EasyVoIP Terms and Conitions

Voice2Net Corp’s EasyVoIP

TERMS OF SERVICE

 

Effective: September 1, 2020

THESE ONLINE TERMS OF SERVICE, including the Order(s) and any applicable Service Attachments, which by this reference are incorporated herein (“Agreement”), are a binding agreement between Voice2Net Corp. an Ontario corporation with its primary office at 4713 Corbett Street, Prescott, On K0E 1T0, (“Voice2Net”), and the legal entity identified in the Order (“Customer”). Voice2Net and Customer may be individually referred to as a “Party” or collectively as the “Parties.”

Voice2Net provides services and equipment intended solely for business or home use, pursuant to the terms and conditions set forth in this Agreement and on the condition that customer accepts and complies with this Agreement. By electronically signing this Agreement, Customer (a) accepts this agreement and agrees that Customer is legally bound by its terms; and (b) represents and warrants that: (i) its representative is 18 years of age or of legal age to enter into a binding agreement; and (ii) has the right, power, and authority to enter into this agreement on behalf of the corporation, governmental organization, or other legal entity, and to bind such organization to these terms. If Customer does not agree to the terms of this agreement, neither Customer nor its End Users may download, install, or use the services or equipment.

The Parties agree as follows:

Ordering Services

Customer may order Services by submitting electronically an Order in the format provided by Voice2Net at https://www.voice2netstore.ca/collections/easyvoip website or, for subsequent orders, via email to sales@voice2net.ca. The Order will identify the Services requested by Customer together with: (i) the price for each Service; (ii) scheduled Start Date; (iii)  and selected Plan.

An Order will become binding when it is executed by the Customer and accepted by Voice2Net. Voice2Net may accept an Order by commencing performance of the requested Services. The Services will begin on the Start Date, as identified in the applicable Order. Customer may purchase additional Services, software, and equipment via email sales@voice2net.ca.

Service Descriptions

The Service Attachment(s) applicable to Customer’s Services are incorporated into and forms a part of this Agreement.

EasyVoIP  is a cloud-based unified communications service that includes enterprise-class voice, fax, text, call handling, mobile apps..  Standard features are highlighted at  https://voice2net.ca/business-features

 Term of this Agreement

The Term of this Agreement will commence on the Effective Date and continue until the last Order Form is terminated or expires, unless terminated earlier in accordance with its terms.

Services Term and Automatic Renewal

The Services’ term will begin on the Start Date of the initial Order and continue for the initial Plan set forth in the initial Order (“Initial Term”). Upon expiration of the Initial Term, recurring Services will automatically renew on a month to month basis. The term of any recurring Services added to the Account after the initial Order is submitted will start on the Start Date of the subsequent Order, will run in sequency with the then-current term of any pre-existing Services, and will be billed on the same billing cycles as the pre-existing Services.

Prices and Charges

All prices are identified in CND dollars on the website. Additional charges may result if Customer activates additional features, exceeds usage thresholds, or purchases additional Services or equipment. Customer will be liable for all charges resulting from use of the Services on its Account.

Recurring charges for the Services begin on the Start Date and will continue for the Term. Recurring charges will, once incurred, remain in effect for the Initial Term  or the then-current Renewal Term. Voice2Net will provide notice of any proposed increase in such charges no later than thirty (30) days before the end of the Initial Term or then-current Renewal Term, and any such increase will be effective on the first day of the next Renewal Term.

Outbound calling rates for calls outside Canada or the United States of America will be applied based on the rate in effect at the time of use. Customer may locate the currently effective rates at www.rates.voice2net.ca.

 Billing and Payment

All Services and equipment must be purchased via valid Credit Card or Preauthorized Debit of subscriber’s bank account at the time of purchase. By providing a valid credit card or providing an preauthorized payment form , Customer is expressly authorizing all Services and equipment charges and fees to be charged to such payment card or bank account, including recurring payments billed on a monthly or annual basis. In addition, Customer’s supplied credit card or bank account PAP shall be used for any in-month purchases of additional services and products, or where Customer has exceeded usage or threshold limits, or any overage charges. Recurring charges are billed in advance in the frequency set forth with the Plan Selected, and usage-based and one-time charges are billed monthly in arrears. Credit and debit card payments are subject to the approval of the card issuer, and Voice2Net will not be liable in any way if a card issuer refuses to accept a credit or debit card for any reason. Customer is responsible for any credit card chargeback or similar fees for refused or rejected payments that Voice2Net is entitled to charge under this Agreement. If the payment card associated with Customer’s Account is declined or fails for any reason, Voice2Net will send Customer a notice using the contact information associated with Customer’s Account. Voice2Net may continue to attempt charging Customer’s payment card for outstanding charges and additional fees along with any other rights and remedies available to Voice2Net under this Agreement, at law or in equity.

Taxes

All rates, fees, and charges are exclusive of applicable Taxes, for which Customer is solely responsible. Taxes may vary based on jurisdiction and the Services provided. Taxes, access fees, universal service or other recovery fees, or similar charges will be adjusted on the date in which those increases become effective as mandated by competent authority. If any withholding tax is levied on the payments, then Customer must increase the sums paid to Voice2Net so that the amount received by Voice2Net after the withholding tax is deducted is the full amount Voice2Net would have received if no withholding or deduction had been made.

Billing Disputes

If a Customer reasonably and in good faith disputes any portion of Voice2Net’s charges, it must provide written notice to Voice2Net within thirty (30) days of the invoice date, identifying the reason for the dispute and the amount being disputed. Customer’s dispute as to any portion of the invoice will not excuse Customer’s obligation to timely pay the undisputed portion of the invoice. Upon resolution, Customer must pay any unpaid amounts within thirty (30) days. Any amounts that are found to be in error resulting in an overpayment by the Customer will be applied as a billing credit against future charges. Customer will be reimbursed any outstanding billing credits at the expiration or termination of this Agreement.

General Terms

Voice2Net will provide the Services as described in the relevant Service Attachment. Voice2Net may enhance, replace, and/or change the features of the Services, but it will not materially reduce the core features, functions, or security of the Services during the Term without Customer’s consent.

Customer Care

• a) All requests for assistance, trouble resolution or call flow, must be submitted via email to support@voice2net.ca.   A ticket will be automatically opened and the progress can be tracked by following the ticket on line.
• B) Voice2Net will respond to all tickets within a 4 hour window with a target resolution of 24 hours.
• C) Service outages should be reported via a telephone call to 844-478-1248.
• D) Calls are answered live between 8 AM thru 5 PM EST Monday thru Friday, for after hours calls, you will be requested to leave a voicemail message, these are monitored live and will be responded to in a timely manner.  

 

1. Professional Services

Voice2Net offers a broad portfolio of services that includes onsite and remote implementation services; Network Security Camera Installation and Cell Phone boosters. Any such services are governed by this AgreemPent

Subcontracting

Voice2Net may provide any of the Services hereunder through any of its Affiliates or subcontractors, provided that Voice2Net will bear the same degree of responsibility for acts and omissions for those subcontractors acting on Voice2Net’s behalf in the performance of its obligations under this Agreement as it would bear if such acts and omissions were performed by Voice2Net directl

Service Requirements

The Services are dependent upon Customer’s maintenance of sufficient Internet access, networks and power as set forth in Voice2Net’s Technical Sufficiency Criteria, available at https://voice2net.ca/voip-criteria Voice2Net will not be responsible for any deficiencies in the provision of the Services if Customer’s network does not meet Voice2Net’s Technical Sufficiency Criteria.

 

1. Use Policies

Customer and its End Users may use the Services only in compliance with this Agreement, applicable Law, and the Use Policies referenced below, which are incorporated into and form part of this Agreement. Customer may not use, or permit the use of the Services to interfere with the use of Voice2Net’s Services by others, or with the operation of the Voice2Net Network. Customer may not resell the Services. Customer must ensure that its End Users comply with the Use Policies. Any breach of this Section 5B (Use Policies) will be deemed a material breach of this Agreement.

Voice2Net may update the Use Policies from time to time and will provide notice to Customer at the email address on file with the Account. Such updates will become effective thirty (30) days after such notice to Customer

Emergency Services

Voice2Net’s policy governing the provision of emergency services accessed via the Services is available at https://voice2net.ca/911.

Termination for Cause

Either Party may terminate this Agreement and any Services purchased hereunder in whole or part by giving written notice to the other Party if the other Party: i) breaches any material term of this Agreement and fails to cure such breach within thirty (30) days after receipt of such notice; ii) at the written recommendation of a government or regulatory agency following a change in either applicable Law or the Services; or iii) to the extent permitted by law upon the commencement by or against the other Party of insolvency, receivership or bankruptcy proceedings or any other proceedings or an assignment for the benefit of creditors.

1. Effect of Termination

• a) If Customer terminates the Services, a portion of the Services, or this Agreement in its entirety due to Voice2Net’s material breach under Section 6(A) (Termination for Cause), Customer will not be liable for any fees or charges for terminated Services for any period subsequent to the effective date of such termination (except those arising from continued usage before the Services are disconnected), and Voice2Net will provide Customer a pro-rata refund of all any prepaid and unused fees or charges paid by Customer for terminated Services.  The Customer may either return the equipment or pay the balance owing on the equipment at the time of termination.
• b) If this Agreement or any Services are terminated for any reason other than as a result of a material breach by Voice2Net, the Customer must, to the extent permitted by applicable Law and without limiting any other right or remedy of Voice2Net, pay within thirty (30) days of such termination all amounts that have accrued prior to such termination, as well as all sums remaining unpaid for the Services and equipment for the remainder of the then-current Term plus related Taxes and fees.  The monthly portion of the recurring fees will be removed when calculation the balance owing on the Plan.

.Data Privacy

Voice2Net respects Customer’s privacy and will only use the information provided by Customer to Voice2Net or collected in the provision of the Services in accordance with: the Privacy Notice available at http://www.Voice2Net.com/legal/privacy-notice.html which is hereby incorporated by reference. Voice2Net may update the Privacy Notice from time to time and will provide notice of any material updates to the Customer as required by applicable Laws at the email address on file with the Account. Such updates will be effective thirty (30) days after such notice to Customer.

Data Security

Voice2Net will take commercially reasonable precautions, including, without limitation, technical (e.g., firewalls and data encryption), administrative and physical measures, to help safeguard Customer’s Account, Account Data, and Customer Content against unauthorized use, disclosure, or modification.

Customer must protect all End Points using industry-standard security measures. Customer is solely responsible to keep all user identifications and passwords secure. Customer must monitor use of the Services for possible unlawful or fraudulent use. Customer must notify Voice2Net immediately if Customer becomes aware or has reason to believe that the Services are being used fraudulently or without authorization by any End User or third party. Failure to notify Voice2Net may result in the suspension or termination of the Services and additional charges to Customer resulting from such use. Voice2Net will not be liable for any charges resulting from unauthorized use of Customer’s Account.

Software Changes

Voice2Net may from time to time push software updates and patches directly to Customer’s device(s) for installation and Customer will not prevent Voice2Net from doing so. Customer must implement promptly all fixes, updates, upgrades and replacements of software and third-party software that may be provided by Voice2Net. Voice2Net will not be liable for inoperability of the Services or any other Services failures due to failure of Customer to timely implement the required changes.

Excluded Damages

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES BE LIABLE FOR (1) INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, REPUTATIONAL, SPECIAL OR PUNITIVE DAMAGES OF ANY KIND; (2) COSTS OF PROCUREMENT, COVER, OR SUBSTITUTE GOODS OR SERVICES; (3) LOSS OF USE, LOSS OR CORRUPTION OF DATA; OR (4) LOSS OF BUSINESS OPPORTUNITIES, PROFITS, GOODWILL, OR SAVINGS, WHETHER IN ANY OF THE FOREGOING, ARISING UNDER CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), OR ANY OTHER THEORY OF LIABILITY, EVEN IF SUCH PARTY HAS BEEN INFORMED IN ADVANCE OF SUCH DAMAGES OR SUCH DAMAGES COULD HAVE BEEN REASONABLY FORESEEN. NEITHER PARTY WILL BE LIABLE FOR ACTIONS REASONABLY TAKEN TO COMPLY WITH LAW.

Direct Damages

EXCEPT AS SET FORTH HEREIN, THE TOTAL CUMULATIVE LIABILITY OF THE PARTIES UNDER THIS AGREEMENT WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE UNDER THIS AGREEMENT DURING THE PREVIOUS SIX (6) MONTHS. LIMITATIONS UNDER THIS SECTION 10(B) (DIRECT DAMAGES) WILL NOT APPLY TO: I) CUSTOMER PAYMENT OBLIGATIONS; II) EITHER PARTY’S LIABILITY FOR INFRINGEMENT OF THE OTHER PARTY’S IP RIGHTS; III) EITHER PARTY’S LIABILITY RESULTING FROM GROSS NEGLIGENCE, FRAUD, OR WILLFUL OR CRIMINAL MISCONDUCT; OR IV) CUSTOMER’S LIABILITY RESULTING FROM USE OF THE SERVICES IN BREACH OF THE ACCEPTABLE USE POLICY OR EMERGENCY SERVICES POLICY.

NOTHING IN THIS AGREEMENT SHALL LIMIT OR EXCLUDE ANY LIABILITY WHICH MAY NOT BE RESTRICTED, LIMITED OR EXCLUDED PURSUANT TO APPLICABLE LAW.

Survival

The limitations of liability contained in this Section 10 (Limitation of Liability) will survive termination or expiration of this Agreement and apply in any and all circumstances (except as expressly set forth above), including without limitation in the event of any failure of the essential purpose of any limited warranty or available remedy provided herein

Indemnification Obligations

Customer agrees to indemnify and defend Voice2Net and its Affiliates at Customer’s expense, from and against any and all third-party claims, arising out of or in connection with: i) material violation of applicable Law by the Customer or its End Users in connection with the use of the Services; ii) use of the Services in a manner not authorized by this Agreement; iii) failure to promptly install any updates of any software or firmware or accept or use modified or replacement items provided by or on behalf of Voice2Net, or iv) claims relating to Customer Content. Further, Customer will indemnify and hold harmless Voice2Net against all damages, costs, and legal fees finally awarded against Voice2Net by a court of competent jurisdiction in connection with such third-party claim or agreed to in a written settlement agreement approved in writing by the Customer.

Defense and Indemnification Procedures

Any Party seeking defense or indemnification (the “Indemnified Party”) must provide the Party from which it seeks such indemnification or defense (the “Indemnifying Party”) with the following: (a) prompt written notice of the third-party claim, (b) sole control over the defense and settlement of the third-party claim, and (c) reasonable information, cooperation, and assistance in connection with the defense and settlement of the third-party claim. The Indemnified Party’s failure to comply with the foregoing obligations will not relieve the Indemnifying Party of its defense or indemnification obligations under this Section (Indemnification), except to the extent that the Indemnifying Party is prejudiced by such failure. The Indemnified Party will have the right to participate at its own expense in the defense of such third-party claim, including any related settlement negotiations. No such claim may be settled or compromised by the Indemnifying Party without the Indemnified Party’s express written consent (which such consent may not be unreasonably withheld, conditioned, or delayed), unless such settlement or compromise includes a full and complete release of all claims and actions against the Indemnified Party by each party bringing such third-party claim.

Voice2Net Warranty

Voice2Net will provide the Services using a commercially reasonable level of skill and care, in material compliance with all applicable Laws and otherwise subject to the terms of this Agreement. To the extent permitted by Law, Voice2Net shall pass through to Customer any and all warranties Voice2Net receives in connection with equipment provided to Customer.  ALL TELEPHONE EQUIPMENT PROVIDED BY VOICE2NET IS WARRANTED AGAINST FAILURE FROM NORMAL USAGE FOR THE TOTALY DURATION OF THE PLAN AND ANY SUSEQUENT EXTENSTIONS TO THE PLAN.

 Customer Warranty

Customer’s and its End Users’ use of the Services must at all times comply with all applicable Laws and this Agreement.

Disclaimer of Warranties

EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND VOICE2NET MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, QUIET ENJOYMENT, AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING OR USAGE IN TRADE, TOGETHER WITH SIMILAR WARRANTIES, WHETHER ARISING UNDER ANY LAW OR OTHERWISE. TO THE EXTENT THAT VOICE2NET CANNOT DISCLAIM ANY SUCH WARRANTY AS A MATTER OF APPLICABLE LAW, THE SCOPE AND DURATION OF SUCH WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.