Policies & Disclosures
Disclosures
Policies
Legal
All capitalized terms used in these TOS shall be defined in accordance with the following definitions or as otherwise defined herein.
- A. “911-Enabled Softphone” means a Softphone for which the Southwest Telephone 911 Service is supported.
- B. “Account” means the numbered account established with Southwest Telephone that contains any of the following information: Your true, accurate, current, and complete personal name or business name, administrator name, billing address, shipping address, the address where the Plan Services will primarily be used, the records of Your Digital Lines, subscriptions, and any Plan Services that You have purchased from Southwest Telephone. Multiple services, Digital Lines, or End Users may be included in a single account.
- C. “Account Data” means Registration Information, and the Southwest Telephone-generated logs of calling activity stored within that Account.
- D. “Account Security Incident” means any actual or suspected unauthorized activity, erroneous billing, or breach or compromise of any Password Information or the security or privacy Your Office Plan, an Account, or any Account Data.
- E. “Admin Portal” or “Customer Portal” means the website through which the customer enters Registration Information, may purchase and register additional IP Desk Phones or Softphones devices, purchase additional products or services, or make modifications to or control the customer’s Southwest Telephone Account in any other way.
- F. “Customer Communications” means the content of calls, facsimiles, SMS messages, voicemails, voice recordings, conferences or other communications transmitted or stored through the Plan Services.
- G. “Digital Line” means a digital voice line allowing the placement of external outbound calls and receipt of external direct inbound calls.
- H. “Embargoed Area” means a country or region that is subject to a Canadian, United States, United Nations, or European Union embargo or economic sanctions, including without limitations destinations designated by Foreign Affairs, Trade and Development Canada, the United States Government in Country Group E or Part 746 of the Export Administration Regulations (15 CFR Part 730-774), or otherwise subject to territorial sanctions under regulations administered by the Foreign Affairs, Trade and Development Canada, the United States Department of the Treasury, Office of Foreign Assets Control, or other governmental authorities with jurisdiction.
- I. “End Point” means a point through which any End User might access and/or use the Plan Services, including without limitation all IP Desk Phones and all Softphones, instances of the Southwest Telephone Mobile or Desktop Applications, and all devices or VoIP infrastructure on which any Softphone or such instance is installed or through which the Plan Services may be accessed or used.
- J. “End User” means the user of a virtual extension or individual Digital Line set up within an Account or an individual assigned thereto by You or by Southwest Telephone at Your direction or request.
- K. “Export Control List” means any list maintained by the government of Canada, the United States or any other country of entities or individuals that are subject to export controls or economic sanctions, including without limitation the Foreign Affairs, Trade and Development Canada Export Control List, the United States Commerce Department’s Denied Parties List, Entity List, or Unverified List; the United States Department of the Treasury’s or the United States Office of Foreign Assets Control’s Specially Designated National List; Sectoral Sanctions List; Foreign Sanctions Evaders List; and similar lists of entities, organizations, or individuals subject to export control restrictions or economic sanctions that are maintained by other agencies of the Canadian Government, the United States Government, the United Nations, the European Union, or any other governmental authority with jurisdiction.
- L. “Home Country” means the country in which the relative majority (plurality) of the Digital Lines in Your Plan Services are provided to You, based on the Registered Address for each Digital Line.
- M. “Intellectual Property” means mean all common law and statutory rights (whether registered or unregistered, or recorded or unrecorded, regardless of method) arising out of or associated with: (i) patents and patent applications, inventions, industrial designs, discoveries, business methods, and processes; (ii) copyrights and copyright registrations, and “moral” rights; (iii) the protection of trade and industrial secrets and confidential information; (iv) other proprietary rights relating to intangible property; (v) trademarks, trade names and service marks; (vi) a person’s name, likeness, voice, photograph or signature, including without limitation rights of personality, privacy, and publicity; (vii) analogous rights to those set forth above; and (viii) divisions, continuations, continuations-in-part, renewals, reissuances and extensions of the foregoing (as applicable).
- N. “IP Desk Phone” means a telephony hardware device that uses VoIP to place and transmit telephone calls over an IP network.
- O. “IP Rights” means any and all patents, copyrights, trademarks, service marks, trade secrets, and other Intellectual Property rights in the Plan Services or in any technology used in the provision thereof.
- P. “Law” means any federal, national, municipal, local, state, or international law, statute, regulation, code, ordinance, or restriction; treaty or convention; or court or administrative ruling.
- Q. “Legal Process” means any court or administrative order, subpoena, civil investigation demand, warrant, or other official request, order, or process.
- R. “Marketing Communications” means occasional non-bulk sales-related communications, and any other communications solely or primarily designed to market products.
- S. “Office Services” means the voice, online meeting, video conferencing, and related services, applications, and product integrations, together referred to as Southwest Telephone Office.
- T. “Office Plan” means the subscription You are purchasing for Southwest Telephone Office services.
- U. “Order” means any physical contract, order form, purchase order, or order for additional services placed through the Admin Portal.
- V. “Password Information” means any and all passwords, PINs, IVR PIN codes, security questions or answers, and other access-related credentials related to Your Plan Services or an Account.
- W. “Plan Services” means the services purchased under these TOS or any contract between the customer and Southwest Telephone, including but not limited to Office Services, Contact Center Services, Glip Services, Southwest Telephone Fax services or Southwest Telephone Pro services, and any software or hardware provided by Southwest Telephone and used in conjunction with those services.
- X. “IP Desk Phone” means an IP Desk Phone that has been successfully provisioned to access the Plan Services, through the provisioning process in the applicable Admin or Customer Portal.
- Y. “Registered Address” means the address of the physical location where You will use the Southwest Telephone Office service, including each IP Desk Phone and each 911-Enabled Softphone.
- Z. “Registration Information” means any information You or Your End Users may be required to provide in order to begin using or to update the Plan Services, activate features, or add or modify an individual line or extension (e.g., activating an Account or End User or provisioning a device).
- AA. “Southwest Telephone Mark” means a United States and foreign trademark, service mark, copyright, or logo of Southwest Telephone.
- BB. “Southwest Telephone Mobile Application” the Southwest Telephone Office application for mobile devices.
- CC. “Service Communications” means any communications related in whole or in part to the administration, support, use, Usage, development, or improvement of its services (including without limitation communications related to billing, payment, Usage, purchases and other transactions, Customer Communications, upgrades, updates, installations, new products, security issues, support cases, and/or customer satisfaction
- DD. “Softphone” means an instance of the Southwest Telephone Softphone desktop software application used to access the Plan Services.
- EE. “Taxes” means all federal, state, provincial, local, and municipal sales, international excise, value-added, transactional, regulatory, and other taxes and assessments and other governmental fees, surcharges, levies or amounts (including without limitation charges related to the recovery of amounts contributed to any contribution, universal service or other governmental fund or entity, whether or not such recovery is mandated by any Law).
- FF. “Text-to-911” means the ability to send SMS messages to 911.
- GG. “Third Party Mark” means a United States and foreign trademark, service mark, copyright, or logo of a third party.
- HH. “Toll-Free Minute” means minutes of usage incurred on toll-free numbers assigned to an Account.
- II. “Usage” means Toll-Free usage, Local usage, Long-Distance usage, International Usage, and any other usage of an Account that could result in charges for calling, messaging, or other activity.
- JJ. “Voice/Text Feature” means any functionality or feature of the Plan Services that converts voice content to text content or vice versa.
Pricing is packaged based on a bundle of local and long distance services. By signing the Teams Agreement, Customer agrees to pay all applicable port, loop and equipment MRC charges in advance, and any usage/overage charges in arrears. Customer’s first bill shall include pro-ration of first month’s service, as well as any NRC’s not previously paid. In the event Customer terminates this Agreement prior to the end of the initial term or any renewal thereafter, or has service discontinued for failure to pay, Customer will be liable for all monthly charges for the number of months remaining in the Agreement. All local loop circuit install charges are quoted with install to the Local Exchange Carrier assigned building demarcation point (Demarc) and additional Demarc Extension, as per Order Form. SWTel will pass through any costs associated with extending wiring beyond the Demarc. In conjunction with the services ordered, SWTel may provide Customer with Customer Premises Equipment (CPE). If service is terminated for any reason, Customer must return all SWTel provided equipment within 30 days of termination, or Customer will be billed for the full new cost of the equipment. SWTel will monitor Customer monthly call distribution and identify excessive traffic originating from or terminating to a High Cost Area (“HCA”), defined as high-cost LATAs/OCN’s and certain non-Regional Bell Operating Company served telephone numbers. SWTel shall apply a surcharge of up to $0.04 per minute of use to the number of minutes by which Customer’s HCA and Non-RBOC outbound terminations and inbound originations exceed usual and customary call patterns for business users (“The HCA Surcharge”). SWTel will use terminating information in the call stream data, including any Number Portability Databases available, to determine the terminating location and Operating Company Number (“OCN”). For jurisdictional determination, if the originating information (e.g., calling party number) is available (“Origination Information”), SWTel will use that data and the Termination Information within each call record to determine jurisdiction (Local, Local Toll, Intrastate Long Distance or Interstate Long Distance), and will assign each call the applicable rate from Customer’s rate schedule. If the Origination Information is not available, not a valid ANI, or is unable to be determined, SWTel will consider the call of “Indeterminate Jurisdiction” and will assign Intrastate Long Distance rates. The International Rate Plan Number above refers to a set of country-specific rates defining costs to each International dialed location. Customer requests to block International calling does not relieve Customer from liability for all completed calls made utilizing Customer’s equipment, whether authorized or unauthorized. Customer may not use service for prohibited uses, including but not limited to auto-dialing, voice or fax broadcasting, inbound or outbound call center activity, resale of services, or other similar uses. See SWTel’s terms of service for a complete list of prohibited uses. Excessive outbound or inbound local calling which is not consistent with usual and customary business use or a prohibited use shall be subject to an overage charge of $0.029 per minute. Rating of outbound calls as Local applies only to calls that utilize telephone numbers assigned by SWTel or that have been ported to SWTel’s service as the originating ANI, and are displayed accordingly in the Caller ID field. Unlimited Long Distance plans are subject to SWTel’s Acceptable Use policy. SWTel shall not replace, and Customer shall be responsible for the full cost of replacement of SWTel provided equipment and phones in the event of damage. All services provided to Customer by SWTel are governed by the terms of a Service Agreement, which may be found at www.SWTel/company/policies/and SWTel’s. This Agreement represents the entire agreement between the Parties and supersedes and merges all prior offers, agreements, promises, understandings, statements, representations, warranties, indemnities and inducements to the making of this Agreement relied upon by either Party, whether written or oral, between or among Customer and SWTel as well as SWTel’s agents, employees, and/or sales persons. This Agreement is voidable by SWTel if the text is modified without the written or initialed consent of a SWTel Officer. Except as may otherwise be provided herein, any amendments or modifications to this Agreement must be in writing and signed by an SWTel Officer. This Agreement shall be governed by and construed in accordance with the laws of the State of Nevada. Customer hereby irrevocably submits to the personal jurisdiction of any state or federal court sitting in the State of Nevada, Clark County, in any suit, action, or proceeding arising out of or relating to this Agreement. Customer hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection which such party may raise now, or hereafter have, to the laying of the venue of any such suit, action or proceeding brought in such court and any claim that any such suit, action or proceeding brought in such a court has been brought in an inconvenient forum. Customer hereby expressly waives the right to a trial by jury in any action or proceeding brought against customer relating to this agreement. Upon completion of any initial or renewal term commitment, any disconnection request by customer must be provided in writing 45 days prior to the requested disconnection date. Customer agrees that SWTel may request credit information from third parties and authorizes the release of such information as part of this application
TERMS AND CONDITIONS
Customer is Aware of and Agrees That:
1.) This solution requires specific Network & Equipment configurations between the client and the service provider. Client side configurations are the responsibility of the Customer.
2.) Customer should ONLY include a Drop Dead Date if there is an actual date when the service ordered MUST be installed (e.g. move to a new location). Including a Drop Dead Date when it is not really necessary will result in an order processing delay. In addition, an order with a Drop Dead Date that is less than the standard timeframe will be rejected if it is not accompanied by the appropriate (Paid) Expedite Request & Fee Authorization Form.
3.) SWTel requires that the Customer provide a complete list of all phone numbers to be ported. Numbers omitted from the list may result in those numbers not being ported at the time of circuit turn-up. SWTel will attempt to retrieve CSRs from the existing carrier(s), but cannot guarantee such. Customer agrees to provide SWTel with complete CSRs, if requested.
4.) Customer may purchase up to 20 additional Virtual Private Numbers. Virtual Private Numbers are not eligible for phones and may only be used as additional call appearances on a user device or for pilot numbers, such as Auto Attendant, Hunt Group, Etc.
5.) This
product DOES NOT support:
A.
Alarm lines
B.
Elevator Lines
C.
Analog Credit Card processing machines
D.
Modems
E.
Auto Dialers
F.
Predictive Dialers
G.
Telemarketing Applications
6.) Fax lines are supported only when customer orders separate fax POTS lines. However, SWTel Fax lines are not designed or guaranteed to support extremely heavy fax applications such as: fax blasting, fax aggregation systems, continuous and consistent high volumes of outbound and inbound faxing. Additionally, while long faxes (defined as faxes of 11 pages or more) are supported, high volumes of long faxes are not recommended. Therefore if customer is not satisfied with the quality of the best efforts fax lines, customer may cancel those fax lines only. However such cancellation shall not release the customer from the remaining commitment of the existing contract.
7.) A qualified IT Network/IP Phone vendor is required. A LAN assessment is recommended to ensure the customer’s LAN can support the implementation. Installation of a separate voice-only LAN may be recommended by your vendor but is not the responsibility of SWTel. The SWTel installation will include no LAN or network cabling.
8.) SWTel is not responsible to trouble shoot voice quality delivered over the customer’s public access.
9.) Service provided to remote users is on a best efforts basis. SWTel is unable to troubleshoot LAN/Connectivity issues for remote users, or any service delivered over customer provided internet access.
10.) Rating of outbound calls as Local applies only to calls that outpulse as the Originating ANI telephone numbers assigned by SWTel or that have been ported to SWTel’s service and are displayed accordingly in the Caller ID field.
11.) Calls forwarded or transferred by Customer to a an external number (e.g. cell phone number, residential number) will be subject to Local or Long Distance charges for the outbound leg of the call.
12.) Excessive call traffic to/from High Cost Areas (HCA) shall have a surcharge of up to $0.04 per minute of use applied to the number of excess minutes by which the Customer’s HCA traffic exceed usual and customary call patterns for business users.
13.) Billing start date for loop and port is the earlier of first call date or 14 days after loop acceptance, regardless of whether all services have been turned up.
14.) Emergency calling terms and conditions – Https://docs.microsoft.com/en-us/microsoftteams/emergency-calling-terms-and-conditions
A. Limited License.
Southwest Telephone grants You and Your End Users a limited, personal, revocable, non-exclusive, non-sub-licensable, non-assignable, non-transferable, non-resellable license to use the software and hardware provided in conjunction with the Plan Services during the Term in strict accordance with these TOS and solely for Your own internal business use. In the event of any expiration or termination of your subscription to the Southwest Telephone Plan Services or termination of pursuant to these TOS, all license rights granted herein or in connection with any software or hardware provided under these TOS, immediately terminate. Any IP Rights in the Plan Services or in any technology used in the provision thereof are and shall remain the sole and exclusive property of Southwest Telephone and its licensors. All rights not expressly granted herein are reserved and retained by Southwest Telephone and its licensors, and no IP Rights or other rights or licenses are granted, transferred, or assigned to You, any End User, or any other party by implication, estoppel, or otherwise. You acknowledge that misuse of the Plan Services may violate third party IP Rights in the software and/or hardware provided in conjunction with the Plan Services. You may not use or disclose any Intellectual Property or IP Rights in the Plan Services or any hardware or software related to the same except as expressly contemplated by this section.
B. Southwest Telephone’s IP Rights.
You agree that all rights, title and interest in and to all Intellectual Property in the Plan Services, any software or hardware used in conjunction with the Plan Services, and any materials provided in connection with the Plan Services are owned exclusively by Southwest Telephone or its licensors. Except as expressly provided herein, the limited license granted to You under the Plan Services does not convey any ownership or other rights, express or implied, in the Plan Services, any materials provided in connection with the Plan Services, or in any Intellectual Property.
C. Use and Disclosure of Intellectual Property.
You represent, warrant, covenant and agree that You shall not disclose or use any of the Intellectual Property in the Plan Services, any software or hardware used in conjunction with the Plan Services, or any marketing materials for any purpose following termination of the Plan Services or the limited license granted thereunder to use the Plan Services. You further represent and warrant that neither You nor any End User shall reverse engineer, disassemble or decompile any prototypes, software or other tangible object which embody Southwest Telephone’s Intellectual Property.
D. New Versions of the Software
Southwest Telephone, in its sole discretion, reserves the right to add, remove, or modify features or functions, and to provide fixes, updates and upgrades to the Plan Services without notification to you. You acknowledge and agree that Southwest Telephone has no obligation to make available to You any subsequent versions of the Plan Services; provided, however, Southwest Telephone shall make available to You any such features, functions, fixes, updates and upgrades and subsequent versions of the Plan Services that Southwest Telephone makes generally available at no additional charge to customers who subscribe to the same edition of the Plan Services purchased by You. In addition, You and Southwest Telephone acknowledge that no third-party has any obligation whatsoever to furnish maintenance or support services with respect to the Plan Services and that Southwest Telephone is solely responsible for the provision of maintenance and support as provided in these TOS and to the extent such maintenance and support is required under applicable Law.
E. Publicity Rights
You agree that Southwest Telephone may identify You as a user of the Plan Services in its business deals, press releases, marketing materials, electronic, printed, and broadcast advertising, newsletters, mailings, tradeshows, other promotional materials, on Southwest Telephone’s website, or any other third-party website where Southwest Telephone or its designated agents may promote the Services. You hereby grant Southwest Telephone and its agents an irrevocable, perpetual, worldwide, non-exclusive, fully paid-up, royalty-free license (with right to sublicense) to use, reproduce, publish, and display Your name, trademarks, service marks, designs, logos, and symbols in connection with such purpose.
To the maximum extent permitted by applicable Law, You shall indemnify and hold harmless, individually and collectively, Southwest Telephone, its affiliates, agents, resellers, and other providers who furnish goods and services to You in connection with the Services, and their officers, directors, managers, employees, and shareholders (the “Indemnified Parties“) from and against any and all liability, claims, losses (including loss of profits, revenue and goodwill), damages, fines, penalties, injuries to persons or property, costs, and expenses (including reasonable attorneys’ fees and dispute resolution expenses) arising from or related to: (i) the use of or reliance upon the Plan Services by You or any third party acting with Your permission, knowledge, authority or direction; (ii) a breach of these TOS by You, or any End User; (iii) any negligent acts, omissions to act or willful misconduct by You or any third party acting with Your permission, knowledge, authority or direction; (iv) the inability to use the Plan Services or failure or outage of the Plan Services for any reason, including but not limited to those related to calling, “911” or other emergency responders; (v) the use of the Plan Services in connection with a violation of any applicable law, code, regulation, or ordnance; or (vi) the misappropriation, breach, violation, or infringement of any right, title or interest of any third party, including but not limited to, contractual rights, Intellectual Property rights, rights of privacy, and rights of publicity and personality.
A. Consequential Damages
IN NO EVENT SHALL SOUTHWEST TELEPHONE BE LIABLE TO YOU OR ANY THIRD PARTY FOR COSTS OF PROCUREMENT, COVER, OR SUBSTITUTION GOODS OR SERVICES; LOSS OF USE, DATA, EQUIPMENT, PRODUCTS, BUSINESS OPPORTUNITIES, OR PROFITS; INTERRUPTION OF BUSINESS; TRANSACTIONS ENTERED INTO OR NOT ENTERED INTO; OR SPECIAL, EXEMPLARY, INDIRECT, INCIDENTAL, CONSEQUENTIAL, REPUTATIONAL, OR PUNITIVE DAMAGES OF ANY KIND, HOWEVER CAUSED AND WHETHER ARISING UNDER CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), OR ANY OTHER THEORY OF LIABILITY, EVEN IF SOUTHWEST TELEPHONE HAS BEEN INFORMED IN ADVANCE OF THE POSSIBILITY OF – OR COULD HAVE FORESEEN — SUCH COSTS, LOSSES, OR DAMAGES.
B. Direct Damages Cap
EXCEPT AS SET FORTH BELOW, SOUTHWEST TELEPHONE’S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED THE PLAN SERVICES FEES PAYABLE HEREUNDER DURING THE ONE (1) MONTH IMMEDIATELY PRIOR TO THE DATE OF THE EVENT(S) GIVING RISE TO THE LIABILITY. THE LIMITATION OF LIABILITY SET FORTH IN THIS SUB-SECTION DOES NOT APPLY TO: (i) LIABILITY FOR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT; OR (ii) YOUR LIABILITY ARISING FROM YOUR ACTUAL OR ALLEGED BREACH OF SECTIONS 1 (OPERATION AND LIMITATIONS OF THE Southwest Telephone 911 SERVICE), 5 (USE POLICIES), 6 (NUMBER POLICIES), OR 3 (CUSTOMER SECURITY POLICY) OF THESE TOS.
C. Scope and Exceptions
THE LIMITATIONS AND EXCLUSIONS SET FORTH IN THIS SECTION ENTITLED (LIMITATION OF LIABILITY):
- I. SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW,
- II. SHALL NOT DISCLAIM, LIMIT, OR CAP CUSTOMER’S OBLIGATION TO PAY ANY FEES OR CHARGES OR OTHER AMOUNT OWED TO SOUTHWEST TELEPHONE OR ANY DAMAGES TO WHICH Southwest Telephone IS ENTITLED UNDER APPLICABLE LAW FOR INFRINGEMENT OF IP RIGHTS,
- III. REFLECT THE ALLOCATION OF RISK BETWEEN THE PARTIES, AND
- IV. SHALL SURVIVE TERMINATION OR EXPIRATION OF THE PLAN SERVICES AND APPLY IN ANY AND ALL CIRCUMSTANCES, INCLUDING WITHOUT LIMITATION IN THE EVENT OF ANY FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED WARRANTY PROVIDED HEREIN.
SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY, SO CERTAIN OF THE FOREGOING LIMITATIONS MAY NOT APPLY TO YOU.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE PLAN SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND Southwest Telephone MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, INFRINGEMENT, 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. SPECIFICALLY AND WITHOUT LIMITING THE FOREGOING IN ANY WAY, Southwest Telephone SPECIFICALLY DISCLAIMS ANY WARRANTY: (i) THAT ANY PRODUCT WILL MEET ANY PARTICULAR REQUIREMENTS; (ii) THAT ANY PRODUCT WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR THAT ANY DEFECTS IN ANY PRODUCT WILL BE CORRECTED; OR (iii) RELATING TO THE ACCURACY OR RELIABILITY OF THE RESULTS OBTAINED THROUGH USE OF YOUR OFFICE PLAN, ANY ACCOUNT, OR ANY PRODUCT OR ANY CUSTOMER COMMUNICATIONS, DATA, INFORMATION, OR CONTENT DOWNLOADED OR OTHERWISE OBTAINED OR ACQUIRED THROUGH THE USE OF ANY OF THE FOREGOING. THE PARTIES AGREE, AND IT IS THEIR INTENTION, THAT IN NO EVENT SHALL ANY WARRANTY PROVIDED BY LAW APPLY UNLESS REQUIRED TO APPLY BY APPLICABLE STATUTE NOTWITHSTANDING THEIR EXCLUSION BY CONTRACT. TO THE EXTENT THAT SOUTHWEST TELEPHONE CANNOT DISCLAIM ANY SUCH WARRANTY AS A MATTER OF APPLICABLE LAW, THE SCOPE AND DURATION OF SUCH WARRANTY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
SOME JURISDICTIONS DO NOT PERMIT THE DISCLAIMER OF CERTAIN IMPLIED WARRANTIES, SO CERTAIN OF THE FOREGOING DISCLAIMERS MAY NOT APPLY TO YOU. TO THE EXTENT THAT Southwest Telephone CANNOT DISCLAIM ANY SUCH WARRANTY AS A MATTER OF APPLICABLE LAW, THE SCOPE AND DURATION OF SUCH WARRANTY WILL BE THE MINIMUM PERMITTED UNDER SUCH LAW.
A. Monthly Plan Customers.
For monthly plan customers, You may cancel or terminate Your use of the Plan Services with or without cause at any time by calling customer service at 888-368-9283, subject to the restrictions and fees provided in these TOS, and any additional agreements governing the products or services.
B. Annual Plan Customers.
For annual plan customers, You are purchasing the Plan Service for the full length of the applicable Term. You have thirty (30) days from the date of purchase for a prorated refund. After thirty (30) days, if You terminate the Plan Services prior to the end of Your Term, subject to applicable Law, You are responsible for all charges for any remaining time left on the Term as if You remained a customer through the end of the then-current Term, including, without limitation, outstanding charges, unbilled charges, Taxes, and fees, including any applicable disconnection fee. In addition, You will not be entitled to a refund for any unused portion of prepaid Term charges.
C. Generally.
You understand and agree that Southwest Telephone may at any time, and without additional notice to You, terminate, modify, suspend, disconnect, discontinue, or block access to some or all of the features of the Plan Services if :
- I. Southwest Telephone determines or reasonably suspects that You have materially breached these TOS;
- II. Southwest Telephone determines that You have created or caused to be created multiple free accounts;
- III. Southwest Telephone determines that You have used a fraudulent credit card to pay for Service charges on Your Account;
- IV. Southwest Telephone determines that You have verbally insulted, abused, or harassed any of its employees, contractors, agents, or other representatives;
- V. You did not or will not reasonably comply or cooperate with any applicable Law or regulation, or Southwest Telephone is made aware of allegations of the same;
- VI. Southwest Telephone is ordered by law enforcement or other government agencies to suspend or terminate Service to Your Account;
- VII. You bring any legal action or proceeding, including without limitation in any court, regulatory, or administrative body, arbitral body, or mediator, against Southwest Telephone, or participate in any class action lawsuit against Southwest Telephone;
- VIII. Except to the extent prohibited by applicable Law, You file a petition in bankruptcy or if a petition in bankruptcy is filed 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 any of Your relevant property;
- IX. Southwest Telephone determines that such action is necessary to protect, maintain, or improve the Services; to prevent fraud or misrepresentation by affirmative acts and/or omissions; to protect Southwest Telephone, its customers, or other third parties affiliated with Southwest Telephone; or for any other good cause;
- X. You violate applicable Law; or
- XI. As otherwise contemplated by these TOS.
Upon any termination or suspension of Your Account, Southwest Telephone may immediately deactivate or delete Your Account and all related information and files in Your Account and/or restrict any further access to such files, information, or the Plan Services.
Southwest Telephone shall not be liable to You or any third party for any reason for terminating or suspending Your use or access to the Plan Services.
If You or Southwest Telephone terminate or suspend Your right to use the Services, You shall not be entitled to any refund or pro ration of any pre-paid amounts, Account Credits, or other amounts paid to Southwest Telephone prior to the termination or suspension date.
A. Service Changes
You understand and agree that Southwest Telephone may make upgrades or changes to the Services which will not materially diminish the functionality of the Services without prior notice to You. In the event that a change to the Services would, in Southwest Telephone’s reasonable discretion and judgment, permanently and materially diminish or impair the functionality of the Services (a “Change”), and such Change is unacceptable to You, You may terminate the Services without penalty within thirty (30) days of becoming aware of the Change by calling Southwest Telephone at 888-368-9283. Any use of the Services after the suchdate will be deemed Your acceptance of the Change.
B. Future Changes to these TOS
We may change the terms of these TOS from time to time upon delivery of electronic or written notices to You. Southwest Telephone generally provides written notice of changes to Your account, including these TOS and any other legal agreements, via email, electronic notice on the Southwest Telephone Website or Your Account Page, or on Your billing statements, or as otherwise required by applicable Law. You agree to carefully read and review each such e-mail notice, electronic notice, and billing statement from Southwest Telephone fully regarding any such notices of changes to Your Account.
Subject to applicable Law, the modified terms shall replace and supersede all previously agreed to electronic and written terms, as well as any prior versions of these TOS and become binding on You on the later of the date they are posted on the Southwest Telephone website (www.SWTel.com) or as otherwise indicated in the notice to You. You agree that You are solely responsible for: (i) making sure that Your registered email account is current and functional: (ii) checking Your registered email account regularly; (iii) checking the Southwest Telephone Website and Your Account page regularly; and (iv) making sure that Southwest Telephone communications are not blocked or rendered undeliverable by You, Your computer, any software installed on Your computer, Your Internet service provider, or for any other reason. Continued use of the Plan Services will constitute Your acceptance of the modified terms. If the terms of these TOS are amended and You do not wish to accept the modified terms, You may terminate these TOS as provided for in Section 19 entitled “Termination”.
C. Promotional Services
You acknowledge and agree that in the event that Southwest Telephone offers or provides You discounts or promotional services for Your Plan Services or an Account, Southwest Telephone may terminate or modify the scope of such promotional services at any time without notice, unless Southwest Telephone specifically agrees otherwise in writing in connection with its provision of the discounts or promotional services.
A. Limited License.
Southwest Telephone grants You and Your End Users a limited, personal, revocable, non-exclusive, non-sub-licensable, non-assignable, non-transferable, non-resellable license to use the software and hardware provided in conjunction with the Plan Services during the Term in strict accordance with these TOS and solely for Your own internal business use. In the event of any expiration or termination of your subscription to the Southwest Telephone Plan Services or termination of pursuant to these TOS, all license rights granted herein or in connection with any software or hardware provided under these TOS, immediately terminate. Any IP Rights in the Plan Services or in any technology used in the provision thereof are and shall remain the sole and exclusive property of Southwest Telephone and its licensors. All rights not expressly granted herein are reserved and retained by Southwest Telephone and its licensors, and no IP Rights or other rights or licenses are granted, transferred, or assigned to You, any End User, or any other party by implication, estoppel, or otherwise. You acknowledge that misuse of the Plan Services may violate third party IP Rights in the software and/or hardware provided in conjunction with the Plan Services. You may not use or disclose any Intellectual Property or IP Rights in the Plan Services or any hardware or software related to the same except as expressly contemplated by this section.
B. Southwest Telephone’s IP Rights.
You agree that all rights, title and interest in and to all Intellectual Property in the Plan Services, any software or hardware used in conjunction with the Plan Services, and any materials provided in connection with the Plan Services are owned exclusively by Southwest Telephone or its licensors. Except as expressly provided herein, the limited license granted to You under the Plan Services does not convey any ownership or other rights, express or implied, in the Plan Services, any materials provided in connection with the Plan Services, or in any Intellectual Property.
C. Use and Disclosure of Intellectual Property.
You represent, warrant, covenant and agree that You shall not disclose or use any of the Intellectual Property in the Plan Services, any software or hardware used in conjunction with the Plan Services, or any marketing materials for any purpose following termination of the Plan Services or the limited license granted thereunder to use the Plan Services. You further represent and warrant that neither You nor any End User shall reverse engineer, disassemble or decompile any prototypes, software or other tangible object which embody Southwest Telephone’s Intellectual Property.
D. New Versions of the Software
Southwest Telephone, in its sole discretion, reserves the right to add, remove, or modify features or functions, and to provide fixes, updates and upgrades to the Plan Services without notification to you. You acknowledge and agree that Southwest Telephone has no obligation to make available to You any subsequent versions of the Plan Services; provided, however, Southwest Telephone shall make available to You any such features, functions, fixes, updates and upgrades and subsequent versions of the Plan Services that Southwest Telephone makes generally available at no additional charge to customers who subscribe to the same edition of the Plan Services purchased by You. In addition, You and Southwest Telephone acknowledge that no third-party has any obligation whatsoever to furnish maintenance or support services with respect to the Plan Services and that Southwest Telephone is solely responsible for the provision of maintenance and support as provided in these TOS and to the extent such maintenance and support is required under applicable Law.
E. Publicity Rights
You agree that Southwest Telephone may identify You as a user of the Plan Services in its business deals, press releases, marketing materials, electronic, printed, and broadcast advertising, newsletters, mailings, tradeshows, other promotional materials, on Southwest Telephone’s website, or any other third-party website where Southwest Telephone or its designated agents may promote the Services. You hereby grant Southwest Telephone and its agents an irrevocable, perpetual, worldwide, non-exclusive, fully paid-up, royalty-free license (with right to sublicense) to use, reproduce, publish, and display Your name, trademarks, service marks, designs, logos, and symbols in connection with such purpose.
Pursuant to the Digital Millennium Copyright Act of 1998 (17 U.S.C. § 512) (the “DMCA”) upon good faith belief that copyrighted content transmitted via Southwest Telephone is infringed, the copyright owner or its agent may send Southwest Telephone a notice requesting removal of the infringing content or blocking access to it. Also, the DMCA allows a party against whom a notice of copyright infringement has been filed to submit a counter-notice. Notices and counter-notices must meet the then-current statutory requirements implemented by the DMCA. Notices and counter-notices may be sent to Southwest Telephone’s registered copyright agent at the following postal address or optionally our email address:
- Southwest Telephone, Inc.
- 8275 S. Eastern Ave, Suite 200,
Las Vegas, NV 89123
USA - legal@SWTel.com
The notice must include: (i) an electronic or physical signature of the owner (or person authorized to act on behalf of the owner) of the copyrighted work; (ii) a description of the copyrighted work that is claimed to have been infringed upon; (iii) information reasonably sufficient to permit Southwest Telephone to locate the copyrighted work; (iv) address, telephone number, and e-mail address of the owner of the copyrighted work; (v) a statement by the owner of the copyrighted work or its agent asserting good-faith belief that the use in question is not authorized by the copyright owner, its agent, or the Law; and (vi) a statement by the owner of the copyrighted work or its agent, made under penalty of perjury, that the foregoing information in the notice is accurate and affirming ownership of the copyright or authorized to act on the copyright owner’s behalf.
Any notice or counter-notice must be truthful and must be submitted under penalty of perjury. A false notice or counter-notice may give rise to personal liability. Parties should seek the advice of legal counsel before submitting a notice or counter-notice. Upon receipt of the notice, Southwest Telephone may make a good faith attempt to transmit the notice to the party who has transmitted or received the allegedly infringing copyrighted work, and to transmit any counter-notification to the complaining party. Southwest Telephone may, at its sole discretion, suspend, terminate, or disconnect ’s access to and use of the Plan Services or Account if it is deemed that such party has engaged in more than one instance of copyright infringement.
A. Erroneous Product Information
In its marketing, advertising, offering, and sale of the Plan Services, Southwest Telephone attempts to describe the Plan Services as accurately as possible. Nevertheless, Southwest Telephone does not warrant that any such information about Plan Services, including related software and hardware, is accurate, complete, reliable, current, or error-free. It is possible that such may be inaccurate or out-of-date, such as listing erroneous or out-of-date pricing information or referring to services or features that are no longer available. Such information is provided only for customers’ convenience and is not part of these TOS, any agreement for the purchase of Plan Services, or any other agreement with Southwest Telephone.
B. Southwest Telephone Communications
You agree that Southwest Telephone may send, or have sent, to You, Account Administrators, contacts, and/or End Users Service Communications, and Marketing Communications. Southwest Telephone shall not send Marketing Communications to You or Your End Users without providing prior notification and the right to opt out. You hereby consent to Southwest Telephone’sdistribution of Service and Marketing Communications in accordance with this Sub-Section 15(B) entitled “Southwest Telephone Communications”. In the event that You or any End User provides Southwest Telephone with any feedback, answers, ideas, comments, or other information in connection with any of the foregoing communications, You hereby grant Southwest Telephone a perpetual, irrevocable, unlimited, worldwide, fully-paid up, royalty free right and license to use the same.
C. Directory Listing Service
You acknowledge and agree that in the event that You subscribe to the Southwest Telephone directory listing service, the information that You provide in connection with such subscription (i) may be used or reproduced by, or disclosed to, third-parties and otherwise made publicly available, (ii) Southwest Telephone may not be able to have such information or listing removed, altered, updated, or corrected, and (iii) You and End Users may receive calls, messages, mailings, and other communications from third parties as a result of Your participation in the Southwest Telephone directory listing service. You represent and warrant that all information provided by You or any End User related to any subscription to the Southwest Telephone directory listing service will be true, accurate, and up-to-date and that You shall promptly update any such information in the event that it changes or becomes inaccurate. You hereby authorize and grant Southwest Telephone a worldwide, irrevocable, non-exclusive, royalty-free, fully paid-up license to use, disclose, transmit, publish, or publicize, in any medium or technology now or hereafter available, all information that You provide in connection with subscribing to, participating in, or using the Southwest Telephone directory listing service. You hereby release, discharge, and hold harmless Southwest Telephone from and against any and all liability relating to or arising from any publication or listing of information in connection with Your subscription to the Southwest Telephone directory listing service and any third party’s use of the same.
If You have subscribed to Southwest Telephone’s Global Office (“RGO”), this section sets forth additional terms and conditions concerning RGO.
Additional updates or notices related to Your services in RGO countries are available at https://www.SWTel.com/contact-us/
A. Registered Address Required.
A Registered Address is required in most jurisdictions. You and Your End Users shall use the Plan Services at the Registered Address provided for the relevant Digital Line.
B. Emergency Service Limitations.
Southwest Telephone provides access to emergency calling services in many, but not all, countries in which RGO is available, allowing most Southwest Telephone Office Users to access Emergency Services (911 in the United States and Canada, 999/112 in the United Kingdom and throughout the European Union, 999/995/993 in Singapore, and any other applicable Emergency Services number). Your access may differ depending on Your location or the device You are using, and it works differently than You may have experienced using traditional wireline or wireless telephones. Access to emergency calling services in RGO countries, where available, is subject to the limitations set forth in Section 1 (Operation and Limitations of the Southwest Telephone 911 Service) above. It is strongly recommended that You have an alternative means for placing emergency calls available at all times.
C. Disclaimer of Liability for Emergency Services in RGO Countries.
You represent and warrant that You have made available and will maintain at all times traditional landline and/or mobile network telephone services that will enable users of Your Plan Services to call 911/112/999 and/or any other applicable Emergency Services number. You represent and warrant that You will not use the Plan Services in environments requiring fail-safe performance or in which the failure of the Plan Services could lead directly to death, personal injury, or severe physical or environmental damage.
Accordingly, You agree that Southwest Telephone shall not be responsible or liable for—and agree to fully, finally, and forever release, discharge, indemnify, and hold harmless Southwest Telephone from and against any claim based on, resulting from, or relating to—any acts or omissions related to the handling of, or not handling of, or response, or lack of response, to any emergency call or other communication in connection with the RGO service.
D. RGO Service Provided in Connection with Home Country Service.
Southwest Telephone will provide RGO Service to You only in connection with Your Plan Service in the Home Country. You represent and warrant that: (i) You have a presence in the Home Country and will continue to have a presence in the Home Country throughout the term of these TOS; and (ii) that Your purchase of RGO Service is in connection with Your subscription to Plan Services in the Home Country. Southwest Telephone may immediately terminate Your RGO Service if You no long have any lines or Plan Service in the Home Country.
You acknowledge and agree that all billing for the RGO service will be done in the Home Country using the Home Country’s currency. Customer agrees, at all times during the term of these TOS, to provide a billing address located in the Home Country.
You acknowledge and agree that all documentation, licenses, and services in connection with RGO Service will be provided only in English and governed by the Law of the Home Country.
E. Relationships with Local Providers.
In connection with the provision of the Global Office Services, Southwest Telephone relies on local providers to supply certain regulated communication services to you, for example (1) for the provision of local telephone numbers within local jurisdictions, (2) to enable you to place local calls within local jurisdictions, and (3) to enable You to receive calls from non-Southwest Telephone numbers on Your Global Office telephone number, by connecting with the local public switched telephone network. You hereby appoint Southwest Telephone as your agent and attorney, and such appointment is coupled with an interest and is irrevocable, to conclude and enter into agreements with Local Partners on your behalf to obtain such services from the local provider.
Compliance with the terms of this Agreement is essential to legally obtaining Global Office services. You represent and warrant at all times that you shall not do or omit to do anything which may cause Southwest Telephone to breach or violate any applicable Law, or otherwise expose Southwest Telephone to liability.
If You have a customer support issue, You may visit https://www.SWTel.com or open a case with Southwest Telephone Global Customer Care (“Customer Care”) at https://www.SWTel.com. Any End User contacting Customer Care may be required to provide certain verifying information (e.g., the answer to a security question on file) to receive support from Customer Care, and Customer Care may limit the level of support that it will provide or scope of information that it will disclose or confirm to any inquiring End User based on the scope of his or her Account rights or permissions.
A. Basic Customer Support Services
Southwest Telephone will make basic customer support available to its customers via its call center, which will be available to attempt to resolve technical issues with and answer questions regarding the implementation or use of the Plan Services. Basic customer support services shall not include, and Southwest Telephone shall have no obligation hereunder to perform, any of the following: (i) on-site support; (ii) implementation of any software or hardware; (iii) configuration of any device; (iv) dedicated representative support; or (v) network or third party equipment support.
For clarity, any customer with more than two hundred fifty (250) employees shall be responsible to provide Helpdesk support to End Users. Helpdesk support (hereinafter “Helpdesk”) means the logging of calls, managing End User’s relations and answering initial inquiries including technical questions about the Plan Services that require an explanation of a feature, function, error message, installation or system administration. The Helpdesk support will be responsible to take and evaluate a reported technical issue, resolve any issue within its control, and when unable to fix the problem, may route the issue to Southwest Telephone. Helpdesk will act as the interface between Southwest Telephone and the End Users. Southwest Telephone may require customer’s Helpdesk support personnel to complete a series of training courses on Southwest Telephone’s products.
B. Premium Customer Support Services
Additional premium customer support services are available to customers who have at least two hundred fifty (250) employees, at an additional cost and subject to additional terms and conditions related to Southwest Telephone’s professional services. Please contact your sales representative or Customer Care to inquire about implementation services or premium support services.
C. Customer Support Surveys and Feedback
From time to time, Southwest Telephone may send its customers surveys, comment cards, customer satisfaction forms, or other requests to provide feedback. You hereby grant Southwest Telephone, its licensors, and suppliers a perpetual, unlimited, worldwide fully-paid up, royalty free license to use all feedback, answers, ideas, comments, or other information You provide to Southwest Telephone in response to any such requests.
The Account owner shall be the legal entity (e.g., corporation, partnership, individual) that signs up for the Plan Services with Southwest Telephone. If no legal entity is provided upon sign-up, the Account owner shall be the owner of the credit card used to open the Account. Subsequent changes to ownership must be supported by appropriate legal documentation.
A. Account Disputes
You agree that in no event shall Southwest Telephone be obligated to – and in no event shall You request that Southwest Telephone – participate in or act as the arbiter, adjudicator, or intermediary with respect to any claim or dispute relating to the ownership or control of, or rights relating to, Your Plan Services, any Account, any numbers assigned to an Account, or any Account Data or other information related to an Account or Your Plan Services (“Account Ownership Disputes”). In the event of any Account Ownership Dispute, Southwest Telephone is authorized to take any course of action that it deems to be appropriate, including without limitation declining to take any action.
B. Access to Account Data or Customer Communications
As permitted or required by Law, Southwest Telephone may access, monitor, use or disclose Your Account Data, Customer Communications, and/or Customer Personal Information for the purposes including but not limited to (i) comply with the Law or respond to lawful requests or legal process; (ii) protect the rights or property of Southwest Telephone, Southwest Telephone’s agents, Southwest Telephone’s Affiliates, Southwest Telephone’s customers, and other third-parties including to enforce Southwest Telephone’s agreements, policies and terms of use; (iii) respond to emergencies; (iv) initiate, render, bill, and collect for services; or (v) facilitate or verify the appropriate calculation of Taxes, fees, or other obligations due or pursuant to a local, state, provincial, federal, or foreign government requirement.
C. Release
You agree to release, discharge, and hold harmless Southwest Telephone from and against any and all liability relating to or arising from their acts or omissions related to any Account Ownership Dispute or in seeking to comply with any Law or any Legal Process.
A. No Storage of Personal Health Information.
You acknowledge and agree that the use of Plan Services other than on the HIPAA Conduit Setting as described in Section B are not designed, intended, or recommended for use as a repository or means by which to store “protected health information,” as defined under the Health Insurance Portability and Accountability Act of 1996, the Health Information Technology for Economic and Clinical Health Act, and similar legislation in other jurisdictions, and the regulations promulgated pursuant thereto (such laws and regulations, “HIPAA”; such information, “PHI”) on a non-temporary basis, and You represent and warrant that neither Your Plan Services nor any ancillary product or service that is a part thereof will be used for such purpose. Southwest Telephone SPECIFICALLY MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE THAT YOUR PLAN SERVICES, THE ACCOUNT(S), OR THE PRODUCTS (OR THE USE OF ANY OF THE FOREGOING BY ANY PARTY) COMPLIES OR WILL COMPLY WITH HIPAA OR ANY OTHER LAW OR WILL RENDER ANY PARTY COMPLIANT WITH HIPAA OR ANY OTHER LAW.
B. Operation of Southwest Telephone HIPAA Conduit Setting; Consequences of Activation
Southwest Telephone offers a HIPAA Conduit Setting for its United States based customers. You acknowledge that:
- I. activation of the Southwest Telephone HIPAA Conduit Setting may result in automatic and permanent deletion from the applicable Account(s) of Customer Communications that are stored in those Account(s) and that are thirty (30) or more days old;
- II. if any Customer Communications that are thirty (30) or more days old are currently stored in the applicable Account(s), they may be permanently deleted from such Account(s), and such deletion may occur as soon as immediately after activation of the Southwest Telephone HIPAA Conduit Setting;
- III. the deletion functions described above may permanently delete Customer Communications such that they are not retained by Southwest Telephone in any form (including on any back up or disaster recovery system); and
- Ⅳ. the HIPAA Conduit Setting will disable attachment of voicemail, SMS, and facsimile/internet facsimile messages to message notification emails sent by Southwest Telephone in connection with any such Accounts.
- Ⅴ. The HIPAA Conduit Setting will disable message notification emails of any Glip messages.
C. Release.
You hereby release, discharge, and hold harmless Southwest Telephone from and against any and all liability relating to or arising from its acts or omissions in accordance with this Section entitled “Southwest Telephone and HIPAA.”
A. Data Privacy
The Parties acknowledge and agree that: (i) Southwest Telephone’s role with respect to any personal identifiable information You or Your End Users transmit, receive, and/or store through the Plan (“Customer Personal Data”) is governed by the Southwest Telephone Privacy Notice.
B. Disclaimer of Data Storage Responsibilities
You acknowledge and agree that: (i) neither Southwest Telephone nor any Southwest Telephone affiliated entity or third-party service provider shall have any obligation to store, retain, back-up, or ensure the availability of any stored Customer Communications, Customer Personal Data or Account Data; (ii) to the extent that You wish to retain any Customer Communications, Customer Personal Information or Account Data or other information relating to Your Plan Services or Your Account(s), You shall ensure that such information is downloaded, saved, and/or backed-up outside of Your Plan Services or Account(s), as necessary or appropriate for Your and/or the End Users’ purposes; (iii) You shall not rely on Your Plan Services or Account(s) as a repository for or means by which to retain, store, or back-up Customer Communications, Customer Information Data or Account Data or any other data, information, or materials; (iv) Southwest Telephone may delete or purge any and all copies and versions of any stored Customer Communications, Customer Personal Information or Account Data or other data at any time, without notice, including without limitation after You delete any such information from an Account or after termination of the TOS or closure of an Account; and (v) Southwest Telephone may, in its sole discretion and option and without notice, implement reasonable limits as to the size or duration of storage of Customer Communications, Customer Personal Information or Account Data.
C. Access to Data
You and Your End Users can obtain any stored Customer Communications, Customer Personal Information or Account Data with Your login credentials in the relevant Southwest Telephone Administrative or Customer Portal. You acknowledge and agree that, notwithstanding anything to the contrary in these TOS, Neither Southwest Telephone nor any Southwest Telephone affiliates nor third-party service provider: (i) shall have no obligation to access, view, listen to, watch, or review any stored Customer Communications, Customer Personal Information or to perform any task or undertake any role that would entail or require any of the foregoing; (ii) may not have access to stored Customer Communications, Customer Personal Information or Account Data, or such access may be incomplete, limited, restricted, or subject to certain conditions; and (iii) Southwest Telephone, its affiliates and third-party service providers’ shall have the right to limit, restrict, condition, or eliminate the ability of any party to access any stored Customer Communications, Customer Personal Information or Account Data in its sole discretion and without notice.
You acknowledge and agree that the Plan Services do not include the performance of any of the following tasks or work by Southwest Telephone, and in no event shall Southwest Telephone be obligated under these TOS to perform any of the following tasks or work: (i) the investigation, access, correction, alteration, gathering, compilation, review, verification, or production of any Account Data, Customer Communications, or any other records, documents, information, or evidence related to You or Your Plan Services or transmitted, received, or stored through an Account; (ii) the provision of legal or other counsel; or (iii) the provision of assistance, cooperation, or information beyond that which is directly and specifically related to Southwest Telephone’s fulfillment of its obligations under these TOS or pursuant to applicable law.
For the avoidance of doubt, except as provided herein or required by Law, Southwest Telephone is not obligated to: (i) determine, prove, or disprove any fact or claim; (ii) pursue or defend against any claim, allegation, action, lawsuit, demand, or proceeding; (iii) substantiate any party’s compliance with any Law or Legal Process; (iv) respond to or comply with any request or demand; (v) identify any party; or (vi) conduct any surveillance.
D. Export of Data
You acknowledge and agree that: (i) any stored Customer Communications, stored Customer Personal Information or Account Data, or other information or materials that You export will not be under Southwest Telephone’s control and will not be subject to or protected by Southwest Telephone’s security controls; (ii) linking or integrating Your Plan Services or Accounts(s) to or with any external service, environment, account or repository (including without Dropbox, Box, Google Drive™, and OneDrive®) constitutes such exportation and Southwest Telephone shall have no responsibility for, and makes no representation or warranty regarding, the security, privacy, or functionality of any such linked or integrated external service, environment, account or repository. You any Your End Users, as applicable, shall comply with all applicable Law relating to the use, disclosure, access, or export of data from Your Account(s).
E. Release.
You hereby release, discharge, and hold harmless Southwest Telephone from and against any and all liability relating to or arising from its acts or omissions in accordance with this Section entitled “Treatment of Customer Communications, Content, and Account Data.”
A. Plan Services Fees.
The initial Order sets forth the base recurring fees for the Plan Services and the number of minutes of inbound Usage of any toll-free number(s) assigned to an Account, if any, that are included in the Plan Services Fees for each monthly billing cycle. Any applicable initiation charges, monthly recurring charges, support charges, Taxes, and other fees are billed in full in advance. Termination, Usage, international minutes, equipment return fees and transfer charges, if any, are billed in arrears. Upon termination of Your Account for any reason, all unused Account Credits shall expire in their entirety on the termination date. No refund, transfer or proration shall be made of any unused Account Credits.
B. Taxes and Fees.
All fees for Services advertised or otherwise listed on the Southwest Telephone website are exclusive of any Taxes. You agree to pay all Taxes and similar liabilities that may now or hereafter be levied on the Plan Services and related software or hardware by any federal, state, provincial, local, or international law or regulation, as well as any administrative and recovery fees and charges levied on the Plan Services by Southwest Telephone, whether or not mandated by law or regulation. Should Southwest Telephone pay or be required to pay such liabilities (including any Taxes that were due but not charged or previously collected), You agree that Southwest Telephone may charge Your credit card on file or invoice You, as applicable, for such payments upon receipt of an invoice and showing of indebtedness to Southwest Telephone.
C. Billing for Mid-Year Transactions
In the event that any purchase, transaction, or event involving or resulting in an annually-incurred Plan Services amount occurs subsequent to the beginning of an annual billing cycle, Southwest Telephone may at that time bill You a pro-rated amount for the remainder of the then-current cycle and thereafter bill You conterminously with each subsequent cycle.
D. Late Fees
You agree and acknowledge that time is of the essence for payment of all fees and charges. Any fees or charges not paid when due shall incur interest at a rate of the lesser of: (i) eighteen percent (18%) per annum; or (ii) the highest rate allowed by Law. Southwest Telephone’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)) shall not waive, limit, or prejudice in any way Southwest Telephone’s rights to collect any amount due. Southwest Telephone may terminate the Plan Services these TOS for non-payment if any fees or charges are not paid within thirty (30) days of the due date.
E. Form of Payment
All fees and charges are payable to Southwest Telephone by check, ACH, Wire or credit card or debit card. You agree to be liable for a processing fee in the amount of the lesser of: (i) fifty dollars ($50.00); or (ii) the highest amount allowed by Law for any credit card chargeback or check or other payment returned for nonpayment.
When You subscribe to Plan Services, You will provide us with a payment method, such as a valid credit card or information for invoicing (if You are pre-approved by Southwest Telephone in its sole discretion to be billed via invoice, and Southwest Telephone reserves the right to revoke such approval and switch You to credit card billing in its sole discretion), and, if applicable, authorize us to collect from the payment method provided. Any authorization to charge a provided credit card will remain valid until thirty (30) days after You withdraw the authorization, or immediately upon provision of a replacement valid credit card. Upon termination of this Agreement, we will charge You any fees and any other outstanding charges and disconnect Your service. You agree to advise and notify us of any changes to Your payment method, such as credit card account number or expiration date changes. If the credit card or other payment method on Your Account is declined or fails for any reason, Southwest Telephone will use reasonable efforts to contact You and advise You of the failed billing attempts. Notwithstanding the foregoing, Southwest Telephone reserves the right to disconnect Your Service and terminate Your Account if Your payment method is declined or fails for any reason, or if You withdraw authorization to charge a valid credit and do not provide an alternative payment method, and Southwest Telephone reserves the right to continue to attempt charging Your credit card for any outstanding Service charges and additional fees and pursue any other legal remedies available to Southwest Telephone.
F. Disputed Amounts
You will waive the right to dispute any billed amount if You do not dispute such amount within thirty (30) days of the date of its billing. If You fail to provide a written statement explaining in reasonable detail Your reasons for disputing the charge within such time period, You hereby irrevocably waive any objection and further recourse with regard to such charges. In the event that You timely dispute a billed amount and Southwest Telephone confirms that You were over-billed, Southwest Telephone shall credit the applicable Account in the amount of the over-billing (“Billing Credits”). Billing Credits shall be Southwest Telephone’s sole and exclusive obligation and Your sole and exclusive remedy with respect to any erroneous billing.
Notwithstanding the foregoing, if You request that Your bank or credit card company perform a chargeback or decline to process a check without first contacting Southwest Telephone to dispute the charge, and Southwest Telephone subsequently determines that the charges at issue are not erroneous, Southwest Telephone reserves the right to terminate Your Account immediately and take any available legal action.
You are solely liable for any transactions or usage on Your Account, whether by You, any End User, or any other user of Your Plan Services, and in no event shall Southwest Telephone be liable for any unauthorized use of Your Account.
Please note that all prices, Taxes, surcharges, and fees are subject to change at any time, except to the extent such charges are set by agreement between You and Southwest Telephone for a specified term. You are responsible for paying all charges for Your Account, including but not limited to toll -free, local, long distance, international minutes, additional feature charges, 411 and operator assisted charges, directory assistance charges, and for all Taxes, surcharges, and fees imposed on Your Account or us as a result of Your use of the Plan Service. Customers with a past due balance on previous or multiple accounts will be charged the full balance, including but not limited to any Taxes or Fees as defined in this TOS, any late fees, service change fees, and fees for chargebacks or returned checks, upon opening a new account or updating their credit card information on file.
A. Charges and Plan Credits
Southwest Telephone offers several different plan options for Plan Service. You may change Your Plan Service plan at any time; however, a one-time processing fee of ten dollars ($10) may apply when “downgrading” an existing plan to a plan with lower monthly fees (e.g., a plan with fewer minutes and/or features). In addition, certain plans may entitle You to receive discounts on equipment used in connection with Southwest Telephone Plan Service. If You receive any equipment discounts associated with a Plan Service plan and subsequently change that plan to one that does not offer those equipment discounts, You agree to reimburse Southwest Telephone, and hereby authorize Southwest Telephone to charge Your credit card on file, or invoice You, as applicable, for such equipment discounts.
B. Service Availability
You acknowledge and agree that the products or services, including without limitation the Plan Services, may not be available one hundred percent (100%) of the time. Credit allowances for interruption of the Plan Services may only be provided on a case-by-case basis at the sole discretion of Southwest Telephone and shall be Your sole remedy for any Plan Services interruptions or other issues with the Plan Services.
C. Plan Credits and Minutes
Southwest Telephone offers several different plans for its products and services. Some of the plans provide for a fixed number of monthly usage minutes (“Plan Credits“). If You exceed Your monthly Plan Credits during the course of a Service month, You may purchase additional Plan Credits as needed. Southwest Telephone may also provide You certain bonus credit minutes and/or other promotional incentives (e.g., “tell-a-friend” credits) upon fulfillment of the applicable promotion requirements. All of the Plan Credits are quoted in terms of domestic minute usage, and may be referred to on the Southwest Telephone website or by a Southwest Telephone Customer Service representative as “minutes”. As explained below, international calling may be charged at a different rate than domestic calling, and a Plan Credit “minute” therefore will not entitle You to a minute of international calling (“International Minutes”).
D. Metered Calling Plans
Southwest Telephone offers several monthly metered plans for some of its products and services. Each metered calling plan provides You with a toll-free or local telephone number and a fixed number of Plan Credits each month for a monthly fee, excluding Taxes, surcharges, and fees. When You exhaust Your initial paid allotment of Plan Credits for Your metered plan, unless You advise Southwest Telephone otherwise in writing, Southwest Telephone will automatically bill Your Account for the smallest available bundle of Plan Credits for the applicable service. Additional minute usage will be debited at the applicable per minute rate(s) for Your metered plan. However, in some limited instances, calls placed under a metered plan may not be counted against Your monthly allotment (e.g., calls made via a local phone number to leave or check voicemail or configure a system and calls answered on the Southwest Telephone Softphone). Please check the details of Your metered plan to determine which calls (if any) are not counted against Your monthly minute allotment. For international calling, international rates will apply.
E. Unlimited Plan
Southwest Telephone offers unlimited monthly plans for some of its products and services. “Unlimited” does not refer to types prohibited by these TOS, including trunking, access stimulation, reselling of the Plan Services, etc. All unlimited plans are subject to fair usage and the terms and restrictions of these TOS. If, for any reason, Southwest Telephone believes that Your usage of the unlimited plan and services violates these TOS, then Southwest Telephone may, in its sole discretion with or without notice, either terminate Your unlimited plan, suspend the Plan Services, or immediately convert Your unlimited plan to a metered plan, as set forth above. Utilizing the Plan Services in excess of what, in SWTel’s reasonable discretion, would be expected of normal business use. SWTel classifies normal business use as seven hundred and fifty (750) minutes per session initiated protocol trunk.
F. Value, Ownership, and Expiration of Credits or Minutes
In no event shall any Toll-Free Minute, International Minute Credit, Billing Credit, Plan Credit, or any other type of credit or minute issued to You or applied to an Account (collectively “Account Credits”) have any monetary value or be exchangeable or exchanged for cash. Account Credits may be applied to only the Account for which they were purchased and/or provided, and may not be sold, transferred, assigned, or applied to any other Account, account, plan, or customer. Credited Toll-Free Minutes not applied to Usage of the applicable Account during the monthly billing cycle for which they are credited shall expire at the end of such cycle and shall in no event be available for application to Usage occurring during (or “roll over” to) any other period. Other Account Credits shall expire according to the terms of their purchase or provision.
G. Discounts
From time to time in its sole discretion, Southwest Telephone may offer promotions or discounts. Any promotion or discount codes must be provided to Southwest Telephone upon purchase of the Plan Services. You are not entitled to a subsequent credit for any promotions or discounts if You do not request the promotion or discount credit at the time of Account creation or change of service. Promotions and/or discounts may not be used cumulatively or retroactively.
A. Number Availability.
Southwest Telephone may make available telephone and/or facsimile numbers for Your selection and assignment to Account(s). You acknowledge and agree that Southwest Telephone’s listing of a number may be erroneous and does not constitute a representation or guarantee that such number is actually available for such assignment, and that Southwest Telephone shall be authorized to remove such number from an Account in the event that it is not actually available.
B. Number Porting Policy
- I. Federal Porting Law. Number porting is defined and regulated by the FCC in the United States, and by CRTC in Canada.
- II. Number Port-In Request Procedures. In order to request the porting of a telephone or facsimile number into an Account, the Account Administrator for the Account into which You wish the telephone or facsimile number to be ported must log in to the Admin Portal for such Account and complete all steps and provide all information requested as part of the number port-in request process (which may include without limitation providing an executed Letter of Agency) or as otherwise requested by Southwest Telephone. In addition, if You wish to port into an Account more than 100 telephone or facsimile numbers from the same third party service provider account, You must contact Southwest Telephone’s Project Porting Department at support@SWTel.com and comply with their instructions.
- III. The Number Porting Process. In order to request the porting out to another services provider of a telephone or facsimile number currently assigned to an Account, You must follow the instructions specified by that services provider and must provide all information and cooperation requested by the relevant other services providers, Southwest Telephone, or any other relevant third party. You acknowledge and agree that: (i) the porting of telephone or facsimile numbers into or out of an Account requires Your provision of specific and detailed information to Southwest Telephone and/or third parties (including without limitation other services providers) and completion of certain steps and procedures, as well as third parties’ completion of certain steps; and (ii) numbers may not be ported into or out of an Account unless and until You are able to provide certain specific information that matches other information on record with Southwest Telephone or other services providers. For these and other reasons, the completion of any number port request and the timing of and date by which any such request may be completed depend on a number of factors outside of Southwest Telephone’s control, including without limitation the acts and omissions of both You and third parties, including without limitation other services providers.
- IV. Unauthorized Port Outs. You acknowledge and agree that telephone or facsimile numbers may be ported out from Your Plan Services or an Account due to acts or omissions of third parties, and it may be difficult or impossible for Southwest Telephone to: (i) prevent such port-outs: (ii) retrieve numbers ported-out of an Account; or (iii) port such numbers back into an Account. Southwest Telephone has no responsibility or liability due to such port-outs.
- V. Accurate Porting Information. You agree, represent and warrant that all information or representations provided in connection with any request to port in or port out numbers (including without limitation any information or representations in any Letter of Agency) by You, any User or End User, or any party acting on behalf of, at the direction or request of, or with the permission or knowledge of any of the foregoing shall be true, accurate, and up-to-date.
- VI. Customer Compliance with Porting Laws. You acknowledge and agree that the porting of numbers is subject to telecommunications and other Laws and may be subject to third party terms and conditions. You agree, represent, and warrant that neither You; nor any User or End User; nor any party acting on behalf of, at the direction or request of, or with the permission or knowledge of any of the foregoing will at any time: (i) violate any applicable Law or engage in any fraudulent or deceptive conduct in its porting-related requests or activities; (ii) engage in or facilitate “slamming” or the porting out of any telephone or facsimile number or change or attempt to change any party’s telephony service provider without first obtaining the proper, requisite consents and authorizations; or (iii) violate contractual or other obligations to service providers or other third parties.
- VII. Release of Numbers. You acknowledge that in the event of account termination or cancellation, all telephone numbers associated with Your Account, which have not previously been ported to another provider, may be released. Similarly, the cancellation of individual lines may result in the release of the related numbers if those numbers have not previously been ported to another provider. You acknowledge that You are solely responsible for working with a third-party provider to port out any numbers prior to termination or cancellation of Your Account or Plan Services, or any individual line.
C. Number Publication by Customer
Neither You nor any End User may publicize, list, or communicate any number that You believe to be assigned to Your Plan Services or Account(s), or purchase or invest in any materials or media reflecting any such number unless and until You have verified that such number(s) is(are) active and functioning as desired, including without limitation by test calling such number(s) from a non-Southwest Telephone service plan and verifying that the fees and charges that will be incurred in connection with use of such number(s) are acceptable to You.
A. High Risk Use
YOU ACKNOWLEDGE THAT THE PLAN SERVICES ARE NOT DESIGNED, MANUFACTURED, INTENDED, OR RECOMMENDED FOR USE FOR ANY HIGH-RISK OR FAIL-SAFE PURPOSE OR ACTIVITY OR IN ANY ENVIRONMENT WHERE FAILURE, INTERRUPTION, MALFUNCTION, ERROR, OR UNAVAILABILITY COULD RESULT IN SUBSTANTIAL LIABILITY OR DAMAGES, PHYSICAL HARM OR PERSONAL INJURY, DEATH OR DISMEMBERMENT, OR PROPERTY OR ENVIRONMENTAL DAMAGE. YOU REPRESENT AND WARRANT THAT YOU AND YOUR END USERS WILL NOT USE THE PLAN SERVICES FOR ANY SUCH PURPOSE OR ACTIVITY OR IN ANY SUCH ENVIRONMENT.
B. Acceptable Use
YOU SHALL NOT USE THE PLAN SERVICES FOR ANY ILLEGAL, FRAUDULENT, IMPROPER, OR ABUSIVE PURPOSE OR IN ANY WAY THAT INTERFERES WITH Southwest Telephone’S ABILITY TO PROVIDE HIGH QUALITY SERVICES TO OTHER CUSTOMERS, PREVENTS OR RESTRICTS OTHER CUSTOMERS FROM USING THE SERVICES, OR DAMAGES ANY Southwest Telephone’S OR OTHER CUSTOMERS’ PROPERTY.
A breach of obligations in this Section 5 (Use Policies) constitutes a material breach of these TOS, such that Southwest Telephone may suspend service, terminate the Agreement immediately, or take any other action Southwest Telephone deems necessary to provide the Plan Services to you and others; to protect you, the Plan Services, and the Southwest Telephone networks; and to enforce the terms of this Section.
Neither You nor any End User may use or allow use of the Plan Services in any of the following ways:
- (i) Illegal or inappropriate behavior. Using the Plan Services in any manner that is in violation of applicable Law, obscene, threatening, harassing, defamatory, libelous, deceptive, fraudulent, malicious, infringing, tortious, or invasive of another’s privacy.
- (ii) Distracted driving. You are responsible for the safe use of the Plan Services for any End User accessing Your account. You shall require the End Users of Your Plan Services to become familiar and comply with all local laws before using a wireless device and mobile applications while operating a motor vehicle. Never text or use text-based messaging (including Glip) while driving. For more information see www.nhtsa.gov (click on “Driving Safety” then on “Distracted Driving”).
- (iii) Spamming. Sending messages or advertisements, including email, voicemail, SMS, or faxes, without the consent of the recipient or otherwise in violation of applicable Law.
- (iv) Blasting. Intentionally engaging in blasting or broadcasting bulk communications, advertisements, or messages, including without limitation through email, voicemail, SMS, facsimile, or internet facsimile, except where expressly permitted herein.
- (v) Harvesting information. Harvesting or otherwise collecting information about others, including email addresses, without their consent or in breach of applicable data protection or privacy laws.
- (vi) Auto-dialing. Performing auto-dialing or ‘predictive’ dialing (i.e., non-manual dialing or using a software program or other means to continuously dial or place out-bound calls) in violation of applicable Law, or in an excessive or otherwise abusive manner (as Southwest Telephone may determine in its discretion).
- (vii) Transmitting viruses. Negligently, recklessly, knowingly, or intentionally transmitting any material that contains viruses, time bombs, Trojan horses, worms, malware, spyware, or any other programs that may be harmful or dangerous.
- (viii) ID spoofing. Creating a false Caller ID identity (“ID spoofing”) or forged email/SMS addresses or headers, or otherwise attempting to mislead others as to the identity of the sender or the origin of any communication made using the Plan Services.
- (ix) Infringement of rights. Transmitting any material that may infringe, misappropriate, or otherwise violate the Intellectual Property rights, rights of privacy, personality, or publicity or other rights of Southwest Telephone or third parties, including but not limited to the display or use of any Southwest Telephone Mark in any manner that violates Southwest Telephone’s then-current policies on its trademark and logo usage or without Southwest Telephone’s express prior written permission, or display or use of any Third-Party Mark without the prior written permission of the third party that owns any such Third-Party Mark.
- (x) Derivative Works. Undertaking, directing, attempting, causing, permitting, or authorizing the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling, or hacking of the Plan Services or any other software or hardware provided by Southwest Telephone and used in conjunction with the Plan Services.
- (xi) Illegal communications. Transmitting any communication that would violate any applicable Law, or using the Plan Services to facilitate any illegal activity.
- (xii) Excessive usage. Utilizing the Plan Services in excess of what, in Southwest Telephone’s reasonable discretion, would be expected of normal business use.
- (xiii) Interfering with another customer’s use of the Plan Services. Using the Plan Services in any way that interferes with, disrupts, prevents or restricts other customers’ and third parties’ use and enjoyment of the services.
- (xiv) Network Interference. Interfering with, or disrupting, networks or systems connected to the Plan Services.
- (xv) Avoiding compliance. Using or employing methods and/or devices that are designed or likely to take advantage of, bypass, exploit, or otherwise avoid compliance with the Agreement or applicable Law.
- (xvi) Granting rights to third parties with respect to the Plan Services. Selling; reselling; distributing; leasing; exporting; importing; or otherwise granting or purporting to grant rights to third parties with respect to the Plan Services, and any software or hardware used in conjunction with the Plan Services or any part thereof without Southwest Telephone’s prior written consent.
- (xvii) Unauthorized usage. Undertaking, directing, attempting, causing, permitting, or authorizing the copying, modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling, or hacking of the Plan Services or any software and hardware used in conjunction with the Plan Services, or part thereof.
- (xviii) Circumvention of security measures. Defeating, disabling, or circumventing any security mechanism related to the Plan Services.
- (xix) Interception. Intercepting, capturing, sniffing, monitoring, modifying, emulating, decrypting, or redirecting, any communication or data for any purpose, including, without limitation, by causing any product to connect to any computer server or other device not authorized by Southwest Telephone or in any manner not authorized in advance in writing by Southwest Telephone.
- (xx) Unauthorized repair. Allowing any service provider or other third party – with the sole exception of Southwest Telephone’s authorized maintenance providers acting with Southwest Telephone’s express, prior authorization – to use or execute any software commands that facilitate the maintenance or repair of any software or hardware used in conjunction with the Plan Services.
- (xxi) Unauthorized Access. Gaining access to or using (or attempting to gain access or use) any device, system, network, account, or plan in any unauthorized manner (including without limitation through password mining).
- (xxii) Trunking. Engaging in or to allowing trunking or forwarding of Your Southwest Telephone telephone or facsimile number to (an)other number(s) capable of handling multiple simultaneous calls, or to a private branch exchange (PBX) or a key system.
- (xxiii) Traffic Pumping. Engaging on or allowing traffic pumping or access stimulation of calls through Your Plan Services or the Southwest Telephone systems.
- (xxiv) Using any Southwest Telephone Mark without consent. Displaying or using any Southwest Telephone Mark in any manner in violation of the applicable Southwest Telephone Party’s then-current policies on its trade mark and logo usage or without the applicable Southwest Telephone Party’s express, prior written permission, to be granted or denied in that Southwest Telephone Party’s sole discretion.
- (xxv) Using any Third Party Mark without consent. Displaying or using any Third Party Mark without the prior, written consent of the third party that owns the Third Party Mark.
- (xxvi) Protected Health Information. If You qualify as a “covered entity,” “business associate,” or “subcontractor” under HIPAA or are otherwise subject to HIPAA: (1) storing protected health information (“PHI”) on a non-temporary basis, transmitting or receiving PHI; or otherwise using the Plan Services without the Southwest Telephone HIPAA Conduit setting being active and in effect.
C. Customer Legal Compliance
You represent and warrant that all use and Usage of the Plan Services, and Your Account(s), will at all times comply with all applicable Laws, including but not limited to the rules, policies and regulations of the Federal Communications Commission (“FCC”) or the Canadian Radio-Television and Telecommunications Commission (“CRTC”), as applicable, and all Laws relating to Do-Not-Call provisions; unsolicited marketing; telemarketing; faxing; email marketing; spamming or phishing; data security or privacy; international communications; account or debt collection; recording of calls or conversations; export control; export of technical or personal data; end user, end-use, and destination restrictions imposed by the United States, Canada, or foreign governments; consumer protection; pornography; trade practices; false advertising; unfair competition; anti-discrimination; harassment; defamation; intellectual property; or securities.
D. Unsolicited Advertisements and TCPA Compliance
Certain communication practices – including without limitation, the placing of unsolicited calls; the placing of commercial messages; the sending of unsolicited facsimile, internet facsimile, SMS, or other messages; and the use of certain automated telephone equipment to place certain calls – are regulated in the United States by the Federal Telephone Consumer Protection Act of 1991 (also known as the “TCPA”) (available at http://www.fcc.gov/document/telephone-consumer-protection-act-1991), the Junk Fax Prevention Act of 2005, and under a number of similar state, municipal or local laws, regulations, codes, ordinances and rules, and in Canada by the CRTC pursuant to Canada’s Anti-Spam Law (“CASL”) (available at http://laws-lois.justice.gc.ca/eng/acts/E-1.6/index.html).
You agree, represent and warrant that:
- I. You are the creator of the content of, and are solely responsible for determining the destination(s) and recipient(s) of, all outbound communications made using Your Plan Services (“Customer Communication”);
- II. All content, communications, files, information, data, and other content provided for transmission through Your Office Plan, and Account, or the Plan Services will be provided solely for lawful purposes, and in no event shall any Customer Communication or any content thereof be in violation of the TCPA, Junk Fax Prevention Act, CASL, or any other Law; and
- III. No unsolicited advertisements, commercial messages, solicitations, marketing or promotional materials, or commercial messages or content will be transmitted or distributed in the form of facsimiles or internet facsimiles through the Plan Services.
At Southwest Telephone’s sole option and without further notice, Southwest Telephone may use technologies and procedures, including without limitation, filters, that may block or terminate such unsolicited advertisements without delivering them.
You agree to indemnify and hold harmless Southwest Telephone, and any third-party provider(s) from any and all third party claims, losses, damages, fines, or penalties arising: (i) out of Your violation or alleged violation of the TCPA, Junk Fax Prevention Act, CASL, or any similar regulation or legislation; or (ii) otherwise related to any voicemail, text, and/or fax spam, solicitations, or commercial messages that You may send and/or receive using the Plan Services.
E. Export Restrictions
You acknowledge and agree that the software and/or hardware used in conjunction with the Plan Services may be subject to Canada, United States and other foreign Laws and regulations governing the export, re-export, and/or transfer of software by physical or electronic means. You agree, represent, covenant, and warrant that: (i) neither You nor any End User (nor any entity or person that controls You or any End User): (a) is located in an Embargoed Area or listed on any Export Control List or (b) will export or re-export any Southwest Telephone software or hardware into any Embargoed Area or to any person, entity, or organization on any Export Control List, or to any person, entity, or organization subject to economic sanctions due to ownership or control by any such person, entity, or organization, without prior authorization by license, license exception, or license exemption; and (ii) the Plan Services and Southwest Telephone software and/or hardware will not be Used or accessed from any Embargoed Area.
F. Recording Conversations or Calls
Certain features of the Plan Services may allow You or users of the Plan Services to record calls or other communications. The notification and consent requirements relating to the recording of calls, and/or other communications may vary from state to state, province to province, and country to country. You should consult with an attorney prior to recording any communication, as some jurisdictions may require the prior consent of all parties to a recorded communication. You represent, covenant, and warrant that You will review all applicable Laws before You use or allow use of the Plan Services to record any communications and will at all times comply with all applicable Laws. You agree to inform all users of Your Account that they are obligated to comply with all Laws relating to their use of the call recording feature. Violations of call recording Laws may be subject to criminal or civil penalties.
Southwest Telephone expressly disclaims all liability with respect to Your recording of telephone conversations. You agree to indemnify and hold harmless Southwest Telephone, and any third-party provider(s) from any and all third party claims, losses, damages, fines, or penalties arising out of Your violation or alleged violation of any call recording Laws. Southwest Telephone expressly disclaims all liability and all warranties with respect to recording of conversations and/or calls.