These terms and conditions, along with the pricing, products, and services described on the website of Roanoke Connect Holdings dba Fybe (“RCH”, “we”, “us” or “our”), along with the agreement between the user (“you,” “user” or “Customer”) of RCH’s business communications services and any related products or services (“Service”) and RCH, constitute the agreement between RCH Telecom Inc. (“RCH”, “we”, or “us”) and the user (“Agreement”). This Agreement governs both the Service and any equipment, including without limitation, a Multimedia Terminal Adapter, Analog Telephone Adapter, or any other IP connection hardware, firmware, or software (“Equipment”) used in conjunction with the Service, and it applies to all lines on each RCH account. RCH may, at its discretion and without notice, modify, change, add to, or omit any terms and conditions in this Agreement without advance notice to you. Your use of a Service after one (1) full billing cycle constitutes your agreement to such changes. Upon request, RCH will mail to you a paper copy of this Agreement. This Agreement shall be effective the earlier of (a) the date your Service is first activated or (b) the date you first begin to use the Service (the “Effective Date”).
BY ACTIVATING OR USING THE SERVICE, YOU REPRESENT THAT YOU ARE OF LEGAL AGE TO ENTER INTO THIS AGREEMENT AND THAT YOU HAVE READ, UNDERSTAND, AND AGREE WITH ALL TERMS AND CONDITIONS OF SERVICE. YOU WAIVE ANY RIGHT TO TRIAL BY JURY TO RESOLVE ANY DISPUTES THAT MAY ARISE UNDER OR IN CONNECTION WITH THIS AGREEMENT.
1.1 911 Dialing. All of our customers have access to either basic 911 or Enhanced 911 (E911) service. With E911 service, when you dial 911, your telephone number and registered address are simultaneously sent to the local emergency center assigned to your location, and emergency operators have access to the information they need to send help and call you back if necessary. Customers have basic 911 in locations where the emergency center is not equipped to receive your telephone number and address. With basic 911, the local emergency operator answering the call will not have your call back number or your exact location, so you must be prepared to give them this information. Until you give the operator your phone number, they may not be able to call you back or dispatch help if the call is not completed or is not forwarded, is dropped or disconnected, or if you are unable to speak.
By using a Service, you authorize us to disclose your name and address to third-parties involved with providing 911 Dialing to you, including, without limitation, call routers, call centers and local emergency centers.
1.2 Notification Responsibilities. You should inform any CUSTOMERS, EMPLOYEES, guests, OR other third persons who may use your Service of the important difference in, and limitations of, RCH 911 Dialing as compared with TRADITIONAL basic 911 or E911.
The documentation that accompanies each piece of Equipment you may purchase or lease will include a sticker concerning the potential non-availability of basic 911 or E911 (the “911 Sticker”). It is your responsibility to place the 911 Sticker as near as possible to each phone that you use with the Service. If you did not receive a 911 Sticker with your Equipment, or you require additional 911 Stickers, please contact our customer care department at (800) 433-2236, option 4, for more stickers at no additional cost.
1.3 Location of Service. This Service is provided at a specific permanent address and not available as a nomadic offering. Before you move to another location, you must notify RCH to determine if service can be provided at your new permanent address.
If you attempt to use the Service without notifying RCH and receiving our permission, emergency personnel may not be able to locate you to adequately respond to an emergency. Even with E911, emergency personnel may be dispatched at the address listed with us and not the address where you use the service if you fail to follow the requirements of this paragraph.
1.4 Confirmation of Activation Required. Your 911 Dialing feature will not be activated for any phone line that you are using with the Service, UNLESS AND UNTIL YOU RECEIVE AN EMAIL FROM RCH CONFIRMING THE 911 DIALING FEATURE HAS BEEN ACTIVATED FOR THAT PHONE LINE.
1.5 Service Outages.
1.5.1 Service Outages Due to Power Failure or Disruption. Dependent upon your location, network backup power systems may be in place during the event of a power failure. The equipment provided may also provide limited battery backup. Consult with RCH to determine whether or not your equipment has battery backup.
(a) Equipment with battery backup. Battery backup on qualifying equipment is limited. Excessive use during a power outage will result in shortened life of the internal battery. The equipment may provide indication of low battery voltage. Customer should contact RCH for instructions or replacement. Failure of network power backup systems or the internal backup system during a power failure or disruption will prevent all Service, including 911 dialing, from functioning.
(b) Equipment without battery backup. Equipment that does not have a battery backup cannot support 911 dialing in event of a power failure or disruption. If there is an interruption in the power supply, the Service, including 911 Dialing will not function until power is restored. Following a power failure or disruption, you may need to reset or reconfigure the equipment prior to utilizing the Service, including 911 Dialing.
1.5.2 Service Outages Due to Internet Outage or Suspension or Disconnection of Broadband Service or ISP Service. Service Outages due to Internet Outage or Suspension or Disconnect of Broadband Service or ISP will prevent all Service, including 911 dialing, from functioning. You understand you must obtain your own Internet connection, or obtain service from us (where available) to use the Service. We may not control your Internet access or the quality of your Internet connection. We are not responsible for problems caused by your Internet connection or for any third party products or service, nor will we contact any third-party providers on your behalf.
1.5.3 Service Outage Due to Disconnection of Your RCH Account. Service outages due to the disconnection of your account will prevent all Services, including 911 Dialing, from functioning.
1.5.4 Service Outages Due to ISP or Broadband Provider Blocking of Ports or Other Acts. Your ISP or broadband provider or other third party may intentionally or inadvertently block the ports over which the Service is provided or otherwise impede the usage of the Service. In that event, provided that you alert us to this situation, we will attempt to work with you to resolve the issue. During the period that the ports are being blocked or your Service is impeded, and unless and until the blocking or impediment is removed or the blocking or impediment is otherwise resolved, your Service, including the 911 Dialing feature, may not function. You acknowledge that RCH is not responsible for the blocking of ports by your ISP or broadband provider or any other impediment to your usage of the Service, and any loss of Service, including 911 Dialing, which may result. In the event you lose Service as a result of blocking of ports or any other impediment to your usage of the Service, you will continue to be responsible for payment of the Service charges unless and until you disconnect the Service in accordance with this Agreement.
1.5.5 Other Service Outages. If there is a Service outage for any reason, such outage will prevent all Services, including 911 Dialing, from functioning. SUCH OUTAGES MAY OCCUR FOR A VARIETY OF REASONS, INCLUDING, BUT NOT LIMITED TO, THOSE REASONS DESCRIBED ELSEWHERE IN THIS AGREEMENT.
1.6 Network Congestion; Reduced Speed for Routing or Answering 911 Dialing Calls. There may be a greater possibility of network congestion or reduced speed in the routing of a 911 Dialing call made utilizing the Service as compared to traditional 911 dialing over traditional public telephone networks.
1.7 Disclaimer of Liability and Indemnification. We do not have control over whether, or the manner in which, calls using your 911 Dialing service are answered or addressed by any emergency response center. We disclaim all responsibility for the conduct of local emergency response centers and the national emergency calling center. We rely on third parties to assist us in routing 911 Dialing calls to local emergency response centers and to a national emergency calling center. We disclaim any and all liability or responsibility in the event such third party data used to route calls is incorrect or yields an erroneous result. NEITHER RCH NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, OR AGENTS WILL BE HELD LIABLE FOR ANY CLAIM, DAMAGE, OR LOSS, AND YOU HEREBY WAIVE ANY AND ALL SUCH CLAIMS OR CAUSES OF ACTION, ARISING FROM, OR RELATING TO OUR 911 DIALING SERVICE. You shall defend, indemnify, and hold harmless RCH, its officers, directors, employees, affiliates and agents and any other service provider who furnishes services to you in connection with the Service, from any and all claims, losses, damages, fines, penalties, costs and expenses (including, without limitation, attorneys fees) by, or on behalf of, you or any third party relating to the absence, failure or outage of the Service, including 911 Dialing, incorrectly routed 911 Dialing calls, and/or the inability of any user of the Service to be able to use 911 Dialing or access emergency service personnel.
1.8 Alternate 911 Arrangements. If you are not comfortable with the limitations of the 911 Dialing service, you should consider having an alternate means of accessing traditional 911 or E911 services or disconnecting the Service.
1.9 Non-exclusive, Non-transferable License; Retention of Rights. Customer’s right to use any Service is nonexclusive and nontransferable, and Customer shall prohibit the use of the Service by any third party other than Customer for such Customer’s internal business purposes. It is expressly understood that title to the Service, any trade names, trade dress, trademarks, service marks, commercial symbols, copyrightable material, designs, logos, or any other intellectual property belong to RCH or its underlying providers and does not pass to the Customer.
2.1.1 Monthly Terms: Unless 2.1.2 applies, Service is offered on a month-to-month basis that begins on the date RCH activates your Service. Billing will commence within six (6) months of execution of the Agreement. Should you postpone the date of activation more than once, you will be charged two-hundred fifty dollars ($250) per location for each and every subsequent postponement. For the purpose of clarity, the preceding sentence does not obligate us to grant a postponement of the activation date. Subsequent terms of this Agreement automatically renew on a monthly basis unless you give us written notice of non-renewal at least ten (10) days before the end of the monthly term in which the notice is given. You are purchasing the Service for full monthly terms, meaning that if you attempt to disconnect Service prior to the end of a monthly term, you will be responsible for the full month’s charges to the end of the then-current term, including, without limitation, unbilled charges, plus a termination fee, if applicable, all of which will immediately become due and payable. Expiration of the term, suspension or disconnection of Service will not excuse you from paying all accrued and unpaid charges due under this Agreement.
2.1.2 Term Agreements: Some Services are available under an agreement for a specific period of time (“Term”). The Term starts on the day of the last billed new Service, or product (if applicable) whichever is later, and billing for Service commences when each Service is activated. Billing will commence within six (6) months of execution of the Agreement. Should you postpone the date of activation more than one time, you will be charged two-hundred fifty dollars ($250) per location for each and every postponement after the first postponement. For the purpose of clarity, the preceding sentence does not obligate us to grant a postponement of the activation date. The Term and will automatically renew for successive one (1) year terms thereafter (in each case, a “Renewal Term”), until terminated in accordance with the remaining terms of this Agreement.
(a) Either party may terminate a Term Agreement, for any reason or for no reason, at the end of the current term or any Renewal Term by providing the other party with not less than ninety (90) days prior written notice of termination.
(b) Either party may terminate a Term Agreement if the other party has committed a material breach of this Agreement, and such breach is not cured within thirty (30) days of the date the party in breach receives written notice of the breach. If we terminate this Agreement under this Section 2. (b)(ii), you shall pay us a termination fee equal to the sum of one hundred percent (100%) of the remaining minimum monthly fees that would have been incurred for the remainder of the Term of this Agreement (the “Termination Charge”), plus all fees incurred prior to the date of termination of services, plus any damages incurred by us as a result of your material breach.
(c) Before the end of the any term or Renewal Term, and without your breaching this Agreement, you may terminate a Term Agreement by written notification to us. The Agreement shall terminate thirty (30) days thereafter, at which time you shall pay us a termination charge equal to the sum of one hundred percent (100%) of the remaining minimum monthly fees that would have been incurred for the remainder of the Term of this Agreement (the “Termination Charge”), plus all fees incurred prior to the date of termination of services. The Customer has a right to reduce its Services requested without penalty if the reduction is related to a decrease in the number of the Customer’s employees utilizing the Services, and not to shift Services to a different provider.
2.2 Fair Use.
2.2.1 Usage Review. RCH reserves the right to review usage of all Services for abuse. You agree to use RCH Services for normal voice or fax calls and will not employ methods or equipment to take advantage the Services by using the voice or fax services excessively or for means not intended by RCH. RCH may terminate a Service immediately if it determines, in its sole discretion, the Service is being abused. We reserve the right to at any time enforce this policy. For subscribers where usage to high cost areas (for example such as calls to rural numbers, Alaska or Hawaii) exceeds 5% of total call traffic, or more than 5% of call volume lasts less than 10 seconds, such usage may be deemed excessive in the sole discretion of RCH. For such usage, you agree to pay a per minute or per page fee surcharge in excess of established levels at the current RCH rate. The surcharge is currently $0.03 per minute or $0.03 per fax page. This surcharge applies to all plans, including the unlimited plans. Alternatively, in the sole discretion of RCH, your Service may be immediately terminated.
2.1.2 Small Business Unlimited Usage Definition: RCH’s definition of “unlimited usage” is based on the combined number of inbound and outbound voice minutes and fax pages (excluding all RCH advertising and informational messages). We reserve the right to at any time enforce this policy in accordance with its terms. If the average voice usage exceeds 3,000 minutes per extension or over 500 fax pages within any thirty day period, such usage shall be deemed excessive. In such event, you agree to pay a per-minute or per-page surcharge, which is currently $0.03 per minute or $0.03 per fax page. This overage fee applies to all plans including the unlimited plans. Alternatively, in the sole discretion of RCH, your Service may be immediately terminated.
Example: If the account has five (5) unlimited seats with telephone numbers, then the account has a total of 10,000 minutes of long distance that are shared by the five seats.
Outbound long distance (“LD”) includes calls in the continental US states, Alaska, Hawaii, and Canada.
Example: If the account has five (5) call paths, then the account has a total of 10,000 minutes of long distance that will be shared by all of the hosted seats.
Per minute overage charges will apply if the limit is exceeded. LD includes calls in the continental US states, Alaska, Hawaii, and Canada.
Example: If the account has five (5) call paths, then the account has a total of 10000 minutes of long distance that will be shared by all of the DIDs.
Per minute overage charges will apply if the limit is exceeded. LD includes calls in the continental US states, Alaska, Hawaii, and Canada.
2.3 Prohibited Uses.
2.3.1 Unlawful Activity. You agree to use the Service and the Equipment only for lawful purposes. We reserve the right to immediately disconnect your Service without notice, if, in our sole and absolute discretion, we determine you have used the Service or the Equipment for an unlawful purpose. In the event of such disconnection, you will be responsible for the full charges to the end of the current term, including, without limitation, unbilled charges, plus a termination fee, if applicable, all of which will become immediately due and payable upon disconnection of your Service. If we believe you have used the Service or the Equipment for an unlawful purpose, we may forward the relevant communication and other information, including your identity, to the appropriate authorities for investigation and prosecution. You hereby consent to our forwarding of any such communications and information to these authorities. In addition, RCH will provide information in response to law enforcement requests, lawful government requests, subpoenas, court orders, to protect its rights and property, and in cases where failure to disclose the information may result in imminent harm to yourself or others.
2.3.2 Inappropriate Conduct. You agree not to use the Service or the Equipment in any way that is threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, or any similar behavior. We reserve the right to immediately disconnect your Service without notice, if, in our sole and absolute discretion, we determine that you have used the Service or the Equipment in any of the aforementioned ways. In the event of such disconnection, you will be responsible for the full charges to the end of the current term, including, without limitation, unbilled charges, plus a termination fee, if applicable, all of which will become immediately due and payable upon disconnection of your Service. If we believe you used the Service or the Equipment in any of the aforementioned ways, we may forward the relevant communication and other information, including your identity, to the appropriate authorities for investigation and prosecution. You hereby consent to our forwarding of any such communications and information to these authorities. In addition, RCH will provide information in response to law enforcement requests, subpoenas, court orders, to protect its rights and property, and in the case where failure to disclose the information may lead to imminent harm to the customer or others . Furthermore, RCH reserves all of its rights at law and equity to proceed against anyone who uses the Service illegally or improperly.
2.3.3 Tampering with a Device or Service. You shall not change the electronic serial number or Equipment identifier of the Equipment to perform a factory reset of the Equipment without our prior written consent. We reserve the right to disconnect your Service if we believe, in our sole and absolute discretion, that you have tampered with the Equipment. In the event of such disconnection, you will remain responsible for the full charges to the end of the current term, including, without limitation, unbilled charges, plus a termination fee, if applicable, all of which will immediately become due and payable. You shall not attempt to hack or otherwise disrupt the Service or make any use of the Service that is inconsistent with its intended purpose.
2.3.4 Theft of Service. You shall not use the Service in a manner calculated to circumvent RCH policies, procedures, or any term of this Agreement. You shall notify us immediately, in writing or by calling our customer support line, if the Equipment is stolen or if you become aware at any time that your Service is being stolen, fraudulently used, or otherwise being used in an unauthorized manner. When you call or write, you must provide your account number and a detailed description of the circumstances of the Equipment theft, fraudulent use, or unauthorized use of Service. Failure to do so in a timely manner may result in the disconnection of your Service and additional charges to you. Until such time as we receive notice of the theft, fraudulent use, or unauthorized use, you will be liable for all use of the Service using Equipment stolen from you and any and all stolen, fraudulent, or unauthorized use of the Service. RCH reserves all of its rights at law and equity to proceed against anyone who uses the Service illegally or improperly.
2.3.5 Other Prohibited Uses. With respect to any Service, Customer shall not:
(a) copy or adapt the Service for any purpose, except as specifically permitted under this Agreement;
(b) use the Service except in accordance with all applicable laws and regulations, and except as set forth in any documentation or instructions provided by RCH;
(c) reverse engineer, translate, decompile, or disassemble the Service;
(d) use the Service in any outsourcing, application service provider, time-sharing, or service bureau arrangement, including, without limitation, any use to provide Service or process data for the benefit of, or on behalf of, any third party;
(e) cause or permit the disabling or circumvention of any security mechanism contained in or associated with the Service; or
(f) delete, alter, cover, or distort any copyright or other proprietary notices or trademarks.
2.4 Copyrights and Trademarks.
2.4.1 Copyright; Trademark. Any Service, Equipment, and any firmware or software used to provide a Service, or provided to you in conjunction with providing the Service, or embedded in the Equipment, and all Service, information, documents, and materials on our websites are protected by trademark, copyright, or other intellectual property laws and international treaty provisions. All of our websites, corporate names, service marks, trademarks, trade names, logos, and domain names (collectively “marks”) are and will at all times remain our exclusive property. Nothing in this Agreement grants you the right or license to use any of our marks.
2.4.2 Unauthorized Usage of Equipment; Firmware or Software. You have not been granted any license to use the firmware or software used to provide a Service or provided to you in conjunction with providing a Service, or embedded in the Equipment, other than a nontransferable, revocable license to use such firmware or software in object code form (without making any modification thereto) strictly in accordance with the terms and conditions of this Agreement. You agree the Equipment is exclusively for use in connection with the Service and that we will not provide any passwords, codes, or other information or assistance that would enable you to use the Equipment for any other purpose. We reserve the right to prohibit the use of any interface equipment we have not provided to you. You hereby represent and warrant that you possess all required rights, including software or firmware licenses, to use any interface equipment that we have not provided to you. In addition, you agree to indemnify and hold us harmless against any and all liability arising out of your use of such interface equipment with the Service. You shall not reverse compile, disassemble, or reverse engineer or otherwise attempt to derive the source code from the binary code of RCH-provided firmware or software.
2.5 Return of Equipment. Customers may return Equipment and the termination fee will be waived, subject to the following: (i) Service is disconnected within the first thirty (30) days following the activation of the Service; (ii) you return the Equipment to us within fourteen (14) days of the date you disconnected Service; (iii) we receive the Equipment in its original condition; (iv) you return original proof of purchase (if applicable) with the Equipment, together with the original packaging, all parts, accessories, and documentation; and (v.)you pay all costs of returning the Equipment.
2.6 Ownership and Risk of Loss. If you purchase the Equipment, you bear all risk of loss of, theft of, casualty to or damage to the Equipment, from the time it is shipped to you until the time (if any) when it is returned to us in accordance with this Agreement.
2.7 No 0+ or Operator Assisted Calling; May Not Support x11 Calling. The Service does not support 0+ or operator assisted calling (including, without limitation, collect calls, third-party billing calls, calling cards or 900 calls). The Service may not support 311, 511, or other x11 (other than certain specified dialing such as 911 and 411, which are provided for elsewhere in this Agreement) Service in one or more (or all) service areas.
2.8 Incompatibility with Security Systems. The Service may not be compatible with security systems. You may be required to maintain a telephone connection through your local exchange carrier in order to use any alarm monitoring functions for any security system installed in your business. You are responsible for contacting the alarm monitoring company to test the compatibility of any alarm monitoring or security system with the Service.
2.9 Scope of Service.
2.9.1 The Service and the Equipment are solely and exclusively for the use of the Customer and shall not be used for any illegal purpose or in any manner inconsistent with the provisions of this Agreement. Customer acknowledges the Service and the Equipment were developed, compiled, prepared, revised, selected and arranged by RCH and others (including certain information sources) through the application of methods and standards of judgment developed and applied through the expenditure of substantial, time, effort, and money and constitute valuable industrial and intellectual property and trade secrets of RCH and such others. Customer agrees to protect the proprietary rights of RCH and all others having rights in the Service and the Equipment during and after the Term. Customer acknowledges and agrees that it has no ownership rights in and to the Service and that no such rights are granted under this Agreement. Customer shall honor and comply with all written requests made by RCH or its suppliers to protect their and others’ contractual, statutory and common law rights in the Service and the Equipment with the same degree of care used to protect its own proprietary rights, which in no event shall be less than reasonable efforts. Customer agrees to notify RCH in writing promptly upon becoming aware of any unauthorized access or use by any party or of any claim that the Service or the Equipment infringe upon any copyright, trademark, or other contractual, statutory, or common law rights.
2.9.2 Customer shall not access the Service through any medium or Equipment which RCH has not authorized in writing, nor may any medium or Equipment by which the Service is provided be shared, moved, modified, interfaced, copied, broadcasted, reproduced, ported, or otherwise routed with or to any other equipment without RCH’s prior written consent. In addition, Customer shall not move, modify, interface, copy, broadcast, reproduce, port, or otherwise use or route the Service or any portion thereof with or to any other equipment, network or software that RCH, in its sole good faith judgment, determines is interacting or interfering or may interact or interfere with the performance of the Service or any portion thereof and, from time to time, upon RCH’s request therefore, Customer shall promptly notify RCH in writing of any and all such equipment, network and software. Service expressly provided by RCH for operation on Customer’s own equipment shall be furnished without warranty as to compatibility, fitness or performance with such equipment, and Customer shall bear all cost and responsibility for such equipment.
Unauthorized access or use is unlawful and RCH and its suppliers shall have all rights provided by law or otherwise to prevent such access or use and to collect damages in such event. Customer agrees to notify RCH in writing promptly upon becoming aware of any unauthorized access or use. Customer shall not share, recompile, decompile, disassemble, reverse engineer, or make or distribute any other form of, or any derivative work from, the Services and/or the equipment. Customer may use the Service solely for its internal business purposes and may not use the Service for any development purposes or to develop any applications, software or otherwise that could in any way interact or interfere with the performance of the Service or any portion thereof, except as RCH may expressly permit under a separate development license with Customer.
2.9.3 The analysis and presentation included in the Service shall not be recirculated, redistributed or published by Customer except for internal purposes without the prior written consent of RCH and where necessary, with certain sources of the information included in the Service.
2.9.4 Customer shall not use any of RCH’s or its Affiliated Companies’ trademarks, trade names, or service marks in any manner which creates the impression that such names and marks belong to or are identified with Customer, and Customer acknowledges that it has no ownership rights in and to any of these names and marks.
2.9.5 Customer acknowledges and agrees that RCH may delegate certain of its responsibilities, obligations, and duties under or in connection with this Agreement to a third party or an Affiliated Company of RCH, which may discharge those responsibilities, obligations, and duties on behalf of RCH.
3.1 Equipment Purchases: You may purchase telecom Equipment to utilize the RCH Service. You will be deemed to have accepted the items five (5) days after each is delivered and installed, unless you notify us in writing to the contrary. Returns for credit after five (5) days automatically receive a 20% restocking fee, along with an additional 10% fee for each additional 30-day period. If you receive Equipment that is visibly damaged, you must contact our customer care department immediately at firstname.lastname@example.org or (800) 433-2236 option 4. RCH may facilitate the provision of Equipment from a third-party supplier or resell certain Equipment. Procuring and maintaining that Equipment is your sole responsibility. While RCH may suggest and resell some Equipment brands and facilitate your purchase of Equipment as an accommodation, the original Equipment manufacturer and not RCH shall be responsible for any Equipment defects. RCH will pass all original Equipment manufacturer warranties for the Equipment to you and will not have any liability to you regarding such Equipment. Please check the Equipment provider’s website for warranty, return rules and other terms and conditions applicable to such third-party Equipment supplier. Unless otherwise set forth herein, ALL EQUIPMENT SALES ARE FINAL. Equipment may be returned to the manufacturer in the event of a defect that arises within the applicable warranty period, provided you comply with the terms of this Section and the manufacturer’s Return Materials Authorization (“RMA”) policy. Prior to returning Equipment, you must contact RCH so RCH can determine whether a defect exists and to receive an RMA number, which is required along with the return. You must ship the Equipment to the manufacturer at the address provided by RCH in accordance with all RMA procedures. You have 10 days after receipt of an RMA to ship the Equipment back to the manufacturer at the address we provide. You must pay all shipping fees. Once the manufacturer has received the Equipment, the original Equipment manufacturer will deal with the Equipment under its applicable warranty policy.
3.2 Equipment Rentals. In addition to the other services referred to in this Agreement, we may rent Equipment to you for the sole purpose of use in connection with the Service. The term of use of the Equipment will be coterminous with the end of the term for the Service and any extensions thereof; you will be deemed to have accepted the items five (5) days after each is delivered and installed, unless you notify us in writing to the contrary. You may return any defective Equipment to us for a replacement as long as it has not been misused or damaged by you, your agents or invitees. Furthermore, you shall be responsible for ensuring that any RCH Equipment is maintained in a secure location, and you shall be fully liable for any and all costs and charges associated with damage to or loss of RCH Equipment.
(a) If you are not in default under this Agreement, your End of Contract (EOK) options for Equipment are: (i) to automatically renew the term for your other services including the Equipment; (ii) purchase the Equipment for its fair market value from RCH or one of its vendors; or (iii) return the equipment. You must give us three (3) months prior written notice of your EOK option choice. Under option (ii), upon receipt of all amounts due for the purchase of the Equipment, clear title will be transferred to you on an “As Is, Where Is” basis.
(b) If you elect to return Equipment to us upon expiration of your contract, you must notify us in writing of your intent at least three (3) months prior to contract expiration and you must return the Equipment to us immediately upon the EOK. The Equipment must be in good condition and working order, reasonable wear and tear expected (“Good Working Order”). We reserve the right to recover full reimbursement from you for the reasonable cost and expense incurred by us to restore such Equipment to Good Working Order. You will return the Equipment to a location in the United States designated by us. You are responsible for any costs associated with de-installation, packing, proper content labeling and return of the Equipment. Prior to return of Equipment, you are responsible for removing all your information and data, including programs not licensed to the Equipment. We have no obligation to remove your information or any other party’s information from any Equipment. The return of Equipment shall constitute a full release by you of any leasehold rights or possessory interest in the Equipment.
4.1 Billing. We will bill all charges, applicable taxes and surcharges monthly in advance (except for usage-based charges, which will be billed monthly in arrears, and any other charges which we decide to bill in arrears), including but not limited to: activation fees; monthly Service fees; equipment rental fees; usage charges; international usage charges; advanced feature charges; advanced features/add-ons; regulatory recovery fee, universal service fund; 911 fees; federal, state and/or local taxes; disconnection fees; and shipping and handling charges. The amount of such fees and charges shall be published on our website and may change from time to time. RCH may introduce new products and services at special introductory pricing. Introductory pricing may change at RCH’s discretion. Notification of monthly invoices will be sent to you via mail or your email address on file with us. Any usage charges will be billed in increments that are rounded up to the nearest minute unless otherwise set forth in the rate schedules found on our website.
The above-referenced fees are defined as follows:
4.2 Billing Disputes. You must notify us in writing within thirty (30) days after receiving your statement if you dispute any RCH charges on that statement or you will be deemed to have waived any right to contest such charges. All notices of disputed charges should be sent to:
Roanoke Connect Holdings, LLC dba Fybe
518 NC Highway 561 W
Aulander, North Carolina 27805
4.3 Payment and Collection.
4.3.1 Payment. We bill in advance, except for usage on a monthly basis. Payment is due upon receipt. If payment is not received by the due date, at late fee of 1.5% of the unpaid balance will apply.
4.3.2 Collection. If your Service is disconnected, you will remain fully liable to us for all charges pursuant to this Agreement and any and all costs we incur to collect such amounts, including, without limitation, collection costs and attorney’s fees.
4.3.3 Notices. RCH will provide ten days advance notice prior to disconnection of service.
4.4 Disconnection; Discontinuance of Service. We reserve the right to suspend or discontinue the Service generally, or to disconnect your Service or a service component, at any time in our sole and absolute discretion. If we discontinue the Service generally, or disconnect your Service without a stated reason, you will only be responsible for charges accrued through the date of disconnection, including a pro-rated portion of the final month’s charges. If your Service is disconnected on account of your breach of any provision of this Agreement, you will be responsible for the full charges to the end of the current term, including, without limitation, unbilled charges, plus the termination fee, if applicable, all of which will immediately become due and payable. RCH will pursue collection for unpaid amounts on disconnected accounts and may report to credit bureaus.
4.5 Taxes. State and local governments may assess taxes, surcharges and/or fees on your use of RCH Service. These charges may be a flat fee or a percentage of your RCH charges and may change from time to time without notice. These charges are based on the rates applicable to the address you provided to us. You are responsible for all applicable federal, state, provincial, municipal, local, or other governmental sales, use, excise, value-added, personal property, public utility, or other taxes, fees, or charges now in force or enacted in the future, that arise from or as a result of your subscription or use or payment for the Service or equipment. Such amounts are in addition to payment for the Service or equipment and will be billed to you as set forth in this Agreement. If you are exempt from payment of such taxes, you must provide us with an original certificate that satisfies applicable legal requirements attesting to tax exempt status. Tax exemption will only apply from and after the date we receive such certificate.
4.6 Charges for Directory Calls (411). We will charge you $1.00 for each call made to RCH directory assistance.
4.7 Charges for Operator Assisted Calls (0). We will charge you $3.00 for each call made to RCH operators asking for assistance.
5.1 Limitation of Liability. We will not be liable for any delay or failure to provide the Service, including 911 Dialing, at any time or from time to time, or any interruption or degradation of voice quality that is caused by any of the following:
Our aggregate liability under this agreement will in no event exceed the Service charges corresponding to the affected time period.
5.2 Disclaimer of Liability for Damages. IN NO EVENT WILL RCH, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES OR AGENTS OR ANY OTHER SERVICE PROVIDER WHO FURNISHES SERVICE TO YOU IN CONNECTION THE SERVICE BE LIABLE FOR ANY DIRECT, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, COMPENSATORY, OR CONSEQUENTIAL DAMAGES, OR FOR ANY OTHER DAMAGES, INCLUDING BUT NOT LIMITED TO PERSONAL INJURY, WRONGFUL DEATH, PROPERTY DAMAGE, LOSS OF DATA, LOSS OF REVENUE OR PROFITS, OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THE SERVICE, INCLUDING INABILITY TO ACCESS EMERGENCY SERVICE PERSONNEL THROUGH THE 911 DIALING SERVICE OR TO OBTAIN EMERGENCY HELP. THE LIMITATIONS SET FORTH HEREIN APPLY TO CLAIMS FOUNDED IN BREACH OF CONTRACT, BREACH OF WARRANTY, PRODUCT LIABILITY, TORT AND ANY AND ALL OTHER THEORIES OF LIABILITY AND APPLY WHETHER OR NOT WE WERE INFORMED OF THE LIKELIHOOD OF ANY PARTICULAR TYPE OF DAMAGES.
5.3 Indemnification and Survival.
5.3.1 Indemnification. You shall defend, indemnify, and hold harmless RCH, its officers, directors, employees, affiliates and agents and any other service provider who furnishes services to you in connection with the Service, from any and all claims, losses, damages, fines, penalties, costs and expenses (including, without limitation, attorney’s fees) by, or on behalf of, you or any third party or user of the Service, relating to the Service, including, without limitation, 911 Dialing, or the Equipment.
5.3.2 Survival. The provisions of this Agreement that by their sense and context are intended to survive the termination or expiration of this Agreement shall survive.
5.4 Service Disclaimer. WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS OF THE SERVICE OR EQUIPMENT FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT OR ANY WARRANTY ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE OR ANY WARRANTY THAT THE SERVICE WILL MEET CUSTOMER’S REQUIREMENTS. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT THE SERVICE OR EQUIPMENT WILL BE WITHOUT FAILURE, DELAY, INTERRUPTION, ERROR, DEGRADATION OF VOICE QUALITY OR LOSS OF CONTENT, DATA, OR INFORMATION. NEITHER RCH NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, OR AGENTS, OR ANY OTHER SERVICE PROVIDER OR VENDOR WHO FURNISHES SERVICE, EQUIPMENT, OR PRODUCTS TO CUSTOMER IN CONNECTION WITH THE SERVICE, WILL BE LIABLE FOR UNAUTHORIZED ACCESS TO OUR OR YOUR TRANSMISSION FACILITIES OR PREMISES EQUIPMENT OR FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF, CUSTOMER’S DATA FILES, PROGRAMS, PROCEDURES, OR INFORMATION THROUGH ACCIDENT, FRAUDULENT MEANS OR EQUIPMENT, OR ANY OTHER METHOD, REGARDLESS OF WHETHER SUCH DAMAGE OCCURS AS A RESULT OF RCH’S OR ITS SERVICE PROVIDER’S OR VENDORS’ NEGLIGENCE. STATEMENTS AND DESCRIPTIONS CONCERNING THE SERVICE OR EQUIPMENT BY RCH OR RCH’S AGENTS OR INSTALLERS ARE INFORMATIONAL AND ARE NOT GIVEN AS A WARRANTY OF ANY KIND. WE WILL USE COMMERCIALLY REASONABLE EFFORTS TO PROVIDE DIRECTORY LISTING INFORMATION TO A DIRECTORY CONTAINING SUBSCRIBER LISTING INFORMATION (SLI). WE SHALL NOT BE LIABLE FOR THE CONTENT OR ACCURACY OF ANY SLI (INCLUDING, WITHOUT LIMITATION, A FAILURE BY ONE OR MORE DIRECTORIES TO “UN-PUBLISH” A NUMBER, ONE OR MORE DIRECTORIES PUBLISHING A WRONG NUMBER OR ONE OR MORE DIRECTORIES FAILING TO PUBLISH A LISTING) PROVIDED UNDER THIS AGREEMENT. YOU SHALL INDEMNIFY, HOLD HARMLESS, AND DEFEND US OR OUR SERVICE PROVIDERS FROM AND AGAINST ANY DAMAGES, LOSSES, LIABILITIES, DEMANDS, CLAIMS, SUITS, JUDGEMENTS, COSTS, AND EXPENSES (INCLUDING, BUT NOT LIMITED TO, REASONABLE ATTORNEYS’ FEES AND EXPENSES) ARISING FROM OR RELATING TO DIRECTORY LISTINGS AND/OR RESULTING FROM OR ARISING OUT OF YOUR OR A THIRD PARTY’S CLAIM OF INACCURATE LISTINGS, FAILURE OF LISTINGS, INACCURATE USE OF THE SLI, OR FAILURE TO “UN-PUBLISH” A LISTING.
5.5 Hardware Disclaimer. YOU ACKNOWLEDGE THAT RCH IS NOT THE MANUFACTURER OF ANY HARDWARE OR EQUIPMENT AND THAT ALL HARDWARE AND EQUIPMENTS ARE BEING PROVIDED BY RCH “AS IS” AND WITHOUT WARRANTY OR GUARANTY OF ANY KIND. YOU AGREE TO LOOK EXCLUSIVELY TO THE ORIGINAL EQUIPMENT MANUFACTURER OF SUCH HARDWARE AND EQUIPMENTS WITH RESPECT TO ANY WARRANTY OR OTHER CLAIMS RESPECTING SUCH HARDWARE AND EQUIPMENT.
5.6 No Third Party Beneficiaries. No provision of this Agreement provides any person or entity not a party to this Agreement with any remedy, claim, liability, reimbursement, or cause of action or creates any other third-party beneficiary rights.
5.7 Content. You will be liable for any and all liability that may arise out of the content transmitted by you or to any person, whether authorized or unauthorized, using your Service or equipment (each such person, a “User”). You shall assure that a User’s use of the Service and content comply at all times with all applicable laws, regulations, and written and electronic instructions for use. We reserve the right to disconnect or suspend your Service and remove your or your Users’ content from the Service if we determine, in our sole and absolute discretion, that such use or content does not conform with the requirements set forth in this Agreement or interferes with our ability to provide Service to you or others. Our action or inaction under this Section will not constitute any review or approval of your or Users’ use or content.
6.1 Entire Agreement. This Agreement, the Service Agreement, Equipment Rental Agreement, and the Equipment Purchase Agreement you executed with RCH, and the fee schedule for Service found on RCH’s Web site constitute the entire agreement between you and RCH and govern your use of the Service, superseding any and all prior or contemporaneous statements, understandings, writings, commitments, or representations concerning its subject matter.
6.2 Severability. If any part of this Agreement is legally declared invalid or unenforceable, all other parts of this Agreement are still valid and enforceable. Such invalidity or non-enforceability will not invalidate or render unenforceable any other portion of this Agreement.
6.3 Privacy. RCH’s Service utilizes, in whole or in part, the public Internet and third-party networks to transmit voice and other communications. RCH is not liable for any lack of privacy, which may be experienced with regard to the Service.
6.4 Subcontractors. You understand, acknowledge, and agree that from time-to-time during the term of this Agreement, RCH may, in its sole and absolute discretion, delegate performance of some or all of its rights and obligations hereunder to third parties selected by RCH. You hereby consent to such subcontracting activity, provided that RCH shall remain accountable to you for the performance of any such obligations.
6.5 Letter of Authorization. The undersigned Customer hereby appoints RCH to act as its authorized agent for all matters pertaining to the number(s) populated in the appropriate fields. This agency includes disconnections of service and other requests as deemed necessary by RCH to implement the services ordered from RCH, including but not limited to: (i) securing information for activating, porting disconnecting, editing and transferring service for Customer, (ii) securing information for the purposes of resolving technical issues for Customer, (iii) securing information for activating, removing, changing, and editing Customer’s directory listings.
6.6 Disputes. We each waive trial by jury in any civil actions or proceedings that are brought by either of us under the Agreement. Any and all disputes between us that arise under or in connection with this Agreement which cannot be resolved through good faith negotiation, or through discussions between each party’s legal counsel, shall be submitted to non-jury trial, to be conducted in Birmingham, Alabama.
6.7 Export Controls: Customer acknowledges that the export, import, and use of certain hardware, software, and technological data provided under this Agreement is regulated by the United States and other governments and agrees to comply with all applicable laws and regulations, including the U.S. Export Administration Act, the regulations promulgated thereunder by the U.S. Department of Commerce, and any other applicable laws or regulations such as those that prohibit certain services from being used in or accessed by a national of Cuba, Iran, North Korea, Sudan, Syria or any other sanctioned or embargoed country.
6.8 Additional Terms:
6.9 Consent to use Electronic Signatures and Records: For your convenience, RCH may, in its sole discretion, provide access to legally binding documents on our website. This may require you to enter into agreements or receive notices electronically. As a result, you acknowledge and agree that by clicking “I Agree” or “I Accept” you agree to conduct electronically the particular transaction into which you entered including entering into this Agreement:
6.10 Interpretation: The parties agree that, before signing this Agreement, each has had an opportunity (and is advised) to consult legal representation to assist it in interpreting and understanding the implications, duties, and potential liabilities that arise under this Agreement. Consequently this Agreement shall not be construed more strongly as against one party versus the other.
6.11 Choice of Law; Forum: This Agreement shall be governed by and construed in accordance with the laws of the State of North Carolina without regard to conflicts of laws. Any action brought on or with respect to this Agreement or any other document executed in connection herewith or therewith by a party to this Agreement against another party to this Agreement shall be brought only in a court of competent jurisdiction in Hertford County, North Carolina, or if venue does not lie in any such court only in a court of competent jurisdiction within the State of North Carolina (the “Chosen Courts”). Each party to this Agreement (a) consents to jurisdiction in the Chosen Courts; (b) waives any objection to venue in any of the Chosen Courts; and (c) waives any objection that any of the Chosen Courts is an inconvenient forum. In any action commenced by a party hereto against another party to the Agreement, there shall be no right to a jury trial. THE RIGHT TO A TRIAL BY JURY IS EXPRESSLY WAIVED TO THE FULLEST EXTENT PERMITTED BY LAW.