Terms Of Service
This agreement (“Agreement”) is between Switchlabs LLC (“Switchlabs”) and an end user (“End User”). Any Switchlabs services or products (“Services”) provided by Switchlabs to End User shall be governed by the terms and conditions herein. By purchasing the Services, END USER agrees to be bound by these term and conditions. End User acknowledges that they are of legal age to enter into this Agreement.
1. TERMS AND CONDITIONS
The terms and conditions stated herein are in lieu of and replace any and all terms and conditions set forth in any documents issued by End User, including, without limitation, purchase orders and specifications. No waiver or amendment to this contract or these terms and conditions shall be binding on Switchlabs unless made in writing expressly stating that it is such a waiver or amendment and signed by an officer of Switchlabs.
2. EMERGENCY SERVICES – 911 DIALING
2.1 Non-Availability of Traditional 911 or E911 Dialing Service.
The VoIP Service does not support traditional 911 or E911 access to emergency services in all locations. Where we do not offer traditional 911 or E911 access, we offer a feature known as “911 Dialing” which is a limited emergency calling service available only on Switchlabs certified Equipment. The 911 Dialing feature may not work at all when used in conjunction with a Softphone, mobile app, Virtual Numbers or Subscriber provided End User Premise Equipment. OUR 911 DIALING FEATURE IS NOT AUTOMATIC; YOU MUST SEPARATELY TAKE AFFIRMATIVE STEPS, AS DESCRIBED IN THIS AGREEMENT AND ON OUR WEBSITE, TO REGISTER THE ADDRESS WHERE YOU WILL USE THE SERVICE IN ORDER TO ACTIVATE THE 911 DIALING FEATURE. You must do this for each Switchlabs phone number that you obtain. The 911 Dialing feature of the VoIP Service is different in many important ways from traditional 911 or E911 service as described on our website page for 911 Dialing under “Features,” and below. YOU SHALL INFORM ANY HOUSEHOLD RESIDENTS, GUESTS AND OTHER THIRD PERSONS WHO MAY BE PRESENT AT THE PHYSICAL LOCATION WHERE YOU UTILIZE THE VoIP SERVICE OF (I) THE NON-AVAILABILITY OF TRADITIONAL 911 OR E911, AND (II) THE IMPORTANT DIFFERENCES IN AND LIMITATIONS OF THE Switchlabs 911 DIALING FEATURE AS COMPARED WITH TRADITIONAL 911 OR E911 DIALING. IT IS YOUR RESPONSIBILITY TO PLACE A NOTICE ON EACH DEVICE OR OTHERWISE FIND A MEANS TO ALERT DEVICE USERS OF THESE LIMITATIONS.
2.2 Registration of Physical Location Required.
For each phone number that you use for the VoIP Service, you must register with Switchlabs the physical location where you will be using the VoIP Service with that phone number. When you move the Device to another location, you must register your new location. If you do not register your new location, any call you make using the 911 Dialing feature may be sent to an emergency center near your old address. You will register your initial location of use when you subscribe to the VoIP Service. Thereafter, you may register a new location by following the instructions from the “911″ registration link on your Switchlabs, web account dashboard features page. For purposes of the 911 Dialing feature, you may only register one location at a time for each phone line you use with the VoIP Service.
2.3 Confirmation of Activation Required
Your 911 Dialing feature will not be activated for any phone line that you are using with the VoIP Service, unless and until you receive an email from us confirming that the 911 Dialing feature has been activated for that phone line.
2.4 How Emergency Personnel are Contacted
We contract with a third party to use the address of your registered location to determine the nearest emergency response center and then forward your call to a general number at that center. When the center receives your call, the operator will not have your address and may not have your phone number. You must therefore provide your address and phone number in order to get help. Some local emergency response centers may decide not to have their general numbers answered by live operators 24 hours a day. If we learn that this is the case, we will send your call instead to a national emergency calling center and a trained agent will contact an emergency center near you to dispatch help. You hereby authorize us to disclose your name and address to third-party service providers, including, without limitation, call routers, call centers and public service answering points, for the purpose of dispatching emergency services personnel to your registered location.
2.5 Service Outages
2.5.1 Service Outages Due to Power Failure or Disruption.
911 Dialing does not function in the event of a power failure or disruption. If there is an interruption in the power supply, the VoIP Service, including 911 dialing, will not function until power is restored and device(s) are “online” or registered. Following a power failure or disruption, you may need to reset or reconfigure the device prior to utilizing the service, including 911 dialing.
2.5.2 Service Outages Due to Internet Outage or Suspension or Termination of Broadband Service or ISP Service.
Service outages or suspensions or terminations of service by your broadband provider or ISP will prevent all VoIP Service, including 911 Dialing, from functioning.
2.5.3 Service Outage Due to Suspension or Termination of Your Switchlabs Account
Service outages due to suspension or termination of your account will prevent all VoIP Service, including 911 Dialing, from functioning.
2.5.4 Service Outages Due to ISP or Broadband Provider Blocking of Ports or Other Acts
Your ISP or broadband provider or other third party may intentionally or inadvertently block the ports over which the VoIP Service is provided or otherwise impede the usage of the VoIP Service. In that event, provided that you alert us to this situation, we will attempt to work with you to resolve the issue. During the period that the ports are being blocked or your VoIP Service is impeded, and unless and until the blocking or impediment is removed or the blocking or impediment is otherwise resolved, your VoIP Service, including the 911 Dialing feature, may not function. You acknowledge that Switchlabs is not responsible for the blocking of ports by your ISP or broadband provider or any other impediment to your usage of the VoIP Service, and any loss of service, including 911 Dialing, that may result. In the event you lose VoIP Service as a result of blocking of ports or any other impediment to your usage of the VoIP Service, you will continue to be responsible for payment of the Services’ charges unless and until you terminate the Services in accordance with this Agreement.
2.5.5 Other Service Outages
If there is a VoIP Service outage for any reason, such outage will prevent all VoIP Service, including 911 Dialing, from functioning. Such outages may occur for a variety of reasons, including, but not limited to, those reasons described elsewhere in this Agreement.
2.6 Re-Activation Required if You Change Your Number or Add or Port New Numbers.
911 Dialing does not function if you change your phone number or if you add or port new phone numbers to your account, unless and until you successfully register your location of use for each changed, newly added or newly ported phone number.
2.7 Network Congestion; Reduced Speed for Routing or Answering 911 Dialing Calls.
2.7.1 Network Congestion
There may be a greater possibility of network congestion and/or reduced speed in the routing of a 911 Dialing call made utilizing the Service as compared to traditional 911 dialing over traditional public telephone network
2.7.2 Analytics monitoring
Switchlabs uses advanced analytics monitoring for all calls on our Switchlabs server. Calls are data captured and stored on these servers for up to (14) days for troubleshooting purposes along with packet captures and other important tools to help remedy any call quality issues you might experience. Switchlabs WILL NOT listen to any calls on this server without explicit consent from End User. Any End User may opt out of this troubleshooting and monitoring service by opening a ticket at firstname.lastname@example.org.
2.8 Possible Lack of Automatic Number Identification.
It may or may not be possible for the local emergency personnel to automatically obtain your phone number when you use 911 Dialing. Our system is configured to send the automatic number identification information; however, one or more telephone companies, not us, route the traffic to the emergency response center and that center may not be capable of receiving and passing on that information. As a result, the operator who answers your 911 Dialing call may not be able to automatically obtain your phone number and call you back if the call is not completed or is not forwarded, is dropped or disconnected, if you are unable to speak to tell the operator your phone number, or if the Service is not operational for any reason.
2.9 No Automated Location Identification.
In most service areas, it is not possible at this time to transmit to the local emergency response center the address that you registered for 911 Dialing. You will need to state the nature of your emergency promptly and clearly, including your location (and possibly your telephone number), as the operator will not have this information. Emergency personnel will not be able to find your location if the call is not completed or is not forwarded, is dropped or disconnected, if you are unable to speak to tell the operator your location, or if the Service is not operational for any reason.
2.10 Disclaimer of Liability and Indemnification.
We do not have any control over whether, or the manner in which, calls using our 911 Dialing service are answered or addressed by any local emergency response center. We disclaim all responsibility for the conduct of local emergency response centers and the national emergency calling center. We rely on third parties to assist us in routing 911 Dialing calls to local emergency response centers and to a national emergency calling center. We disclaim any and all liability or responsibility in the event such third party data used to route calls is incorrect or yields an erroneous result. Neither Switchlabs, nor its affiliates, owners, officers, managers, directors, employees, independent contractors or agents may be held liable for any claim, damage, or loss, and you hereby waive any and all such claims or causes of action, arising from or relating to our 911 Dialing service unless such claims or causes of action arose from our gross negligence, recklessness or willful misconduct. You shall defend, indemnify, and hold harmless Switchlabs, its affiliates, owners, officers, managers, directors, employees, independent contractors or agents and any other service provider who furnishes services to you in connection the Service, from any and all claims, losses, damages, fines, penalties, costs and expenses (including, without limitation, attorneys fees) by, or on behalf of, you or any third party relating to the absence, failure or outage of the Service, including 911 Dialing, incorrectly routed 911 Dialing calls, and/or the inability of any user of the Service to be able to use 911 Dialing or access emergency service personnel.
2.11 Alternate 911 Arrangements.
If you are not comfortable with the limitations of the 911 Dialing service, you should consider having an alternate means of accessing traditional 911 or E911 services or terminating the Service.
3. SERVICE DISTINCTIONS
The Service is not a telecommunications service and Switchlabs provides it on a best effort basis. Important distinctions exist between telecommunications service and the Service offering that Switchlabs provides. The Service is subject to different regulatory treatment than telecommunications service. This treatment may limit or otherwise affect your rights of redress before regulatory agencies.
3.1 No 0+ or Operator Assisted Calling; May Not Support x11 Calling.
The Service does not support 0+ or operator assisted calling (including, without limitation, collect calls, third party billing calls or calling card calls). The Service may not support 311, 511 and/or other x11 (other than certain specified dialing such as 911 and 411, which are provided for elsewhere in this Agreement) services in one or more (or all) service areas.
3.2 No Directory Listing.
The phone numbers you obtain from us will not be listed in any telephone directories. Phone numbers transferred from your local phone company may, however, be listed. As a result, someone with your phone number may not be able to utilize a reverse directory to lookup your address.
3.3 Incompatibility With Other Services.
3.3.1 Security Systems/Fire Alarm/Elevator/Postage
The Service may not be compatible with security systems/fire alarms. You may be required to maintain a telephone connection through your local exchange carrier in order to use any alarm monitoring functions for any security system installed in your home or business. You are responsible for contacting the alarm monitoring company to test the compatibility of any alarm monitoring or security system with the Service.
3.3.2 Certain Broadband and Cable Modem Services
You acknowledge that the Service presently may not be compatible with some broadband services. You further acknowledge that some providers of broadband service may provide modems that prevent the transmission of communications using the Service. We do not warrant that the Service will be compatible with all broadband services and expressly disclaim any express or implied warranties regarding the compatibility of the Service with any particular broadband service.
3.5 Use of Service and Device by End Users Outside the United States.
Although we encourage you to use the Service to place calls to foreign countries from within the United States and Canada, we do not presently offer or support the Service in any countries other than the United States and Canada. If you use the Service or the Device outside of the United States or Canada, you will be solely responsible for any violations of local laws and regulations resulting from such use. We reserve the right to terminate your Service immediately if we determine, in our sole and absolute discretion, that you have used the Service or the Device outside of the United States or Canada.
4 SERVICES AND EQUIPMENT
All Services purchased by End User will be submitted electronically to Switchlabs by End User or an approved Switchlabs Sales Agent. Each Service Order will define the quantity, Product(s), number porting instructions, shipping instructions, requested delivery date, and any special order handling instructions, if any. a. Switchlabs will provide status updates for all Service Orders electronically to End User and/or approved Switchlabs Sales Agent b. Switchlabs may decline to make shipments to End User if End User is delinquent in making payments to Switchlabs or is otherwise in breach of this Agreement c. Switchlabs will use reasonable efforts to ship and to deliver on requested scheduled dates but will not be liable for failure to do so.
5 PROHIBITED USES
Any use of the Services or any other action that causes a disruption in the network integrity of Switchlabs, other End User’s, or its vendors, whether directly or indirectly, is strictly prohibited and could result in termination of the Services at the sole discretion of Switchlabs. End User agrees and represents that it is purchasing the Services for its own internal use only, and shall not resell, transfer or make a charge to the Services without the advance express written permission of Switchlabs. Switchlabs’s Service Plans are for reasonable business use of End User only. Such use shall not include certain activities including, but not limited to, any autodialing, continuous or extensive call forwarding, continuous connectivity, fax broadcast, fax blasting, junk faxing, fax spamming, or any other activity that would be inconsistent with reasonable business usage. Any use found to be inconsistent with this restriction will result in termination of the Service and will incur additional usage charges of $0.01 per call.
6 FRAUDULENT CALLS
End User shall indemnify and hold Switchlabs harmless from any and all costs, expenses, damages, claims or actions arising from fraudulent calls of any nature. End User shall not be excused from paying Switchlabs for Services provided to End User or any portion thereof on the basis that fraudulent calls comprised a portion of the Services provided to End User. In the event that Switchlabs discovers fraudulent calls being made (or reasonably believes fraudulent calls are being made), nothing contained herein shall prohibit Switchlabs from taking immediate action (without notice to End User) that is reasonably necessary to prevent such fraudulent calling activity from occurring, including without limitation, denying Services to particular phone numbers or terminating Services to or from specific locations. Provided, however, nothing contained herein will impose any obligation on Switchlabs to take any action with respect to fraudulent calls.
Switchlabs is committed to respecting an End User’s privacy. End User’s personally identifiable information will only be used in the context of the End User’s relationship with Switchlabs. Switchlabs will not sell, rent, or lease End Users' personally identifiable information to others. Unless required by law or subpoena or if End User’s prior permission is obtained, Switchlabs will only share the personal data End User provides with other Switchlabs entities and/or business partners that are acting on Switchlabs’s behalf to complete the activities described herein. Such Switchlabs entities and/or national or international business partners are governed by Switchlabs’s privacy policies with respect to the use of this data.
In the event of End User’s breach of the terms of the Agreement, including without limitation, failure to pay any sum due hereunder, End User shall reimburse Switchlabs for all attorney, court, collection and other costs incurred by Switchlabs in the enforcement of Switchlabs’s rights hereunder and Switchlabs may keep any deposits or other payments made by End User.
End User shall be solely responsible for, and shall indemnify and hold Switchlabs free and harmless from any and all claims, suits, losses, expenses, liabilities and damages (including attorney’s fees) arising out of the alleged acts or omissions of End User, its resellers, employees, servants, agents or any of them, including without limitation claims or damages arising out of any claims, warranties or representations which differ from the warranty and product documentation provided by Switchlabs in its product packaging.
10 BILLING, CHARGES AND PAYMENT
Upon purchase of the Service, End User must provide Switchlabs with a valid credit card number from an issuer that is accepted by Switchlabs or appropriate bank and routing information to utilize ACH as a method of payment. End User authorizes Switchlabs to charge the credit card number or bank account provided by End User for all charges arising from End User’s use of the Services. End User agrees to notify Switchlabs of any change to the ACH information or credit card information including, but not limited to, changes in account number, expiration date or billing address. Switchlabs shall not be responsible for any charges made by the credit card issuer or bank to End User’s credit card or bank account for exceeding credit limit, insufficient funds or other reasons.
Switchlabs will provide a monthly, emailed invoice for the Services and bill all charges invoiced to End User’s account to the credit card or ACH account provided. End User’s credit card or ACH account will be billed immediately for equipment purchases and installation charges. Monthly service fees are paid in advance of each month’s service; toll charges and any other applicable charges are billed subsequent to the end of each month’s service. The first month’s monthly service invoice may include prorated charges to take into account any partial month that may occur as the result of the date Services are initiated.
10.3 TAXES, SURCHARGES, AND REGULATORY FEES
Any applicable taxes and surcharges as required by law, or required to offset costs incurred by Switchlabs in complying with federal, state, and/or municipal obligations relating to the Services provided. The “Regulatory Cost Recovery Fee” is charged to help defray the administrative costs Switchlabs incurs in complying with various government regulations. This fee is not imposed by any governmental entity and is subject to change.
10.4 CREDIT TERMS
All Services provided to End User shall at all times be subject to credit approval or review by Switchlabs. End User will provide such credit information or assurance as is requested by Switchlabs at any time. Switchlabs, in its sole discretion and judgment, may discontinue credit at any time without notice or require a deposit.
If any charges for the Services are due but unpaid for any reason including, but not limited to, non-payment, insufficient funds or declined credit card charges, Switchlabs may suspend or terminate the Services and all accrued charges shall be immediately due, plus a late fee of the lesser of 1.5% per month or the maximum allowed by law accrued from the date of invoice until payment in full is received by Switchlabs. If charges cannot be processed to the credit card or ACH account, End User will be charged a minimum fee of ten dollars ($10.00). The fee will also be charged to activate a suspended account. No suspension or termination of the Services or of this Agreement shall relieve End User from paying any amounts due hereunder. Switchlabs shall not be liable to End User for any loss or damage End User may suffer as a result of Switchlabs’s termination of this Agreement.
10.6 DISCONNECTION FEES
If End User terminates any Service or Service component within twelve (12) months of the initial installation of disconnected Services, Switchlabs shall charge a Service Disconnection Fee equal to 100% of the remaining Monthly Recurring Charges for the disconnected Service.
10.7 BILLING DISPUTES
End User must dispute any charges for the Services in writing within thirty (30) days of the date of the charge by Switchlabs, or End User waives any objection and further recourse. Disputes must be sent to: email@example.com
11 FORCE MAJEURE
Switchlabs shall not be liable for any delay in performance directly or indirectly caused by, or resulting from acts of God, fire, flood, accident, riot, war, terrorism, government intervention, embargoes, strikes, labor difficulties, equipment failure, late delivery by suppliers or other difficulties of Switchlabs as may occur in spite of Switchlabs’s best efforts.
Switchlabs communicates with End Users primarily via email. Notices to End User shall be sent to the email address specified by End User at the time of registration for the Services or as subsequently specified by End User (“Email Address”). End User is responsible for notifying Switchlabs of any Email Address changes. End User agrees that sending a message to the Email Address is the agreed upon means of providing notification.
13 EXPORT COMPLIANCE
End User agrees to comply with U. S. export laws concerning the transmission of technical data and other regulated materials via the Services. End User agrees to comply with applicable local, state and federal regulations governing the locality in which the Equipment and Services are used.
14 DISCLAIMER OF CONSEQUENTIAL DAMAGES
In no event shall Switchlabs or its vendors be liable for any special, incidental, indirect, punitive, or consequential damages or for any damages, including but not limited to loss of data, revenue, or profits, or arising out of or in connection with the use or inability to use services or products provided hereunder whether due to breach of contract, breach or warranty, the negligence of Switchlabs or its vendors or otherwise.