beginson
onthe
thedate
dateyou
youfirst
first
ordered service (the “Subscription Date”), or the date we successfully process your payment, whichever is later. It is not the
day you receive the Device you ordered or the first time you use the Service. You are purchasing the Service for the full
asservice
set forth
termin as
theset
Order.
forth in the Order.

8.2. Automatic Renewal. Nextiva shall automatically renew the Service for the same term on your Subscription Date unless
you cancel your Service before the end of the current service term. See “Termination of Service” Section 8.4. The renewal
begins on the day after the last day of your term. The renewal will be charged to your payment method (credit card) on file,
which may include any payment method automatically updated by your issuing bank. If your credit card is declined, invalid, or
payment is not made by the issuer of your credit card on your Subscription Date, without further notice Nextiva reserves the
right to automatically recharge the payment method until paymented, the payment
is received, method ismethod
the payment updated, or the Service
is updated, or theisService
is discontinued for nonpayment.
8.3.
8.3.Our
Ourright
righttotodisconnect.
disconnect. You understand and agree that Nextiva has the right to suspend,terminate
terminateorordisconnect
disconnectany
anypart
part of Your Service generally at any time if:
8.3.1.
8.3.1. We determine or reasonably believe that You are violating, or violated, any applicable law;

© 2019 NEXTIVA, ALL RIGHTS RESERVED

 8.3.2. WeWe
8.3.2. determine or reasonably
determine believe
or reasonably that
believe You
that materially
You breached
materially thisthis
breached Agreement and/or
Agreement thethe
and/or AUP;
AUP;
8.3.3. WeWe
8.3.3. determine or reasonably
determine believe
or reasonably that
believe You
that used
You a fraudulent
used credit
a fraudulent card
credit to pay
card forfor
to pay thethe
Services;
Services;
8.3.4. WeWe
8.3.4. determine
determineor reasonably believe
or reasonably that
believe You
that abused
You or harassed
abused or harassed (verbally or otherwise) any Nextiva employee,
contractor, agent or representative;
8.3.5. WeWe
8.3.5. areare
ordered by by
ordered lawlaw
enforcement or other
enforcement government
or other agencies
government to suspend,
agencies terminate
to suspend, or disconnect
terminate your
or disconnect Services;
your
Services;
8.3.6.
8.3.6. You bring any legal action or proceeding against Nextiva, or participate in any class action lawsuit against Nextiva;
8.3.7.
8.3.7. A petition in bankruptcy is filed by or against You and such petition is not dismissed within thirty (30) days after the
effective filing date thereof, or a trustee or receiver is appointed over You or Your material assets;
8.3.8. or improve the Services, to prevent fraud or misrepre-
8.3.8. We determine that such action is necessary to protect maintain, or improve the Services, to prevent fraud or
misrepresentation, to protect Nextiva, its customers or other third party Nextiva affiliates, or for any other good cause.
8.3.9. It is otherwise contemplated by this Agreement.
8.3.9. It is otherwise contemplated by this Agreement.
8.3.10. You fail to make payment.
8.3.10. You fail to make payment.
disconnected
All chargesaccounts
owed at and
the may
time report these unpaid
of disconnection willcharges to credit payable.
be immediately bureaus. We will pursue collection for unpaid amounts on
disconnected accounts and may report these unpaid charges to credit bureaus.
In order to terminate the Service, contact our Customer Care Department, via email at -
va.com
8.4. Termination of Service. In order to terminate the Service, contact our Customer Care Department, via email at
[email protected] or by calling 1-800-983-4289 prior to expiration of the current service term. Please refer to the
NEXTIVA Cancellation Policy posted on our Web site at Nextiva.com.
9. DEVICES.
9. DEVICES.
9.1. Ownership and Risk of Loss. damage regardless of the
payment schedule selected for Services and Devices. Minimum Commitment Contracts for Services and Devices
9.1. Ownership and Risk of Loss. You will own the Device and bear all the risk of loss, theft, or damage may
regardless of include
the
payment schedule selected for Services and Devices. Minimum Commitment Contracts for Services and Devices may include
early termination fees. Returns of non-defective Devices outside of the initial 30-day moneyback guarantee period will not be
accepted. Refer to the Cancellation policy for more information.
9.2. Rented Devices.
agents or anyDevices.
9.2. Rented other third-party with or without
For the purposes a separate
of this section char Devices” means any Device leased to Client by Nextiva or
“Rented
Nextiva agents or any other third-party with or without a separate charge or fee in connection with the Services.
Section 9.1 above will not apply to Rented Devices.
Unless otherwise agreed upon, Client agrees that within thirty
Unless otherwise agreed upon, Client agrees that within thirty (30) days after the expiration of the Term of any Device Rental-
Agreement or termination of this Agreement, Client will promptly return all Rented Devices to Nextiva. Client will be responsi-
Devices if it
ble for (i) anyis lost,
damagemisplaced, not delivered
to the Rented Devices oras
stolen during
assessed bytransit,
Nextivaand (iii)receipt,
upon shipping/handling costs. cost of such Rented
(ii) the replacement
Devices if it is lost, misplaced, not delivered or stolen during transit, and (iii) shipping/handling costs.
Client agrees to pay the full retail cost for the repair or replacement of any Rented Device or part that is lost, stolen, damaged,
modified, sold, to
Client agrees transferred, leased,
pay the full retail encumbered or assigned
cost for the repair toge
or replacement of any Rented Device or part that is lost, stolen, damaged, -
ing to obtain possession of any Rented Devices.
modified, sold, transferred, leased, encumbered or assigned together with any costs incurred by Nextiva in obtaining or
attempting to obtain possession of any Rented Devices.
Devices included in a service offering at no charge may be previously used equipment. Unless
otherwise provided in a Minimum Commitment
9.3. Promotional Devices. Devices included in aContract, Devicesat
service offering nono charge may be previously used equipment. Unless
otherwise provided in a Minimum Commitment Contract, Devices not returned upon cancellation of the Service will be
charged to the customer. See Cancellation policy for details.
-
9.4. Replacement of a Defective Device. Devices purchased from NEXTIVA will be covered by their respective factory
warranty applies,
warranties, if any,then prior
only. to returning
NEXTIVA the offer
does not equipment, you must
any warranty contact NEXTIVA
in addition at
to, or in replacement of any factory so that NEXTIVA
warranties. If a
may determine whether a defect exists and to receive an RMA number, which is required along with
factory warranty applies, then prior to returning the equipment, you must contact NEXTIVA at [email protected] the return. You must ship
so that
the equipment
NEXTIVA mayto the manufacturer
determine whether aatdefect
the address
exists provided by NEXTIVA
and to receive an RMAinnumber,
accordance
which with all RMAalong
is required procedures.
with theYou haveYou
return. 7
must ship the equipment to the manufacturer at the address provided anufacturer at the address
by NEXTIVA we provide.
in accordance with allYou
RMA must pay all
procedures.
shipping
You havefees. Once
7 days thereceipt
after manufacturer
of an RMAhasto
received
ship thethe equipment,
equipment a replacement
back will be sent
to the manufacturer to you
at the in accordance
address we provide.with the
You must
pay all shipping fees. Once the manufacturer has received the equipment, a replacement will be sent to you in accordance
with the factory warranty, if any. If an advance replacement is provided and the factory has not received the defective Device ou
received
within 14them),
days then NEXTIVA
or it was not in will charge you
a returnable for the second
condition, (originaldevice orall
carton, forpacking
the missing parts.and parts in the same condition in
materials

© 2019 NEXTIVA, ALL RIGHTS RESERVED

 which you received them), then NEXTIVA will charge you for the second device or for the missing parts.
9.5. Receipt of damaged Devices. If you receive cartons or Devices that are visibly damaged, you must note the damage on the
carrier’s freight
9.5. Receipt ofbill or receipt
damaged and keep
Devices. a copy.
If you You
receive must also
cartons keep the
or Devices original
that carton,
are visibly all packing
damaged, youmaterials,
must note and
theparts in the
damage onsame
the
carrier’s freight bill or receipt and keep a copy. You must also keep the original carton, all packing materials, and parts in the
same condition in which you received them from the carrier. You must then contact our Customer Care Department immedi-
ately at [email protected] for return instruction.
9.6. Tampering with the Device. You may not change the electronic serial number or equipment i
9.6. Tampering with the Device. You may not change the electronic serial number or equipment identifier of your Device or
perform a factory reset of your Device without first getting our written consent.
9.7. Prohibited Devices. You are prohibited from using the Services with any devices other than NEXTIVA-approved devices
received from retailers
9.7. Prohibited or You
Devices. fromare
us. prohibited from using the Services with any devices other than NEXTIVA-approved devices
received from retailers or from us.
10. FEES AND CHARGES.
10. FEES AND CHARGES.
10.1. We will publish fees and charges on our Web site. ng
will not change during the term of a Minimum Commitment Contrac
10.1. We will publish fees and charges on our Web site. These fees and charges may change from time to time (except pricing
will not change during the term of a Minimum Commitment Contract). New pricing will be effective the next day following
special
postingintroductory
to the Webpricing.
site andIntroductory
may be appliedpricing will not be
to renewals of existing services. We may introduce new products and services at only
ctory pricing. Certain service charges, such as Regulatory
special introductory pricing. Introductory pricing will not be applied retroactively to existing services and may be applied for
Recovery Fees,
only limited Universal
periods Service
of time. At ourFund fees, andwe
discretion, E911
mayfees, are introductory pricing. Certain service charges, such as Regulato-
change
Customers regardless of a Minimum Commitment Contract.
ry Recovery Fees, Universal Service Fund fees, and E911 fees, are subject to change from time to time and are applicable to
ALL Customers regardless of a Minimum Commitment Contract.
10.2. Billing increments. All billing policies are defined by the specific package the customer chooses. Please refer to the Web
site for exact
10.2. Billing billing policies.
increments. All billing policies are defined by the specific package the customer chooses. Please refer to the Web
site for exact billing policies.
10.3. Taxes. Taxes Customer is responsible for, and shall pay are any applicable federal, state, municipal, local or other govern-
10.3. Taxes. Taxes Customer is responsible for, and shall pay are any applicable federal, state, municipal, local or other
governmental sales, use, excise, Universal Service Fees, value-added, personal property, public utility and other taxes, fees and
charges now in force or enacted in the future, that arise from or as a result of Customer’s subscription or use or payment for
from payment
the Service orof such taxes,
a Device. Suchyou will provide
amounts are inNEXTIVA with
addition to an or for the Service or Device and will be billed to you. If
payment
Customer is exempt from payment of such taxes, you will provide NEXTIVA with an original government-issued certificate
attesting to tax-exempt status. Tax exemption will only apply from and after the date NEXTIVA receives such certificate.
10.4. Charges for Directory Calls (411). We will charge you $1.25 for each call you make to NEXTIVA directory assistance.
10.4. Charges for Directory Calls (411). We will charge you $1.25 for each call you make to NEXTIVA directory assistance.
10.5. Charges for Calls from Public Payphones. We reserve the right to charge you for any tolls or fees resul
receive from public
10.5. Charges payphones.
for Calls from Public Payphones. We reserve the right to charge you for any tolls or fees resulting from calls
you receive from public payphones.
vary byActivation
10.6. product and plan
Fee. chosen.activation fees and any other installation fees that may apply are specified on the Web site and
One-time
vary by product and plan chosen.
10.7 Regulatory Recovery Fee. A Regulatory Recovery Fee shall be charged monthly to offset costs incurred by NEXTIVA in
10.7 Regulatory Recovery Fee. A Regulatory Recovery Fee shall te be
andcharged
municipal regulatory
monthly bodies/governments
to offset costs incurred by and the related
NEXTIVA in
legal
complying with inquiries and obligations imposed by federal, state and municipal regulatory bodies/governments and the Fee
and billing expenses. This fee is not a tax or charge required or assessed by any government. The Regulatory Recovery
may apply
related to every
legal phone
and billing number assigned,
expenses. This fee isincluding
not a taxtoll
or free andrequired
charge virtual numbers.
or assessed by any government. The Regulatory
Recovery Fee may apply to every phone number assigned, including toll free and virtual numbers.
10.8 Reinstatement Fee.
$25.
10.8 Reinstatement Fee. Reinstating any service deactivated for non-payment of fees shall result in a reinstatement fee up to
$25.
11. BILLING AND PAYMENT.
10.9 Returned Check Fee. NEXTIVA may charge up to the maximum amount permitted by law if your banking institution
11.1. Billing.orWe
dishonors will charge
reverses youdraft,
a check, in advance forpayment.
or other each term of service. If you have selected a free trial offering, we will commence
be
11. to the Service,
BILLING you must give us a valid email address and a payment method (credit card) that we accept. We reserve the right to
AND PAYMENT.
vise us at once if your payment method expires, you close
your account,
11.1. Billing. your billing
We will address
charge you changes,
in advanceyour
foremail address
each term changes,Ifor
of service. your
you havepayment method
selected a free is cancelled
trial offering,and
wereplaced
will on
commence charging you for the Service at the expiration of the free trial period, unless we are notified of the contrary. When
and
yousurcharges
subscribe for each
to the serviceyou
Service, term. Wegive
must willus
billa monthly as address
valid email due immediately usage-based
and a payment methodcharges
(credit and
card)any
thatother chargesWe
we accept. which
we decidethe
reserve to right
bill astodue immediately.
stop Bills payment
accepting your will be posted
methodto the customer
or your portalYou
payments. andmust
emailed to the
advise us atemail
onceaddress on record.
if your payment
method expires, you close your account, your billing address changes, your email address changes, or your payment method is
11.2. Payment.
cancelled and replaced on account of loss or theft. Except for usage-based charges, we will bill in advance to your payment
method all charges, fees, taxes, and surcharges for each service term. Fees may also include activation fees, porting fees, early
termination fees ("ETF"), reinstatement fees, and returned check fees. We reserve the right to charge all fees to your payment

© 2019 NEXTIVA, ALL RIGHTS RESERVED

 method. We willIfbill
wemonthly
disconnect the immediately
as due Service, you usage-based
will remain liable to usand
charges forany
all charges under this
other charges agreement
which we decideand
to all
billthe costs
as due
immediately. Bills will be posted to the customer portal and emailed to the email address on record. Any payment not made
when due may be subject to a late payment fee equivalent tonythe reason,
lesserincluding
of (i) one but
andnot limited
a half to, interest
percent andmonth;
(1.5%) per charges ordue
(ii) to
insufficient
the highestcredit.
rate allowed by law. NEXTIVA’s acceptance of late or partial payments (regardless of how they are marked or
designated (including without limitation as ‘Paid in Full’, ‘Accord and Satisfaction’, or similarly)) will not waive, limit, or prejudice
in any way NEXTIVA’s rights to collect any amount due. NEXTIVA may terminate the Services and this Agreement for
non-payment if any fees or charges are not paid within thirty (30)from daysusofregarding the amount that we will debit from your
the due date.

11.2. Payment. When you subscribe to the Service, you authorize us to collect from your payment method. This authorization
will remain valid until thirty (30) days after you terminate our authority to charge your payment method.
11.5. Billing Disputes.
11.3. Collection. If we disconnect the Service, you will remain liable to us for all charges under this agreement and all the costs
we incur to collect these charges, including, without limitation, collection costs and attorney’s fees. You also agree to pay any
following address:
additional .
charges or fees applied to your billing account for any reason, including but not limited to, interest and charges due
to insufficient credit.
11.6 Prepaid Services. All prepaid fees being provided to you as described in any quote or order form and other payments by
you under
11.4. this Agreement
Notices. are non-refundable
You understand that it is difficultandfor
non-creditable.
us to distinguish between credit and debit cards. You agree to waive your
rights under Regulation E to receive ten (10) days advance notice from us regarding the amount that we will debit from your
12. PRICING AND PAYMENT.
account. While we may send you messages about your billing from time to time, we are not obligated to do so. We may
change or cease our messages at any time without notice to you.
12.1. Prices and Fees. NEXTIVA fees and charges for the Service are supplied to you during the ordering process unless
11.5. Billing Disputes. You must notify NEXTIVA in writing within seven (7) days after receiving your credit card statement or
that
fromany taxes
the timeand other
funds arecharges,
debited including
from yourbut notaccount
bank limited ifto,you
account setup
dispute any fees, Adapter
NEXTIVA fees,on
charges Device charges, shipping
that statement and
or that have
handling and other
been debited fromnonrecurring
your account, charges
or suchwill be charged
dispute will beto your waived. Notification of all billing disputes shall be sent to the
deemed
charged to address:
following your credit card on the first day
[email protected]. of everywill
NEXTIVA billing cycle.
charge Yourfee
a late billing cycle willinbegin
as described on the
Section anniversary
11.1 dateamount
for a disputed of yourif
(1) it was not paid by the due date and (2) NEXTIVA determines that you disputed the charge in bad faith.

12.2.
11.6YOU AGREE
Prepaid THATAll
Services. WE MAY CHARGE
prepaid fees beingYOUR CREDIT
provided CARD
to you FOR ALLinAMOUNTS
as described DUE
any quote or TOform
order US WITHOUT ADDITIONAL
and other payments by
NOTICE ORthis
you under CONSENT.
AgreementYouare
agree to provide a and
non-refundable credit card and not a debit card. If you
non-creditable.
card, you authorize us to use it as a credit card. If your issu you
12. PRICING AND PAYMENT.

card 12.1.
is declined,
Pricesisand
invalid
Fees.orNEXTIVA
payment fees
is notand
made by the
charges forissu
the Service are supplied to you during the ordering process unlessu will
otherwise provided for in this Agreement. You agree to pay l. the applicable one-time and recurring charges. You further
agree that any taxes and other charges, including but not limited to, account setup fees, Adapter fees, Device charges,
12.3.shipping
Credit Balance Account.
and handling and Your
othercredit balance charges
nonrecurring account will
has be
been established
charged to yourtocredit
covercard.
incidental charges
Recurring on your
charges will account
be billedthat
and automatically charged to your credit card on the first day of every billing cycle. Your billing cycle will begin on the
anniversary date of your subscription date as defined in section 8.1.
based upon your service plan and credit history. When the balance of your credit account reaches the credit limit, your account
12.2. YOU AGREE THAT WE MAY CHARGE YOUR CREDIT down.
CARDYouFOR
can make payments to
ALL AMOUNTS DUEreduce
TO USyour credit balance
WITHOUT
ADDITIONAL NOTICE OR CONSENT. You agree to provide a credit card and not a debit card. If your card is a combina- . Any
nniversary
tion credit card/debit card, you authorize us to use it as a credit card. If date
yourwill be charged
issuing to the creditprovides
bank automatically card on us
file.with an
updated credit card, you agree that we may charge this new credit card for all amounts due to us without additional notice
12.4.orCredit Terms.
consent. You also agree to indemnify us for any claims, damages or expenses resulting from providing a debit card
instead of a credit card. If your credit card is declined, is invalid or payment is not made by the issuer of your credit card at
the time that a charge is attempted, you will not be able to use the Service until your account is paid in full.

12.3. Credit Balance Account. Your credit balance account has been established to cover incidental charges on your
account that are not covered by your subscription fee. For oviding credit
example, to you for
international anytoll
calls, reason,
free or you fail
charges, to provide us with
Directory
Assistance calls and taxes related to these calls are automatically charged to your credit balance account. A certain credit
limit will be set on your account based upon your service plan and credit history. When the balance of your credit account
reaches the credit limit, your account will be unable to make additional calls until the balance is paid down. You can make
within 24 hours,
payments toyour calling
reduce yourplan andbalance
credit billing cycle willatremain
account unchanged.
any time We reserve
by contacting the rightCare
our Customer to modify the peratminute calling
Department
1-800-983-4289 or by email to [email protected]. Any credit balance used as of your subscription renewal or monthly -
anniversary date will be charged to the credit card on file.
reimburse us for all expenses incurred to recover such monies,
12.4. Credit Terms. All Services provided to You and covered by the Agreement shall at all times be subject to credit
approval or review by NEXTIVA. You will provide such credit information or assurance as is requested by NEXTIVA at any
time. NEXTIVA, in its sole discretion and judgment, may discontinue credit at any time without notice or require a deposit.

12.5. Discontinuation of Service for Nonpayment. The Service to you may be denied olicy posted at our
or discontinued Web site
without at at any
notice
time in the event your credit card provider denies or discontinues providing credit to you for any reason, or you fail to

© 2019 NEXTIVA, ALL RIGHTS RESERVED

 Care Department
provide us with a new credit card expiration date before the existing one expires.atIf1-800-983-4289 and for
your credit card fails must bereason
any made prior
during the ordering process, or any regular or monthly billing process, you will have 24 hours to provide NEXTIVA your new
credit card information. If the credit card issue is not resolved within 48 hours, NEXTIVA will deactivate the Service. If your
credit card is approved within 24 hours, your calling plan and billing cycle will remain unchanged. We reserve the right to
13. Acceptable Useper
modify the Policy. You
minute agreeplan
calling to comply with the
at any time. YouNEXTIVA Acceptable
agree to pay Useowed
all charges Policyto(“AUP”),
NEXTIVA,which is posted
including but on
notour Webto
limited site
the reinstatement fee for reactivated services. In the event NEXTIVA utilizes a collection agency or resorts to legal action
to recover monies due, you agree to reimburse us for all expenses incurred to recover such monies, including attorneys'
fees.
14. MANAGEMENT OF YOUR DATA AND COMPUTER.
12.6. Promotions. NEXTIVA may limit the number of promotions you may be eligible for in a given period. Promotions may
14.1.be
System Management
cancelled andatService
by NEXTIVA Performance. You are solely responsible for obtaining, installing, configuring and
any time.
necessary
12.7. Cancellation Policy. NEXTIVA cancellation policies are outlined in thetoCancellation
access the Service and to operate
Policy posted yoursite at
at our Web
computer. NEXTIVA will only provide technical assistance with respect to your NEXTIVA-provided Adapter.
Nextiva.com and are incorporated into this policy with this reference. All cancellation requests must be submitted in the
form of an email ticket to [email protected] or by calling our Customer Care Department at 1-800-983-4289 and must
14.2.be
Monitoring
made prioroftoNetwork Performance.
the expiration We also will
of the Service term. See the cancellation policy for details. Changes to the Cancellation
Policy may be made at any time without notice to you and is effective the day following posting to our Web site.

13. Acceptable Use Policy. You agree to comply with the NEXTIVA Acceptable Use Policy (“AUP”), which is posted on our Web site
at Nextiva.com/terms-and-conditions.html and is incorporated into Service.
this policy with this reference. Changes to the AUP may be
made at any time without notice to you and is effective the day following posting to our Web site.
icemails, faxes, e-mails, or
other messages and does so only as a
14. MANAGEMENT OF YOUR DATA AND COMPUTER.convenience to You. You agree that NEXTIVA has no responsibility or liability whatsoever

14.1. System Management and Service Performance. You are solely responsible for obtaining, installing, configuring and
maintaining suitable equipment, including your computer and telephone and software, including any necessary system or
software upgrades, patches or other fixes which are or may become necessary to access the Service and to operate your
15. LIMITATION ON WARRANTIES,
computer. NEXTIVA REMEDIES
will only provide AND
technical LIABILITY,
assistance withINDEMNIFICATION.
respect to your NEXTIVA-provided Adapter.
15.1.
14.2.WARRANTIES.
Monitoring of Network Performance. NEXTIVA automatically measures and monitors network performance. We also
will access and record information about your computer's profile and settings and the installation of the Software in order to
15.1.1 customized
provide NEXTIVA MAKES NOsupport.
technical EXPRESS NoOR IMPLIED WARRANTY
adjustments REGARDING
to your computer THEbe
settings will SERVICE OR DEVICE
made without OR THE INSTAL-
your permission. You
LATION
hereby OF SAME
consent AND DISCLAIMS
to NEXTIVA's ANY
monitoring of IMPLIED WARRANTY,
your Internet INCLUDING
connection and networkANY WARRANTIES
performance, and OF
theMERCHANTABILITY
access to and
AND/OR FITNESS
adjustment FOR A PARTICULAR
of your computer PURPOSE.
settings, as set NEXTIVA
forth above, DOES
as they relateNOT WARRANT
to the Service. THAT THE SERVICE OR DEVICE WILL
FUNCTION WITHOUT FAILURE, DELAY, INTERRUPTION, ERROR, DEGRADATION OF VOICE QUALITY OR LOSS OF
CONTENT,
14.3. StorageDATA
of User OR INFORMATION.
Information. NEXTIVA
NEXTIVA is notDOES NOTtoAUTHORIZE
obligated ANYONE, INCLUDING
store Your communications BUT NOT
logs, voicemails, LIMITED
faxes, e-mails,TO
ITS
or EMPLOYEES,
other messages AGENTS
and does OR REPRESENTATIVES,
so only as a convenienceTO MAKE
to You. A WARRANTY
You OF ANYhas
agree that NEXTIVA KIND
no ON ITS BEHALF
responsibility AND YOU
or liability
SHOULD NOT
whatsoever RELY
for the ON ANY
deletion SUCHtoSTATEMENT.
or failure store any callCUSTOMER AGREES
log information, THAT IT
voicemails, ACCEPTS
faxes, THE
e-mails, SERVICE
messages, AND other
and/or DEVICE “AS
communications maintained or transmitted by the Services. You acknowledge and agree that NEXTIVA may establish THE
IS” AND THAT CUSTOMER IS NOT ENTITLED TO REPLACEMENT OR REFUND IN THE EVENT OF ANY DEFECT. limits
asPROVISIONS
to the size ofOF THIS SECTIONthat
communications SHALL BE APPLIED
NEXTIVA transmitsTOorTHE FULLEST
stores and theEXTENT
durationOFforTHE LAW,
which BUT IFstores
NEXTIVA ANY PORTION
any communi- OF
THIS
cations. SECTION IS DETERMINED TO BE UNLAWFUL, THEN THIS SECTION SHALL BE CONSTRUED TO LIMIT LIABILITY
AGAINST NEXTIVA TO THE FULLEST EXTENT POSSIBLE UNDER THE LAW.
15. LIMITATION ON WARRANTIES, REMEDIES AND LIABILITY, INDEMNIFICATION.
15.1.2. WE WILL NOT GIVE YOU CREDIT FOR ANY INTERRUPTION OF NEXTIVA SERVICE, INCLUDING INTERNATIONAL
CALLING
15.1. SERVICES.
WARRANTIES.
15.2. LIMITATION OF LIABILITY.
15.1.1. NEXTIVA MAKES NO EXPRESS OR IMPLIED WARRANTY REGARDING THE SERVICE OR DEVICE OR THE
INSTALLATION OF SAME AND DISCLAIMS ANY IMPLIED WARRANTY, INCLUDING ANY WARRANTIES OF
15.2.1. IN NO EVENT SHALL
MERCHANTABILITY AND/ORNEXTIVA BE FOR
FITNESS LIABLE TO YOU, YOUR
A PARTICULAR REPRESENTATIVES
PURPOSE. OR AUTHORIZED
NEXTIVA DOES NOT WARRANT ASSIGNS OR
THAT THE
ANYONE ELSE FOR ANY INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY,
SERVICE OR DEVICE WILL FUNCTION WITHOUT FAILURE, DELAY, INTERRUPTION, ERROR, DEGRADATION OF OR CONSEQUENTIAL
DAMAGES, OR FOROR
VOICE QUALITY ANY DAMAGES
LOSS FOR LOSS
OF CONTENT, DATAOF OR
DATA, LOSS OF REVENUE
INFORMATION. NEXTIVAORDOES
PROFITS,
NOTRELATING
AUTHORIZE TOANYONE,
OR ARISING
OUT OF THE SERVICE, THE USE OF OR INABILITY TO USE THE SERVICE, THE ABSENCE,
INCLUDING BUT NOT LIMITED TO ITS EMPLOYEES, AGENTS OR REPRESENTATIVES, TO MAKE A WARRANTYDELAY, FAILURE OR OUTAGE
OF
OFANY
THE KIND
SERVICE, THEBEHALF
ON ITS INABILITY
AND TOYOU
DIAL 911 OR NOT
SHOULD E911RELY
TO ACCESS
ON ANY EMERGENCY SERVICECUSTOMER
SUCH STATEMENT. PERSONNEL, THE INABILITY
AGREES THAT IT
TOACCEPTS
DIAL SECURITY, LAW ENFORCEMENT
THE SERVICE AND DEVICE “AS ORIS”FIRE
ANDPREVENTION/
THAT CUSTOMERPROTECTION SERVICESTO
IS NOT ENTITLED ORREPLACEMENT
SYSTEMS, THE ORDEVICE,
THE USE OFIN
REFUND AND/OR INABILITY
THE EVENT OF ANYTODEFECT.
USE THETHEDEVICE, THE INSTALLATION
PROVISIONS OF THE
OF THIS SECTION DEVICE,
SHALL AND/OR TO
BE APPLIED THIS AGREE-
THE FULLEST
MENT.
EXTENTNOROFSHALL
THE NEXTIVA
LAW, BUTBE IF LIABLE FOR ANY
ANY PORTION OFDELAY OR FAILURE
THIS SECTION TO PROVIDE TO
IS DETERMINED THEBE
SERVICE, INCLUDING
UNLAWFUL, 911
THEN THIS
DIALING,
SECTION ATSHALL
ANY TIME OR FROM TIME
BE CONSTRUED TO TO TIME,
LIMIT OR FOR
LIABILITY ANY INTERRUPTION
AGAINST OR DEGRADATION
NEXTIVA TO THE FULLEST EXTENT OFPOSSIBLE
VOICE QUALITY
CAUSED
UNDER BY ANY
THE REASON INCLUDING BUT NOT LIMITED TO THE FOLLOWING: AN ACT OR OMISSION OF AN UNDER-
LAW.
LYING CARRIER, SERVICE PROVIDER, VENDOR OR THIRD PARTY, EQUIPMENT, NETWORK OR FACILITY FAILURE,
EQUIPMENT,
15.1.2. WE NETWORK
WILL NOT GIVEOR FACILITY UPGRADE,
YOU CREDIT FOR ANYSERVICE, MAINTENANCE,
INTERRUPTION MODIFICATION,
OF NEXTIVA SHORTAGE,INTERNA-
SERVICE, INCLUDING OR RELOCA-
TION, FORCE MAJEURE EVENTS
TIONAL CALLING SERVICES. SUCH AS BUT NOT LIMITED TO ACTS OF GOD, ADVERSE WEATHER, STRIKES, FIRE,
WAR, RIOT, GOVERNMENT ACTIONS OR TERRORISM, SERVICE, DEVICE, EQUIPMENT, NETWORK OR FACILITY

© 2019 NEXTIVA, ALL RIGHTS RESERVED

 FAILURE
15.2. CAUSEDOF
LIMITATION BYLIABILITY.
THE LOSS OF POWER OR INTERNET SERVICE TO NEXTIVA OR CUSTOMER, AND ANY CAUSE
THAT IS BEYOND NEXTIVA’S CONTROL, INCLUDING WITHOUT LIMITATION THE FAILURE OF AN INCOMING OR
OUTGOING
15.2.1. INCOMMUNICATION, THE INABILITY
NO EVENT SHALL NEXTIVA OF COMMUNICATIONS
BE LIABLE TO BE CONNECTED
TO YOU, YOUR REPRESENTATIVES OR COMPLETED,
OR AUTHORIZED INCLUD-
ASSIGNS OR
ING 911 DIALING,
ANYONE OR ANY
ELSE FOR DEGRADATION
INCIDENTAL, OFDIRECT,
VOICE QUALITY.
INDIRECT,NEXTIVA
SPECIAL,SHALL NOTEXEMPLARY,
PUNITIVE, BE LIABLE FOR ORUNAUTHORIZED
CONSEQUENTIAL
ACCESS
DAMAGES,TO NEXTIVA’S
OR FOR ANYOR CUSTOMER’S
DAMAGES FOR TRANSMISSION
LOSS OF DATA, FACILITIES OR PREMISES,
LOSS OF REVENUE EQUIPMENT
OR PROFITS, OR FOR
RELATING TOUNAUTHO-
OR ARISING
RIZED
OUT ACCESS
OF THE TO, OR ALTERATION,
SERVICE, THE USE OFTHEFT OR DESTRUCTION
OR INABILITY TO USE THEOF, CUSTOMER’S
SERVICE, DATA FILES,
THE ABSENCE, PROGRAMS,
DELAY, FAILURE ORPROCE-
DURES, OR INFORMATION THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES OR ANY
OUTAGE OF THE SERVICE, THE INABILITY TO DIAL 911 OR E911 TO ACCESS EMERGENCY SERVICE PERSONNEL, OTHER METHOD,
REGARDLESS
THE INABILITYOF TO
WHETHER SUCH DAMAGE
DIAL SECURITY, OCCURS AS A OR
LAW ENFORCEMENT RESULT
FIRE OF NEXTIVA’S NEGLIGENCE
PREVENTION/ PROTECTIONOR OTHEROR
SERVICES ACTS OR
OMISSIONS. NEXTIVA’S LIABILITY FOR ANY ACT OR OMISSION SHALL IN NO EVENT EXCEED THE
SYSTEMS, THE DEVICE, THE USE OF AND/OR INABILITY TO USE THE DEVICE, THE INSTALLATION OF THE DEVICE, SERVICE CHARGES
WITH
AND/ORRESPECT
THISTO THE AFFECTED
AGREEMENT. NOR TIME
SHALL PERIOD. THE
NEXTIVA BELIMITATIONS SET FORTH
LIABLE FOR ANY HEREIN
DELAY OR APPLY
FAILURE TOTO ALL CLAIMS
PROVIDE THE
FOUNDED
SERVICE, IN BREACH OF
INCLUDING 911CONTRACT,
DIALING, ATBREACH OF OR
ANY TIME WARRANTY,
FROM TIMEPRODUCT
TO TIME,LIABILITY,
OR FOR ANYTORT, AND ANY ANDOR
INTERRUPTION ALL
OTHER THEORIES OF LIABILITY, AND APPLY WHETHER OR NOT NEXTIVA WAS INFORMED
DEGRADATION OF VOICE QUALITY CAUSED BY ANY REASON INCLUDING BUT NOT LIMITED TO THE FOLLOWING: OF THE LIKELIHOOD OF
ANY
ANPARTICULAR TYPE OF
ACT OR OMISSION OFDAMAGE. FURTHER,
AN UNDERLYING YOU AGREE
CARRIER, TO REIMBURSE
SERVICE NEXTIVA OR
PROVIDER, VENDOR FORTHIRD
ALL COSTS
PARTY, AND EXPENSES
EQUIPMENT,
RELATED
NETWORK TO OR
THEFACILITY
DEFENSEFAILURE,
OF ANY EQUIPMENT,
SUCH CLAIMS, INCLUDING
NETWORK ORATTORNEYS’ FEES AND
FACILITY UPGRADE, LITIGATION
SERVICE, COSTS. THE
MAINTENANCE,
PROVISIONS
MODIFICATION,OF THIS SECTION OR
SHORTAGE, SHALL BE APPLIEDFORCE
RELOCATION, TO THE FULLESTEVENTS
MAJEURE EXTENTSUCH
OF THEAS LAW, BUT LIMITED
BUT NOT IF ANY PORTION
TO ACTS OF
OF
THIS SECTION IS DETERMINED TO BE UNLAWFUL, THEN THIS SECTION SHALL BE CONSTRUED
GOD, ADVERSE WEATHER, STRIKES, FIRE, WAR, RIOT, GOVERNMENT ACTIONS OR TERRORISM, SERVICE, TO LIMIT LIABILITY
DEVICE,
AGAINST NEXTIVA
EQUIPMENT, TO THEOR
NETWORK FULLEST EXTENT
FACILITY POSSIBLE
FAILURE CAUSEDUNDER THE
BY THE LAW.
LOSS OF POWER OR INTERNET SERVICE TO
NEXTIVA OR CUSTOMER, AND ANY CAUSE THAT IS BEYOND NEXTIVA’S CONTROL, INCLUDING WITHOUT LIMITA-
16. INDEMNIFICATION AND
TION THE FAILURE OFWAIVER OF CLAIMS.
AN INCOMING OR OUTGOING COMMUNICATION, THE INABILITY OF COMMUNICATIONS
TO BE CONNECTED OR COMPLETED, INCLUDING 911 DIALING, OR DEGRADATION OF VOICE QUALITY. NEXTIVA
16.1.SHALL
INDEMNIFICATION.
NOT BE LIABLE16.1.1. YOU ARE LIABLEACCESS
FOR UNAUTHORIZED FOR ANY TOAND ALL USEOR
NEXTIVA’S OFCUSTOMER’S
THE SERVICETRANSMISSION
AND/OR DEVICE BY YOUR-
FACILITIES
SELFORAND BY ANY PERSON
PREMISES, MAKING
EQUIPMENT USEUNAUTHORIZED
OR FOR OF THE SERVICEACCESS
OR DEVICE, AND
TO, OR YOU AGREE THEFT
ALTERATION, TO DEFEND, INDEMNIFY AND
OR DESTRUCTION OF,
HOLD HARMLESS NEXTIVA
CUSTOMER’S AGAINST
DATA FILES, ANY AND
PROGRAMS, ALL LIABILITY
PROCEDURES, ORFOR ANY SUCH USE
INFORMATION THAT FAILS
THROUGH TO COMPLY
ACCIDENT, WITH THIS
FRAUDULENT
AGREEMENT.
MEANS OR YOU AGREEOR
DEVICES TOANY
DEFEND,
OTHER INDEMNIFY
METHOD, AND HOLD HARMLESS
REGARDLESS OF WHETHER NEXTIVA
SUCH FROM
DAMAGEANY OCCURS
AND ALLAS
CLAIMS
A RESULT
AND/OR LIABILITY FOR DAMAGES, PERSONAL INJURY, DEATH, FINES, PENALTIES, COSTS, EXPENSES,
OF NEXTIVA’S NEGLIGENCE OR OTHER ACTS OR OMISSIONS. NEXTIVA’S LIABILITY FOR ANY ACT OR OMISSION LOSSES, LOST
PROFIT, LOST
SHALL REVENUE,
IN NO EVENTPROPERTY
EXCEED THEDAMAGE,
SERVICEATTORNEYS’
CHARGES WITHFEES,RESPECT
AND ANY TOAND
THEALL OTHER DAMAGES
AFFECTED OF WHATEVER
TIME PERIOD. THE
KINDLIMITATIONS
AND NATURE RELATING
SET TO OR ARISING
FORTH HEREIN APPLY TOOUTALLOF THE SERVICE,
CLAIMS FOUNDED THE INUSE OF OROF
BREACH INABILITY
CONTRACT, TO USE THE SERVICE,
BREACH OF
THE WARRANTY,
ABSENCE, FAILURE
PRODUCTOR OUTAGE
LIABILITY,OF THE AND
TORT, SERVICE,
ANYTHE
ANDINABILITY
ALL OTHER TOTHEORIES
DIAL 911 OR
OF E911 TO ACCESS
LIABILITY, EMERGENCY
AND APPLY WHETH-
SERVICE
ER ORPERSONNEL,
NOT NEXTIVATHEWAS
INABILITY TO DIAL
INFORMED OF SECURITY, LAW ENFORCEMENT
THE LIKELIHOOD OR FIRETYPE
OF ANY PARTICULAR PREVENTION/
OF DAMAGE. PROTECTION
FURTHER,
SERVICES OR SYSTEMS,
YOU AGREE THE DEVICE,
TO REIMBURSE THE USE
NEXTIVA FOROFALLAND/OR INABILITY
COSTS AND TO USE
EXPENSES THE DEVICE,
RELATED TO THE THE INSTALLATION
DEFENSE OF THE
OF ANY SUCH
DEVICE, AND/OR
CLAIMS, THIS AGREEMENT
INCLUDING ATTORNEYS’UNLESS THE LITIGATION
FEES AND CLAIMS OR CAUSES OF ACTION
COSTS. THE ARISEOF
PROVISIONS FROM
THISOUR GROSS
SECTION NEGLI-
SHALL BE
GENCE, RECKLESSNESS,
APPLIED OR WILLFUL
TO THE FULLEST EXTENT MISCONDUCT.
OF THE LAW,THISBUT SECTION SHALL SURVIVE
IF ANY PORTION OF THIS THE AGREEMENT.
SECTION IS DETERMINED TO BE
UNLAWFUL, THEN THIS SECTION SHALL BE CONSTRUED TO LIMIT LIABILITY AGAINST NEXTIVA TO THE FULLEST
17. CONTENT.
EXTENTYou are liable
POSSIBLE for all THE
UNDER liability
LAW.that may arise from the content you transmit to any person, whether or not you
authorize it, using the Service or Device. You promise that you and anyone who uses the Service and all your and their content
16. INDEMNIFICATION AND WAIVER OF CLAIMS.
18. MISCELLANEOUS LEGAL CONSIDERATIONS.
16.1. INDEMNIFICATION. 16.1.1. YOU ARE LIABLE FOR ANY AND ALL USE OF THE SERVICE AND/OR DEVICE BY
YOURSELF AND BY ANY PERSON MAKING USE OF THE SERVICE OR DEVICE, AND YOU AGREE TO DEFEND, INDEMNI-
18.1. Governing
FY AND HOLD Law.
HARMLESS NEXTIVA AGAINST ANY AND ALL LIABILITY FOR ANY SUCH USE THAT FAILS TO COMPLY
without regard
WITH THIS to its conflictYOU
AGREEMENT. of law provisions.
AGREE Any claim
TO DEFEND, brought pursuant
INDEMNIFY to thisHARMLESS
AND HOLD Agreement NEXTIVA
shall be brought
FROMin a court
ANY ANDofALL
CLAIMS AND/OR LIABILITY FOR DAMAGES, PERSONAL INJURY, any DEATH,
such claim shall be
FINES, proper in the
PENALTIES, appropriate
COSTS, stateLOSSES,
EXPENSES, or
federal court located in Maricopa County, Arizona.
LOST PROFIT, LOST REVENUE, PROPERTY DAMAGE, ATTORNEYS’ FEES, AND ANY AND ALL OTHER DAMAGES OF
WHATEVER KIND AND NATURE RELATING TO OR ARISING OUT OF THE SERVICE, THE USE OF OR INABILITY TO USE
18.2.
THENo WaiverTHE
SERVICE, of Rights.
ABSENCE, FAILURE OR OUTAGE OF THE SERVICE, THE INABILITY TO DIAL 911 OR E911 TO ACCESS
ofEMERGENCY
the right or provision.
SERVICE NEXTIVA reserves
PERSONNEL, THE all of its rights
INABILITY TOat law SECURITY,
DIAL and equity to
LAWproceed against anyone
ENFORCEMENT OR who
FIREuses the Services or
PREVENTION/
PROTECTION SERVICES OR SYSTEMS, THE DEVICE, THE USE OF AND/OR INABILITY TO USE THE DEVICE, THE INSTAL-
LATION OF THE DEVICE, AND/OR THIS AGREEMENT UNLESS THE CLAIMS OR CAUSES OF ACTION ARISE FROM OUR
GROSS NEGLIGENCE, RECKLESSNESS, OR WILLFUL MISCONDUCT. THIS SECTION SHALL SURVIVE THE AGREEMENT.
18.3. No Third Party Beneficiaries. If you are not a party to this Agreement, you do not have any remedy, claim, liability,
e any other
17. CONTENT. You are liable for all liability that may arise from the content third party
you transmit beneficiary
to any rights. or not you
person, whether
authorize it, using the Service or Device. You promise that you and anyone who uses the Service and all your and their content
hethe
comply at all times with all laws, regulations, and written and electronic instructions for using AUP, or any
Service reference
and herein to the
the Device.

18. superseding any prior

MISCELLANEOUS agreements
LEGAL between you and NEXTIVA and any and all prior or contemporaneous statements, under-
CONSIDERATIONS.

18.1. Governing Law. This Agreement and the relationship between you and NEXTIVA shall be governed by the laws of
Arizona without regard to its conflict of law provisions. Any claim brought pursuant to this Agreement shall be brought in a
18.5.
courtSeverability.
of competent If any part of this
jurisdiction Agreement
within the Stateisof
legally declared
Arizona invalid
and venue fororany
unenforceable, all other
such claim shall parts in
be proper ofthe
thisappropriate
Agreement will
state or federal court located in Maricopa County, Arizona.
of this agreement.
18.2. No Waiver of Rights. Our failure to exercise or enforce any right or provision of this agreement will not constitute a
19. DISPUTE
waiver of RESOLUTION AND BINDING
the right or provision. NEXTIVAARBITRATION.
reserves all of its rights at law and equity to proceed against anyone who uses the

© 2019 NEXTIVA, ALL RIGHTS RESERVED

 Services or Device illegally or improperly. All determinations by NEXTIVA under this Agreement and exercise of its rights are
19.1.
made and done in our sole and absolute discretion.
court by a judge or jury.
18.3. No Third Party Beneficiaries. If you are not a party to this Agreement, you do not have any remedy, claim, liability,
NEXTIVA
reimbursement, or cause ofand you agree
action. to arbitratedoes
This Agreement any not
andcreate
all disputes and claims
any other between
third party you andrights.
beneficiary NEXTIVA except with

neutral arbitrator
18.4. Entire instead of
Agreement. by Agreement,
This a judge or jury
theinOrder,
a court.
theThis agreement
applicable to arbitrate
service is intended
description, toor
the AUP, beany
given the broadest
reference herein to
possible meaning under the law. It includes, but is not limited
the content of NEXTIVA’s websites constitute the entire agreement between you and NEXTIVA and govern your use of the
Service, superseding any prior agreements between you and NEXTIVA and any and all prior or contemporaneous statements,
understandings, writings, commitments, or representations concerning its subject matter. No changes to this Agreement shall
be binding upon either you or NEXTIVA unless they are agreed to in writing by both parties.

18.5. Severability. If any part of this Agreement is legally declared invalid or unenforceable, all other parts of this Agreement
will remain valid and enforceable. This invalidity or non-enforceability will not invalidate or render unenforceable any other
and assigns,
portion as well
of this as all authorized or unauthorized users or beneficiaries of the Service under this agreement or any prior
agreement.
agreements between you and NEXTIVA.
19. DISPUTE RESOLUTION AND BINDING ARBITRATION.
Our Customer Care Department can resolve most customer concerns quickly and to the
19.1. It is important that you read this entire section carefully. This section provides for resolution of disputes through final -
ment at (800)arbitration
and binding 983-4289 before
and provide in detail,
a neutral including
arbitrator documen
instead of in a court by a judge or jury.
Customer care shall be provided with 14 days in which to research and respond to your claim.. In the event your dispute or claim
19.2. Arbitration. NEXTIVA and you agree to arbitrate any and all disputes and claims between you and NEXTIVA except with
respect to claims for amounts owed for services rendered. Arbitration means that all disputes and claims will be resolved by a
neutral arbitrator instead of by a judge or jury in a court. This agreement to arbitrate is intended to be given the broadest
possible meaning under the law. It includes, but is not limited to: disputes and claims arising out of or relating to any aspect of
the relationship between you and NEXTIVA, whether based in contract, tort, statute, fraud, misrepresentation or any other
legal theory; disputes and claims that arose before this or any prior agreement (including, but not limited to, claims relating to
advertising); disputes and claims that may arise after the termination of this agreement; disputes and claims that are currently
must
the subject of individual litigation; describe
disputes andthe nature
claims thatand
arebasis of thethe
currently dispute or of
subject claim and setclass
purported forthaction
the specific relief
litigation in
which you are not a member of a certified class; and disputes and claims concerning the scope of this arbitration provision.
References to “NEXTIVA,” “us” and “you” include our respective subsidiaries, affiliates, agents, employees, predecessors in
interest, successors and assigns, as well as all authorized or unauthorized users or beneficiaries of the Service under this
agreement or any prior agreements between you and NEXTIVA.
19.5.
19.3.Arbitrator and ArbitralofRules.
Informal Resolution Disputes. Our Customer Care Department can resolve most customer concerns quickly and to
may
the contact the satisfaction.
customer’s AAA by telephone at 1-800-778-7879,
If you have by against
a dispute or claim email atus,
[email protected],
you should first contactorthe
by NEXTIVA
mail at 3200 N. Central
Customer CareAve,
Department at (800) 983-4289 and provide in detail, including documents or analysis supporting your position, the basis of
your claim. Customer care shall be provided with 14 days in whichvely, “AAA Rules”),
to research as modified
and respond byclaim..
to your this Agreement. The
In the event AAA
your
Rules are available at www.adr.org or by calling the AAA at 1-800-778-7879.
dispute or claim is not resolved to your satisfaction, you may seek to have that dispute or claim resolved as set forth below.
19.6.
19.4.Waiver
FormalofNotice
Judgeof orDisputes.
Jury Trial.AYou and
party NEXTIVA
who intendsagree that,
to seek by entering
arbitration mustinto this
first agreement,
send youparty
to the other and NEXTIVA
a written are
“Notice
waiving the right
of Dispute” to aforth
setting trial in
bydetail,
judge including
or jury. submission of supporting documentation, the grounds of your dispute. The Notice
of Dispute to NEXTIVA must be sent to NEXTIVA, attention “General Counsel,” by certified mail addressed to 8800 E.
Chaparral Road, Scottsdale, AZ You and NEXTIVA agree that the arbitrator may award relief only in favor of the individual party
85250.
seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. You and NEXTIVA
19.4.1. The Notice of Dispute must describe the nature and basis of the dispute or claim and set forth the specific relief
. You and
sought. If you and NEXTIVA do not reach an agreement to resolve the NEXTIVA
dispute oragree
claim that,
withinunless
thirtyyou
(30)and NEXTIVA
days after theagree
otherwise, the arbitrator may not consolidate more than one per
Notice of Dispute is received, you or NEXTIVA may commence an arbitration proceeding. The amount of any settlement
offer made by you or NEXTIVA shall be non-discoverable and shall not be disclosed to the arbitrator until after the
arbitrator determines the amount, if any, to which you or NEXTIVA is entitled.

19.5. Arbitrator and ArbitralYou mustThe

Rules. present a claimshall
arbitration within one (1) year of
be administered bythe
thedate of the Arbitration
American occurrence Association
of the event(“AAA”).
or factsYou
may contact the AAA by telephone at 1-800-778-7879, by email at [email protected], or by mail at 3200 N. Central
right
Ave,toSte
pursue
1560,aPhoenix,
claim based upon such
AZ 85012. Theevent, facts, shall
arbitration or dispute.
be governed by the AAA’s Commercial Dispute Resolution Procedures
and Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”), as modified by this Agreement. The
AAA Rules are available at www.adr.org or by calling the AAA at 1-800-778-7879. sions to the contrary
herein, you and we agree that with respect to claims for unpaid invoices: (a) we may take our dispute to small claims court, if the
19.6. Waiver of Judge or Jury Trial. You and NEXTIVA agree that, by entering into this agreement, you and NEXTIVA are
waiving the right to a trial by judge or jury.
(c) you or we may take any disputes over the validity of any
party’s intellectual property rights to a court of competent ju
19.7. Waiver of Class Actions. You and NEXTIVA agree that the arbitrator may award relief only in favor of the individual
party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. You and

© 2019 NEXTIVA, ALL RIGHTS RESERVED

 NEXTIVA agree that you and NEXTIVA may bring claims against the other only in your or its individual capacity, and not as a
plaintiff or class member in any purported class or representative proceeding. You and NEXTIVA agree that, unless you and
NEXTIVA agree otherwise, the arbitrator may not consolidate more than one person’s or entity’s claims and may not otherwise
preside over any form of a representative or class proceeding. If this specific waiver of class actions provision, or any portion
such change
thereof, and require
is found NEXTIVA to adhere
to be unenforceable, to the
then the language
entirety in this
of this provision.
dispute resolution and binding arbitration provision shall be null
and void.

19.8. Statute of Limitations. You must present a claim within one he (1)
Arbitrator, such
year of the hearing
date shall
of the be heardof
occurrence inthe
Maricopa County,
event or facts
Arizona.,
giving rise to a dispute (except for billing disputes which are subject to section 10 and 11 of the agreement), or you waive the
right to pursue a claim based upon such event, facts, or dispute.
20. PRIVACY.
19.9. Exceptions to Arbitration Agreement. Notwithstanding the obligation to arbitrate and any other provisions to the
completely
contrarysecure.
herein,You
youagree that
and we NEXTIVA
agree mayrespect
that with access to
all claims
features
forofunpaid
your account
invoices:and the may
(a) we Service
taketoour
determine whether
dispute to the
small claims
greement, and for any other purposes. YOU AGREE THAT
court, if the contained dispute qualifies for hearing by such court; (b) if you fail to timely pay amounts due, we may assign your NEXTIVA
account for collection, and the collection agency may pursue in court claims limited strictly to the collection of the past due
debt and any interest or cost of collection permitted by law or the Agreement; (c) you or we may take any disputes over the
validity of any party’s intellectual property rights to a court of competent jurisdiction; (d) any dispute related to or arising from
appropriate request
allegations of a government
associated agency,
with fraudulent law enforcement
or unauthorized use, agency,
theft, orcourt
piracyorofasservice
otherwise
mayrequired by law,
be brought NEXTIVA
in a court may
of competent
jurisdiction; and (e) either you or we may seek any interim or preliminary relief from a court of competent jurisdiction,
necessary to protect the rights or property of you or NEXTIVA, pending the completion of arbitration.
21. EXPORT COMPLIANCE. You agree to comply fully with all relevant export laws and reg
19.10. Modification of Arbitration. If NEXTIVA makes any substantive ministered change
by the Department of Commerce,
to this arbitration provision,Bureau
you mayof reject
Industry
any
and such
Security. You also expressly agree that Customer shall not export, directly
change and require NEXTIVA to adhere to the language in this provision. or indirectly, re-export, divert, or transfer any
y
U.S.19.11.
exportVenue/Jurisdiction.
controls. All claims for Arbitration shall be submitted to and heard by the office of AAA located in Maricopa
County, Arizona. Should an evidentiary hearing be required by the Arbitrator, such hearing shall be heard in Maricopa County,
22. RECORDING
Arizona., CONVERSATIONS. record individual telephone

state.
20. In some NEXTIVA
PRIVACY. states, You are required
Service utilizes,toinobtain
wholeconsent from
or in part, the public Internet and third party networks to transmit voice and
complying with all federal, state, and local laws in any releva
other communications. You acknowledge and understand that NEXTIVA cannot guarantee that voice over IP communication is
completely secure. You agree that NEXTIVA may access all features of your account and the Service to determine whether the
Service is being used fraudulently and/or in violation of this Agreement, and for any other purposes. YOU AGREE THAT NEXTIVA
SHALL NOT BE LIABLE FOR ANY LACK OF PRIVACY. NEXTIVA is committed to respecting your privacy relating to personally
and You forinformation.
identifiable NEXTIVA quality control
Once you purposes.
choose to provide personally identifiable information, it will only be used in the context of your
relationship with NEXTIVA. NEXTIVA will not sell, rent, or lease your personally identifiable information to others. Upon the
23. ASSIGNMENT.
appropriate request of a government agency, law enforcement agency, court or as otherwise required by law, NEXTIVA may
disclose personally identifiable information. Please refer to our Privacy Policy for additional information.
agreement.
21. EXPORT COMPLIANCE. You agree to comply fully with all relevant export laws and regulations of the United States, including
24.not
but SURVIVAL.
limited to the U.S. Export Administration Regulations, administered by the Department of Commerce, Bureau of Industry
and Security. You also expressly agree that Customer shall not export, directly or indirectly, re-export, divert, or transfer any
n of
portion of the Service or Device, including, without limitation, to any the Service.
destination, company, or person restricted or prohibited by
U.S. export controls.
25. CALEA.
theRECORDING
22. Service, you hereby agree and consent
CONVERSATIONS. to NEXTIVA
Certain NEXTIVA’sServices
right toprovide
monitoraand otherwise
function disclose
that allows thetonature
You recordand contenttelephone
individual of your
conversations. The laws regarding the notice, notification, and consent requirements for recording conversations vary from state to
state. In some states, You are required to obtain consent from all parties to a record a conversation. You are solely responsible for
26. FORCE
complying MAJEURE
with (EVENTS
all federal, BEYOND
state, and NEXTIVA’S
local laws CONTROL).
in any relevant NEXTIVA
jurisdiction when shall bethis
using excused from
feature. any delay
NEXTIVA or failuredisclaims
expressly in perfor-
all
liability with respect to your recording of telephone conversations. You hereby agree to fully, finally, and forever release, discharge,
of God,
hold earthquake,
harmless, fire,indemnify
and fully flooding, NEXTIVA
riots, war,from
government interv
and against any damages or liabilities of any kind related to Your recording of any
telephone conversations using the Services. You agree that NEXTIVA, of NEXTIVA’s
may atbest efforts.
its sole discretion, record any call between NEXTIVA
and You for NEXTIVA quality control purposes.
27. SOFTWARE COPYRIGHT -
23. ASSIGNMENT. NEXTIVA may assign all or part of its rights or duties under the Agreement without notifying you. If we do that,
we have no further obligation to you. You may not assign the Agreement or the Service or Device without our prior written
provided to you as part of the Service.
agreement.
28.SURVIVAL.
24. COPYRIGHT AND
The TRADEMARK;
provisions COPYRIGHT
of this Agreement INFRINGEMENT;
relating DIGITAL
to indemnification, MILLENNIUM
limitations COPYRIGHT
on liability, ACT (DMCA)
warranty limitations andNOTICE.
Our Web site content, our materials, services, logs, service marks and trademarks are protected by trademark, copyright, or other
disclaimers, resolution of disputes, billings and your obligation to pay for the Service provided and any additional usage charges,
shall survive the termination of the Agreement and the termination of the Service.
Updated:
25. CALEA.June 13, 2018
NEXTIVA intends to fully comply with the Communications Assistance for Law Enforcement Act (“CALEA”). By using

© 2019 NEXTIVA, ALL RIGHTS RESERVED

the Service, you hereby agree and consent to NEXTIVA’s right to monitor and otherwise disclose the nature and content of your
communications if and as required by CALEA without any further notice to you.

26. FORCE MAJEURE (EVENTS BEYOND NEXTIVA’S CONTROL). NEXTIVA shall be excused from any delay or failure in perfor-
mance hereunder caused by reason of occurrence or contingency beyond its reasonable control, including without limitation, acts
of God, earthquake, fire, flooding, riots, war, government intervention, embargoes, strikes, labor difficulties, equipment failure, late
delivery by suppliers or other difficulties as may occur in spite of NEXTIVA’s best efforts.

27. SOFTWARE COPYRIGHT. Any software used by NEXTIVA to provide the Service and any software provided to you in
conjunction with providing the Service is protected by copyright law and international treaty provisions. You may not copy the
software or any portion of it. Furthermore, you may not delete, alter, cover, or distort any copyright or other proprietary notices or
trademarks provided to you as part of the Service.

28. COPYRIGHT AND TRADEMARK; COPYRIGHT INFRINGEMENT; DIGITAL MILLENNIUM COPYRIGHT ACT (DMCA) NOTICE.
Our Web site content, our materials, services, logs, service marks and trademarks are protected by trademark, copyright, or other
intellectual property laws, and international treaty provisions. Infringement by you may result in civil or criminal prosecution.

Updated: February 2, 2019

© 2019 NEXTIVA, ALL RIGHTS RESERVED