Freevoice Inc. Terms and Conditions V011816
1. Orders: Orders are not binding until accepted by Freevoice, in its sole discretion. Once an order is accepted by Freevoice, it may only be changed or cancelled only with the written consent of Freevoice.
2. Payments: All prices are F.O.B. Freevoice ’s facility, Orange County, California, payable 100% of the aggregate price before shipment unless otherwise agreed in writing by an authorized Freevoice representative. Prices are exclusive of any freight, taxes (sales, use, personal property tax, etc.), duties or imposts, all of which are the responsibility of Buyer. Buyer agrees to pay all amounts due upon receipt of invoice as provided above. Notwithstanding any partial payment by Buyer, title to goods shipped shall remain with Freevoice until the entire price has been paid; and, if Buyer defaults in the payment of any charges hereunder when due, Freevoice may remove and repossess any and all such goods delivered, in addition to any other legal remedies it may have.
3. Delivery: All shipments shall be F.O.B. Freevoice, Orange County, California, and Buyer shall bear the cost of delivery and handling. Risk of loss shall transfer to Buyer upon delivery of goods to the carrier. Freevoice will make every reasonable effort to complete shipment on or before the dates set forth in its written quotation or the face of this order, as applicable; however, Freevoice shall not be liable for delay in performance or inability to perform occasioned by acts beyond its reasonable control, including, fire, flood, strike, war, embargo, government regulation, materials shortage or shipping delay. If performance is delayed by such an event, Freevoice shall notify Buyer, and time of performance shall be extended for the period of such contingency.
4. Installation: Buyer must secure location for equipment installation. This location must be clear of obstructions and be free of dust, moisture, and temperature maintained between 60 and 80 degrees Fahrenheit. The server must plug into a surge-protecting battery-backup system that compatible with the Freevoice server for safety shutdown. Buyer must provide a basic computer network with certified 10/100 Cat 5 cabling and jacks or better and a managed 10/100 Switch with 2 ports available for Freevoice equipment. If the buyer is providing the router, the following ports will need to be opened to the local address of the Freevoice system, Ports 80 & 22 TCP for Support access, and Ports 5060 & 10000-20000 UDP for Remote extensions. Each SIP desk phone will require an Ethernet port and an available power outlet.
accompanied by a complete description of the nature of the defect. To receive a refund, all items must be in “like new” condition and Buyer must ship back all materials including: boxes, wires, manuals, shipping materials, etc. Items that are not returned in “like new” condition will not be refunded, and will be returned to the Buyer at the Buyer’s expense.
6. Warranty: Freevoice servers covered under a current support subscription without lapse are fully warranted against hardware failure for the life of the subscription. In the event of a server hardware failure Freevoice will expedite an advance replacement of the current model free of charge with the latest back up preinstalled. All obligations of Freevoice to maintain service or provide warranty repair to the equipment, components or software shall terminate at the end of the support subscription. Freevoice will extend to Buyer, on a “pass through” basis, any warranty provided by the manufacturer of the purchased equipment and components to the extent permissible. Freevoice may assist Buyer with such pass-through warranty service at Freevoice’s discretion. Freevoice may require a security deposit, pre-payment or prior return of any products or components covered under such a pass-through warranty. Buyer is responsible for paying all freight charges incurred in shipping, importing/exporting and receiving replacement products and parts and for arranging and paying for the shipment of any defective part(s) back to the Freevoice. When Freevoice replaces a product, the Buyer must return the defective parts or products within 7 days after receipt of the replacement products. Freevoice will charge Buyer for replacement products if Buyer fails to do so. All international Buyers are responsible for all customs duties, VAT and other associated taxes and charges. Freevoice reserves the right to reject any returned products or components which it determines not to be covered under a pass-through warranty, beyond the warranty period, not purchased from Freevoice or with damage resulting from miss-use or other actions not covered under the manufacturer’s warranty. Such products or components will be returned to the Buyer at the Buyer’s expense. FREEVOICE DOES NOT WARRANT AND IS NOT RESPONSIBLE FOR DAMAGES CAUSED BY MISUSE, ABUSE, ACCINCIDENTS, VIRUSES, UNAUTHORIZED SERVICE OR PARTS, OR THE COMBINATION OF COVERED PRODUCTS WITH OTHER PRODUCTS. ANY WARRANTY APPLICABLE TO THIRD-PARTY PRODUCTS IS PROVIDED BY THE ORIGINAL MANUFACTURER.
7. Support: No Support provided unless Buyer maintains a current monthly Support Subscription. Subscription Members receive unlimited support to maintain equipment and services provided by Freevoice. Support Subscriptions are licensed to only one person at a company as they will be trained as the registered system administrator for that company. Multiple company contacts may be licensed as a registered system administrator at discount of fifty percent of the current subscription each month or $99 per incident. Subscriptions of 31 days or less are nontransferable. For security Freevoice Support is limited to the registered user at freevoicepbx.com. All access to support services are restricted to your registered system administrator. No support will be provided for unauthorized people. SIP connected computers must have valid OS license, 2 GB RAM or greater, the latest OS and Firefox update. and idle at no more that 20% capacity. 3rd party equipment is excluded by default. The addition of third party phones not provided by Freevoice will void the unlimited support subscription. Freevoice may, for approved models and at its discretion, license third party phones to the current support subscription for a $49 one-time cost. Excluded from the support subscription are: Support resolving 3rd party carrier issues. Support requirements arising due to customer providing false information or disregarding Freevoice support instructions. Support requirements arising due to customer connection of 3rd party equipment or Support requirements arising due to customer testing environment prior to install, is not covered under a support agreement. In the event that Freevoice provides support services that are exclude from the support subscription the nominal rate of $129 per hour will apply and will be automatically billed to your account. Freevoice reserves the right to terminate support contracts for any reason including but not limited to abusive language, hostile communications, criminal intent, disregard for Freevoice instructions, billing transaction failures, and excessive support requirements. Buyer canceled Support Subscriptions are subject to a reactivation fee of up to 3 months of back subscription fees or an active wait period of 30 days.
8. Freevoice Service Level Agreement: Freevoice understands the services they provide are mission-critical for their clients. This is why we are one of the few companies to take the extra step and offer an SLA to all of our customers. As a company strongly committed to providing a reliable, high-quality customer experience to our clients, this is another example of their dedication. Our industry leading Service Level Agreement (SLA) outlines the minimum service expectations a client may expect from Freevoice Communications for their provided Business SIP service. This SLA represents both Freevoice's responsibility, and our client's course of action with respect to Freevoice's Support Subscription Guarantee. Freevoice Services have a 99.999% uptime guarantee. Availability Guarantee: A credit balance of the support subscription will be carried for Emergency interruptions in the office phone system service where inbound or outbound calling is affected for period in excess of 0.1% of any month. Unavailability shall begin when the Support Ticket is received by the Freevoice Support Team and ends when the service has been deemed in operation once again. Provisions to Freevoices’ Availability Guarantee, No credit balance will be earned under the following scenarios: Noncompliance with respect to the Freevoice Terms of Service (including its payment terms). Power failure at the Buyer's location, Local equipment found negatively affecting the IP telephony services, Failure of equipment, systems, connections or services not provided by Freevoice (i.e. ISP: Internet Service Provider). Circumstances or causes beyond the reasonable control of Freevoice. Any period in which Freevoice is not provided full and free access to all required equipment in order to rectify a situation. The amount of credit available per month is subject to a cap as described in this agreement. Support Subscription Response times: Response time shall begin when the Support Ticket is received by the Freevoice Support Team and ends when the team has begun reviewing the incident. Emergency requests are defined as a down system with failure of inbound calling and or 50% or more extension failure. Emergency requests are given top priority and receive action within 60 minutes of submission between 8am -5pm PST. Critical Services subscribers may for emergency calls enter their critical service account number and reach support on call support 24 hours a day. After hour submissions will receive emergency action within 4 hours. Non-emergency submissions are classified in severity at the sole discretion of Freevoice and assigned the appropriate response time. All submissions are reviewed within 24 hours. Following a verified incident, Freevoice will apply credits earned from the Freevoice Support Subscription Guarantee within three billing cycles. Credits are based on average client user fee incurred during the outage and are not to exceed the average client usage fees for that billing period. Credits will only be given to clients in good financial standing and must comply with the Freevoice Terms of Service. As a result of any investigations, clients must fully cooperate with the Freevoice Support Team. Failure to do so will negate all credit. If a Freevoice client is for any reason dissatisfied with the services provided by Freevoice, the client may, at their sole discretion, terminate Freevoice services only by submitting written notice by creating a support ticket from their account at FreevoicePBX.com. Services will be terminated and all scheduled billing will cease 30 days from such notice. Verbal notice to cancel via phone call or in person will not be accepted.
9. Software and Intellectual Property: For the purpose of this Section (8), the term “Freevoice Intellectual Property” shall mean all intellectual property (including software or programming) delivered hereunder, except for any Open Source software as described. Any software distributed by Freevoice which is licensed under the GNU General Public License (GPL) is specifically excluded from this definition. All Freevoice Intellectual Property is solely for use by Buyer or its Buyers as shipped, and may not be used as a replication master or otherwise copied without the expressed consent of Freevoice. Use of software delivered as a separate item shall be subject to a separate license agreement that Buyer shall be required to accept prior to delivery. Buyer acknowledges that all Freevoice Intellectual Property furnished by Freevoice hereunder and the contents thereof are the proprietary property of Freevoice, and Buyer has no right or interest therein except the nonexclusive right to use it in the product in which it was delivered or as otherwise provided in a written license agreement. Buyer agrees not to directly or indirectly reproduce, decompile or provide or otherwise make available to any third party any Freevoice Intellectual Property. Buyer shall be liable for all damages, including loss of anticipatory profits, incurred by Freevoice as a result of such unauthorized use, copy or replication. The rights granted hereunder or use of Freevoice products does not convey any rights or ownership in Freevoice patents, copyrights, trademarks, intellectual property or know-how.
10. Freevoice SIP phone services: Freevoice SIP and Cloud services are month to month and can be canceled with a 30-day advance notification by creating a ticket within your account at www.freevoicepbx.com. Verbal cancellation of phone numbers and services via phone call or in person will not be accepted. Routers provided to you by Freevoice must be returned shipped at your expense to: Freevoice 711 W Kimberly Ave. #125 Placentia CA 92870 within 30 days of cancel request date or your account will be billed $199 for the hardware.
You may transfer your phone numbers to Freevoice at no cost within the first 30 days after purchasing a Phone System, Dialer, or Call Center. A $15 per number porting fee will be automatically charged to your account if you cancel numbers from the port after they have been submitted to us. A $75 per number porting fee will be automatically charged to your account if you cancel numbers from a port request after we have received a scheduled porting date (FOC) from the carrier. If you port a number to Freevoice that you do not legally own, the number port will be reversed and your account will be automatically charged a fee of $300.
Special promotions and discounts may require an annual auto renewing contract and can be canceled by notifying Freevoice 30 days prior to the renewal date. US 48 local phone numbers are billed at $3.95 per month, $0.019 per minute. US 48 toll free phone numbers are billed at $7.95 per month, $0.029 per minute. Additional services of North American (US & Canada) toll free phone or FAX numbers are billed at $7.95 per month, $0.039 per minute. FAX US 48 outbound rate is $0.019 per minute. Outbound calls without a valid CID, Blocked CID, or Toll Free CID, will be billed at $0.029 Rate. US calls are billed in 6 second increments. 6 second minimum charge applies for all call attempts. International calls are billed in 60 second Intervals and rates.
Buyers with automatic billing service will receive auto adjusted purchases to match the estimated monthly usage. Purchases into SIP balances carry over month to month. Minimum usage per account is $1 per month. Accounts that do not meet minimum usage for 2 consecutive months will be closed and balance of funds considered forfeited. Purchases of SIP Phone service are nonrefundable. Call detail records (CDR) are available for 90 days. Proprietary calling list information (PCL) uploaded by the buyer is the sole property of the customer. Freevoice will not archive, back up or transfer PCL to a 3rd party without consent. All services, pricing, and/or other charges due hereunder are exclusive of all applicable taxes, including value-added taxes, sales taxes, and duties or levies imposed by any authority, government, or government agency, the payment of which be the sole responsibility of buyer, and buyer agrees to indemnify and hold Freevoice harmless from any liability therefore. Buyers are responsible for maintaining an internet link with up to 80k reserved bandwidth per call required and maintain a consistent latency less than 100ms. The Buyer shall be responsible for securing all passwords and is responsible for all costs, expenses, claims or actions arising from fraud connected with use of Freevoice SIP service ordered by the Buyer. The Buyer shall not be excused from paying Freevoice for any services provided to the Buyer or any portion thereof on the basis that fraudulent calls comprised a portion of the services. Freevoice reserves the right, but is not required, to take any and all action it deems appropriate (including blocking access to particular calling numbers or geographic areas) to prevent or terminate any fraud or abuse in connection with the services, or any use thereof, provided, however, that any such action shall be consistent with applicable laws, rules, and regulations. The Buyer shall not use and shall not permit others to use the services in a manner that could interfere with services provided to others or that could harm the facilities of the buyer or others. Freevoice may, without liability, take immediate action including, but not limited to, suspension of the services without notice, to prevent or terminate such activities. The Freevoice SIP service is provided to buyer on an “As Is” basis. The parties agree that notwithstanding anything contained in this agreement to the contrary, no warranty, express or implied, is made concerning the Freevoice SIP Service or Freevoice Systems, including without limitation, the implied warranties of merchantability and fitness for a particular purpose. Freevoice does not warrant that the functions contained in the Freevoice SIP Service or Freevoice systems will meet buyers’ requirements, or will operate in the manner desired by buyer, or that the Freevoice SIP Service and/or Freevoice systems will be error free, or free from unauthorized intrusion by any third party instigator. No E911/911 Emergency Calling Services will be enabled for the Buyer by default.
EXCESSIVE CALL ATTEMPTS SURCHARGE: A minimum outbound call completion ratio (defined as percentage of completed calls versus attempted calls) of 50% (fifty percent) is required, and is calculated on total outbound call attempts on a weekly basis per unique customer account. In the event Customer’s minimum outbound call completion ratio falls below 50%, an Excessive Call Attempt Surcharge of $0.01 per call will be assessed for all incomplete calls while above this threshold.
11. Freevoice Compliance Cost Recovery Fee: The Regulatory Cost Recovery Fee is used to recover a portion of costs associated with payment of government imposed fees and to recover the costs of compliance with government imposed regulatory requirements and various costs of network development and maintenance, regulatory proceedings and compliance, fraud monitoring, account provisioning, maintenance and other costs incurred by Freevoice in the provision of interstate telecommunications services. This charge is currently 18% and subject to change as the cost of compliance changes.
12. Telemarketing Liability The FTC's Telemarketing Sales Rule protect consumers from nuisance telemarketing calls and gives them certain protections under the National Do Not Call Registry. Companies need to be familiar with rules banning most forms of robo-calling. If you or someone working on your behalf is telemarketing products or services, you are the legal responsible party and should know the dos and don'ts before you plan your telemarketing strategy. The FTC provides free Telemarketing legal resources at: http://business.ftc.gov/advertising-and-marketing/telemarketing Freevoice does not provide any legal advice. Freevoice support and consulting may describe many technologically possible telemarketing solutions. It is your responsibility to confirm you have the legal right to implement them. Signatory and card holder confirms all calls will be dialed in compliance with all FTC telemarketing rules and are the legal responsible party for any claims of violation
13. Entire Agreement: This Agreement contains the entire agreement between Buyer and Freevoice and supersedes any prior or contemporaneous oral or written agreements or communications between them relating to the subject matter hereof. No printed terms in any document of Buyer shall apply to the goods or services delivered under this Agreement nor shall they be binding on Freevoice. In the event that any provisions in this Agreement, for any reason, shall be held void or unenforceable, the remaining provisions shall remain in full force and effect and shall control.
14. Governing Law: This Agreement and all orders hereunder shall be governed by and construed under the laws of the State of California, USA and shall be subject to the exclusive jurisdiction of the courts in Orange County, California, USA. In any action brought to enforce this agreement, the prevailing party shall be entitled to also recover the cost of enforcement, including attorney fees.