MASTER SERVICE AGREEMENT
GENERAL TERMS OF SERVICES
These General Terms of Services are incorporated into, and along with the executed Service Order, constitute, the Master Services Agreement (the “Agreement”) between Customer and Empire Unified (“Empire Unified”).
By accessing or utilizing any of the Services or products offered by Empire Unified, you agree to be bound by the terms of this Agreement. These Terms of Services supersede all earlier versions and require mandatory arbitration of disputes. Please read these Terms of Services carefully, as they describe your legal rights and obligations. This Agreement shall become effective as of the date of (1) your signature on a Service Order or your electronic signature on or acceptance of this Agreement, (2) the activation of your account or (3) your receipt of an e-mail from Empire Unified confirming your order, whichever happens first. Customer may be referred to using “you” and “your” herein.
All fees and charges will be due, in U.S. dollars, on the first day of the service month as indicated on the Empire Unified invoice and may be charged to your Payment Account without further notices from Empire Unified. Billing is invoiced monthly in advance and will commence when the connection from the Empire Unified network is completed to your equipment and service is initiated. All recurring months charges are due at the beginning of the service month. Accounts are in default if payment of all amounts due is not received forty-five (45) days after date of invoice and are subject to an interest rate on the outstanding balance of either 1.5 % per month or at the maximum allowable rate under state law, whichever is lower. Accounts unpaid (60) days after date of invoice may have the Service interrupted or terminated. Such interruption of Service does not relieve you of your obligation to pay for the Service. Only a written request to terminate your service, in accordance with these Terms, relieves you of your obligation to pay for the Service. If you default, you agree to pay Empire Unified its reasonable expenses, including any attorney’s or collection agencies fees, incurred in enforcing its rights.
“Payment Account” shall refer to the credit card account provided by you upon registration to pay for Services. Empire Unified may add, delete, or modify the methods by which customers can pay for the Empire Unified Services at any time without prior notice, in its sole discretion. Customer is deemed to have given Empire Unified on-going and continuous authorization to charge any credit-card provided to Empire Unified or any other Payment Account as long as Customer uses the Services and for any early termination liability. If Customer pays by check, if the check is returned unpaid, Customer will be subject to immediate termination for suspension of the Services as stated above and will be charged a check return and reinstatement fee in the amount of no less than $100, but in any event an amount determined by Empire Unified in its sole discretion.
Customer acknowledges that Empire Unified has set its prices and entered into this Agreement in reliance upon the limitations and exclusions of liability, the disclaimers of warranties and damages and Customer’s indemnity obligations set forth herein, and that the same form an essential basis of the bargain between the parties. The parties agree that the limitations and exclusions of liability and disclaimers specified in this Agreement will survive and apply even if this Agreement is found to have failed of their essential purpose.
NOTWITHSTANDING THE PROVISIONS OF THIS AGREEMENT TO THE CONTRARY, Empire Unified RESERVES THE RIGHT (SUBJECT TO APPLICABLE LOCAL LAW), IN ITS SOLE DISCRETION, TO MONITOR YOUR ACCOUNT, INCLUDING BUT NOT LIMITED TO THE USE OF A USER’S MAIN ACCOUNT AND ANY SUB-ACCOUNTS, FOR THE PURPOSE OF INVESTIGATING VIOLATIONS OF THIS AGREEMENT OR TO ASSIST WITH CRIMINAL OR CIVIL INVESTIGATIONS AND AT ALL TIMES IN COMPLAINCE WITH THE COMMUNICATIONS ASSISTANCE FOR LAW ENFORCEMENT ACT OF 1994.
Your IP address is transmitted and recorded with each message you send using the Empire Unified Services. Empire Unified does provide certain information in aggregate form collected from and relating to you to third persons such as advertisers.
INTERNATIONAL CUSTOMERS UNDERSTAND AND AGREE THAT THE SERVICES ARE PROVIDED BY Empire Unified IN THE UNITED STATES OF AMERICA. YOU FURTHER AGREE THAT THE PERSONAL INFORMATION WHICH YOU GIVE Empire Unified WILL BE TRANSFERRED TO AND MAINTAINED IN THE UNITED STATES AND OTHER COUNTRIES; INCLUDING WITHOUT LIMITATION COUNTRIES IN THE EUROPEAN UNION AND ELSEWHERE. IF YOU DO NOT CONSENT TO THE TRANSFER OF YOUR PERSONAL INFORMATION INTO AND OUT OF THE UNITED STATES, DO NOT ACCEPT THESE TERMS AND CONDITIONS FOR THE Empire Unified SERVICE. YOU FURTHER UNDERSTAND AND AGREE THAT REGARDLESS OF YOUR COUNTRY OF RESIDENCE Empire Unified MAY DISCLOSE PERSONAL INFORMATION ABOUT YOU AND YOUR WEBSITE OR DOMAIN NAMES PURSUANT TO THIS SECTION, AND YOU EXPLICITLY WAIVE ANY RIGHTS TO PRIVACY OR PROTECTION OF PERSONAL DATA RELATING TO SUCH INFORMATION TO THE FULLEST EXTENT PERMITTED UNDER NATIONAL AND INTERNATIONAL LAW.
You agree to notify Empire Unified forthwith if you obtain information as to any unauthorized possession, use or disclosure of any Empire Unified Software by any person or entity, and further agree to cooperate with Empire Unified at Empire Unified’s expense, in protecting Empire Unified’s proprietary rights. Unless agreed otherwise in writing by Empire Unified, the Empire Unified Software may be used only on a single computer or workstation. Empire Unified software designed for use on portable workstations may be installed on both a portable and a stationary computer but may not be used on both simultaneously. You may not install the Empire Unified Software on a network except to facilitate permissible installation of the Empire Unified Software on computers attached to the network. You warrant and guarantee that all users of the software shall be aware of and comply with the terms of this license.
Certain Empire Unified Software is provided for online use as part of the Empire Unified Services (the “Empire Unified Online Software”), and the use of such software may be subject to fees as outlined in this Agreement. The Empire Unified Online Software is hosted software which runs directly on Empire Unified’s servers, and you may not download, install, store or make any copies of the Empire Unified Online Software, nor may you sublicense the Empire Unified Online Software. You agree not in any way to translate, decompile, reverse engineer, disassemble, modify, reproduce, rent, lease, lend, license, distribute, market or otherwise dispose of any portion of the Empire Unified Online Software or any copies thereof and not to assist any third party in doing so. The Empire Unified Online Software is designed to be used through the Empire Unified user interface and, as such, may be utilized by any authorized user from any computer or workstation. This license is automatically revoked upon termination of this Agreement. Empire Unified reserves the right to suspend the use of, modify or discontinue the Empire Unified Online Software for any or all customers at any time without notice. Certain Online Software is also Third-Party Software and is subject to the applicable provisions of this Agreement. Empire Unified may limit the functionality of any such third-party Online Software, in its sole discretion. Empire Unified provides its customers with the ability to order certain third-party software (the “Third Party Software”), depending on the hosting package ordered. Except for Third Party Software which is also Online Software, such Third-Party Software is delivered to Empire Unified Customers by mail and may be ordered via customer’s control panel for a period of six months after the commencement of the Empire Unified Services. The license conditions governing the use of the Third-Party Software may differ from Empire Unified’s own software licenses. Customers of Empire Unified are bound by the conditions of all licenses pertaining to such Third-Party Software and should make themselves familiar with their terms and conditions. Some such Third-Party Software is provided under license from Microsoft Corporation (“Microsoft Software”), and Customers using Microsoft Software are bound by the TERMS AND CONDITIONS Microsoft Software Products, which are incorporated herein by reference. Empire Unified does not provide Technical Support for the Third-Party Software. THE THIRD-PARTY SOFTWARE IS OFFERED “AS-IS.” THE PROVISION AND OFFERING OF THIRD PARTY SOFTWARE BY Empire Unified DOES NOT CONSTITUTE AN ENDORSEMENT OF THE THIRD-PARTY SOFTWARE, NOR CAN Empire Unified MAKE ANY REPRESENTATIONS OR WARRANTIES REGARDING THE USE AND FUNCTIONALITY OF SUCH THIRD-PARTY SOFTWARE. In the event of termination of this Agreement, or upon any act which shall give rise to Empire Unified’s right to terminate, or upon the expiration of the license for Empire Unified Software which is subject to a limited-duration license, any and all licenses granted under this Agreement shall terminate automatically, and you will remove, erase or destroy the Empire Unified Software and documentation and all copies thereof, wherever located, without demand or notice. Empire Unified may stop providing the Software or any updates thereto, including but not limited to the Online Software or the Third-Party Software, at any time without notice or any further liability to Customer. Software for International Customers is available for download only. Certain Software (including Third-Party Software) may not be available to International Customers.
In addition to the foregoing, YOU HEREBY AGREE THAT AS A PART OF THE CONSIDERATION FOR THIS AGREEMENT, YOU WAIVE THE RIGHT TO A TRIAL BY JURY FOR ANY DISPUTE ARISING BETWEEN YOU AND Empire Unified THAT IS IN ANY WAY RELATED TO THE SUBJECT MATTER OF THIS AGREEMENT, and that such waiver shall be enforceable up to and including the day that trial is to start, and even if the arbitration provisions of this paragraph are waived. Neither you nor Empire Unified may be a representative of other potential claimants or a class of potential claimants in any dispute concerning or relating to this Agreement, nor may two or more individuals’ disputes be consolidated or otherwise determined in one proceeding. YOU AND Empire Unified ACKNOWLEDGE THAT THIS SECTION WAIVES ANY RIGHT TO PARTICIPATION AS A PLAINTIFF OR AS A CLASS MEMBER IN ANY CLASS ACTION.
17. Non-Enforcement Does Not Constitute Waiver. Failure of Empire Unified at any time to enforce any of the specific provisions of this Agreement shall not preclude any other or further enforcement of such provision(s) or the exercise of any other right hereunder. No waiver of a breach of this Agreement shall be valid unless made in writing and signed by duly authorized representative of Empire Unified.
18. Notices. Empire Unified may provide notice to you via e-mail sent to the e-mail address provided by you upon registration or as subsequently provided by you to Empire Unified. Such notice is deemed effective whether you receive it or not and shall be deemed written notice for the purposes of this Agreement. You may provide notice to Empire Unified in one of the following ways: by addressing the notice as indicated Service@empiretelecomnj.com. By Federal Express; by facsimile transmission; or by e-mail and registered or certified mail. Such notice, statement or other document so delivered to Empire Unified, except as this Agreement expressly provides otherwise, shall be conclusively deemed to have been given when first personally delivered, on the date of delivery or on the first date of receipt. Notice by e-mail to Empire Unified shall be deemed ineffective, null and void unless a copy of such notice is also sent by registered or certified mail and postmarked not more than five days subsequent to the giving of e-mail notice. Any such e-mail notice to Empire Unified shall be deemed effective as of the date on which Empire Unified receives the certified or registered mail notice.
MASTER SERVICE AGREEMENT
EMPIRE UNIFIED FRAUD POLICY
Customer is solely responsible for fraudulent calls or data transmitted utilizing the Services. Customer is solely responsible for selection, implementation and maintenance of security features for protection of data circuits and IP Addresses and against unauthorized calling, and EMPIRE UNIFIED shall have no liability therefor. Customer is solely responsible for payment of all long distance, toll and other telecommunications charges incurred through use of the Services being provided hereunder regardless of whether such use was intended or authorized by Customer. Customer shall defend, indemnify and hold harmless EMPIRE UNIFIED from and against all costs, expenses, claims or actions arising from fraudulent use of data circuits, IP Addresses or fraudulent calls of any nature carried by means of the Services. Customer shall not be excused from paying EMPIRE UNIFIED for Services provided to Customer or any portion thereof on the basis that fraudulent calls comprised a corresponding portion of the Services. In the event EMPIRE UNIFIED discovers fraudulent use of IP Addresses or fraudulent calls being made, nothing contained herein shall prohibit EMPIRE UNIFIED from taking immediate action, without notice to Customer, that is reasonably necessary to prevent such calls from taking place. Notwithstanding the foregoing, it is understood that EMPIRE UNIFIED is under no obligation to investigate the authenticity of calls charged to Customer’s account and shall not be liable for any fraudulent calls processed by EMPIRE UNIFIED and billed to Customer’s account.
TERMS OF SERVICE
In addition to the Master Service Agreement General Terms of Services, the following Terms of Services shall apply to EMPIRE UNIFIED’s voice Services.
E911/911: The EMPIRE UNIFIED voice Services are subject to restrictions and disclaimers on the E911/911 services that can be found at www.empire-nj.com/terms. Any use of call forwarding to mobile phones or the use of VoIP to mobile software applications will not be compatible with EMPIRE UNIFIED’s E911/911 services and 911 calls will have to be routed by your mobile provider.
Operational Matters. The Customer shall be solely responsible at its own expense for connecting to the EMPIRE UNIFIED VOIP network, for procuring the necessary facilities or equipment required to interconnect and for coordinating the provisioning of its respective matching facilities and/or equipment to utilize the Services. EMPIRE UNIFIED will use its best endeavors to provide the Services on the anticipated date of Services commencement. The Parties shall coordinate the management of their respective system facilities, with each Party being responsible for providing and operating, at its own expense, its respective network facilities.
Telemarketing Traffic. EMPIRE UNIFIED does not accept for termination any dialer–originated telemarketing traffic or any fax broadcasts, including any traffic that would violate the Telephone Consumer Protection Act (“TCPA”), which prohibits the sending of facsimile advertisements without the prior consent of the recipient, do not call laws, or similar consumer protection laws.
Traffic Control By Customer. In addition to any other terms and conditions of the Agreement or the TOS, Customer shall bear the following responsibilities in connection with the Service:
Customer shall manage the integrity of the traffic egressing Customer’s network;
Customer shall screen, and block calls destined to (a) unassigned numbers or (b) numbers with invalid formats;
Customer shall manage and correct, as necessary, any fraudulent calling patterns or calling patterns perceived as fraudulent that may harm or adversely affect EMPIRE UNIFIED or its network.
In the event that Customer fails to comply with the requirements described above, EMPIRE UNIFIED shall have the right (but not the obligation) to take protective action against Customer in order to protect EMPIRE UNIFIED’s egress network, which protective action may include, without limitation, the temporary blocking of Customer’s traffic until the applicable problem is reasonably resolved.
Service Limitations. The Service is not intended to replace Customer’s primary phone service. All telecommunications traffic carried by the Service(s) must be IP originated. Customer acknowledges and agrees that the Service(s) may not be compatible with all communication equipment. In addition, different regulatory treatment may be applied to the Service(s) than is applied to other telecommunications services, which may affect Customer’s rights before regulatory agencies and other governmental bodies.
EMPIRE UNIFIED does not support 0+ calling (including without limitation collect or third-party billing), 900 and 976 calls, and 10-10 “dial-around” calls. The Service(s) may not support 311, 411, 511 and/or other x11 services in some or all Service areas. Customer understands and acknowledges that access to the aforementioned functionality is not part of the Service(s).
Customer Network Facilities. Customer shall be solely responsible for any installation, testing, maintenance and security of its own network facilities.
Database Updates. Customer shall furnish all information reasonably requested by EMPIRE UNIFIED in order for EMPIRE UNIFIED to provide each Service. Customer shall ensure that all information and data that it has given or that it will give to EMPIRE UNIFIED, including but not limited to Customer’s billing information, mailing address and email address, is current and accurate at all times. EMPIRE UNIFIED shall have no responsibility to verify the accuracy of any information provided by Customer and shall have no liabilities or obligation relative to any amount billed or notices delivered incorrectly as a result of inaccurate information provided by Customer and Customer’s failure to correct or update the same.
Traffic Requirements. If during any 24-hour period, Customer’s Answer Seizure Ratio (ASR) is calculated by EMPIRE UNIFIED to be below 60.0% and/or the Average Length of Call (ALOC) is calculated by EMPIRE UNIFIED to be below 60.0 seconds, EMPIRE UNIFIED may immediately and without notice:
Local Number Portability (LNP). If Customer desires to port a number either to or from EMPIRE UNIFIED’s network, Customer shall execute and/or deliver to EMPIRE UNIFIED all documents and information requested by EMPIRE UNIFIED, including, but not limited to, all required Letters of Authorization (“LOA”). Customer acknowledges and agrees that EMPIRE UNIFIED shall have the right to refuse to port any number to its network for any reason. Customer agrees that EMPIRE UNIFIED, in its sole discretion, may port a number to any third-party provider selected by EMPIRE UNIFIED in order to provide the Service(s), and that EMPIRE UNIFIED may be required to be named as the Customer of Record for such number. EMPIRE UNIFIED will make reasonable commercial efforts to execute all port requests; however, EMPIRE UNIFIED has no control over any porting process (either to or from EMPIRE UNIFIED’s network). As such, EMPIRE UNIFIED makes no guaranties or warranties that a number will be ported on a particular day, or that a submitted port request will actually result in the number being ported. EMPIRE UNIFIED will inform Customer of port dates when such dates are known to EMPIRE UNIFIED. EMPIRE UNIFIED reserves the right to change the port date in its sole discretion. Customer agrees to comply with all applicable rules, regulations and orders, including but not limited to all FCC and public utility commission rules regarding number porting. EMPIRE UNIFIED makes no warranty that the Service(s) associated with a number will be uninterrupted or error free during any porting process. Customer acknowledges that, if any account associated with the number being ported is canceled or suspended prior to the port date, such number may not be eligible for porting. A port request to EMPIRE UNIFIED to move a number away from EMPIRE UNIFIED does not act to terminate Customer’s Agreement. It is Customer’s sole responsibility and obligation to cancel its account(s) with EMPIRE UNIFIED in addition to submitting a port request and Customer shall be solely responsible for any contractual obligations it has with such EMPIRE UNIFIED and any applicable fees and charges, including early termination fees. Number porting is done at the Customer’s sole risk. Under no circumstances shall EMPIRE UNIFIED be liable for any damages, including, without limitation, loss of profits, associated with porting or not porting a number. Customer agrees to indemnify and hold EMPIRE UNIFIED, the third party vendors, and the parent companies, sister companies, employees, directors, officers and shareholders of the same, harmless from and against any and all claims, liabilities, losses, judgments, damages and expenses, including without limitation attorneys’ fees and costs of litigation, incurred or suffered by such party relating to or arising out of any number port requested by Customer, including those arising from any slamming complaints.
Customer acknowledges that requests to port numbers away from EMPIRE UNIFIED’s Network will be completed not less than seven (7) days from the date of the request. Customer also acknowledges that it will not port any vanity or 800 numbers without verification from the end user. Customer agrees to comply with all LNP policies established from time to time by EMPIRE UNIFIED. EMPIRE UNIFIED may modify its LNP policies at any time with or without notice to Customer and customer agrees to comply with all such modifications.
Usage. EMPIRE UNIFIED reserves the right, in its sole discretion, to examine Customer’s voice, fax and toll-free calling usage pattern and adjust the rates or impose a surcharge if such usage pattern is not normal or customary under generally accepted industry standards for the type of voice Service being used (“Non-Customary Calling”). In the event EMPIRE UNIFIED adjusts Customer’s rates due to Non-Customary Calling, Customer’s sole and exclusive remedy shall be to terminate the remaining usage commitment (if any) under the applicable Service Order. In such event, Customer shall continue to be liable for any access loop monthly recurring charges through the remainder of the Service Order Term.
If 10% or more of Customer’s completed calls during any billing cycle constitute calls with a duration of less than six seconds in length (each, a “Short Duration Call”), EMPIRE UNIFIED may charge each Short Duration Call during such Billing Cycle (including those Short Duration Calls under the 10% threshold) an additional $0.01 surcharge per call. EMPIRE UNIFIED shall rate all such calls to the fourth (4th) decimal. In the event of any inconsistency between the provisions of this paragraph and an applicable pricing table set forth in an Attachment or a Service Order, the provisions in this paragraph shall control.
If the completion percentage of Customer’s attempted calls is in excess of 50% (the “Non-Completed Call Percentage Threshold”) for any given week on any given trunk group, EMPIRE UNIFIED may, in its sole discretion: (a) upon 30 calendar days email notice, disconnect any and all circuits providing the applicable Service; or (b) charge a surcharge equal to $20 per DS-O for all circuits providing such Service.
All domestic calls will be rated in six (6) second increments with a six (6) second per call minimum and rounded to the third decimal place for each call charge. All international and calling card calls will be rated in six (6) second increments with a thirty (30) second per call minimum and rounded to the third decimal place for each call charge except Mexico, which will be rated in sixty (60) second increments.
For purposes of this section and the subparagraphs thereunder, the following terms and definitions shall apply. “Time Point” or “TP” shall be the measurement method for call duration. TP-1 is the “request for service event”; TP-6 is the “answer detected event”; TP-7 is the “call disconnect event”. Call duration shall be measured as follows: for Carrier Toll-Free Transport (TDM) and CIC products (TDM and VOIP), call duration is measured Disconnect time (Time Point 7 minus Start time (Time Point 1); or for all other circuit switched and NOS products (TDM), call duration is conversation time and is measured Disconnect time (Time Point 7) minus Service Established time (Time Point 6); or (c) for VoIP Services, call duration is conversation time and is measured as Disconnect Time (BYE message) minus Service Established time.
The following minimum utilization requirement (“Utilization Commitment”) shall apply to end user dedicated 1+ outbound service and end user Dedicated 8xx Inbound Service:
No EMPIRE UNIFIED port (“Port”) to which any dedicated access loop (“DAL”) is connected may have zero traffic utilization for thirty (30) consecutive days following the first three (3) calendar months after connection of the Port to the DAL.
If the Customer violates the foregoing Utilization Commitment, EMPIRE UNIFIED may, in its sole discretion and upon thirty (30) calendar days e-mail notice, disconnect the DAL from the Port. This will not excuse Customer from paying the monthly charge for such Loop or release Customer from any monthly usage commitment set forth in any applicable Service Order.
Subject to EMPIRE UNIFIED’s Underutilization Policy, if in any applicable monthly or annual period, Customer’s total utilization is less than the Utilization Commitment, Customer shall pay EMPIRE UNIFIED an underutilization charge (“Underutilization Charge”) equal to the difference between the Utilization Commitment and Customer’s total utilization of the applicable Services for such monthly or annual period. Such payment shall be in addition to any current usage or recurring monthly charges and shall be paid within thirty (30) days of Customer’s receipt of an invoice containing such Underutilization Charge(s). Customer hereby agrees that the Utilization Commitment and Underutilization Charge(s) are reasonable.
Customer is solely responsible for fraudulent calls or data transmitted utilizing the Services. Customer is solely responsible for selection, implementation and maintenance of security features for protection against unauthorized calling, and EMPIRE UNIFIED shall have no liability therefor. Customer is solely responsible for payment of all long distance, toll and other telecommunications charges incurred through use of the Services being provided hereunder regardless of whether such use was intended or authorized by Customer. Customer shall defend, indemnify and hold harmless EMPIRE UNIFIED from and against all costs, expenses, claims or actions arising from fraudulent calls of any nature carried by means of the Services. Customer shall not be excused from paying EMPIRE UNIFIED for Services provided to Customer or any portion thereof on the basis that fraudulent calls comprised a corresponding portion of the Services. In the event EMPIRE UNIFIED discovers fraudulent calls being made, nothing contained herein shall prohibit EMPIRE UNIFIED from taking immediate action, without notice to Customer, that is reasonably necessary to prevent such calls from taking place. Notwithstanding the foregoing, it is understood that EMPIRE UNIFIED is under no obligation to investigate the authenticity of calls charged to Customer’s account and shall not be liable for any fraudulent calls processed by EMPIRE UNIFIED and billed to Customer’s account. See EMPIRE UNIFIED’s Fraud Policy at www.empire-nj.com/terms.
Recording of Calls. EMPIRE UNIFIED hereby puts Customer on notice that any calls between Customer and EMPIRE UNIFIED personnel may be recorded for quality assurance and other commercially reasonable purpose. Customer hereby acknowledges and agrees that such calls may be recorded. Customer is solely responsible for complying with all one-party and two-party consent rules regarding the recording of telephone calls.
Service Delivery. EMPIRE UNIFIED will deliver Service to the network point of presence (POP) or demarc, and a Service is considered installed and working when it is turned over clean at the POP or demark, as applicable. Extension of Service beyond the demarc is the responsibility of Customer. If Customer elects to and use EMPIRE UNIFIED and EMPIRE UNIFIED chooses to extend the beyond the demarc, the Service will not be covered under EMPIRE UNIFIED’s SLA. If EMPIRE UNIFIED extends Service beyond the demarc, the Service will be considered in working condition once accepted by Customer and EMPIRE UNIFIED will have no further obligation to maintain the Service. Any delay in extension of the Service beyond the demarc by EMPIRE UNIFIED will not delay the billing of the Service or Customer’s liability for such billing.
CPNI. EMPIRE UNIFIED acknowledges that it has a duty, and Customer has a right, under federal and/or state law to protect the confidentiality of Customer’s proprietary network information (“CPNI”). Such CPNI includes information about the telecommunications Services purchased by Customer from EMPIRE UNIFIED, Customer account activity (for example, telephone numbers) and charges incurred by Customer. With Customer’s consent, EMPIRE UNIFIED may use this information for marketing purposes to offer Customer the full range of products and services available from EMPIRE UNIFIED that may be different from the type of Services Customer currently buys from EMPIRE UNIFIED. In addition to private line and other dedicated transport services, EMPIRE UNIFIED and EMPIRE UNIFIED affiliate’s offer other services, including voice, collocation, hardware (by sale or lease) and managed services. Customer may contact its EMPIRE UNIFIED account manager for more information. EMPIRE UNIFIED may also share Customer information with its affiliates, agents and partners to offer the services and products described above. EMPIRE UNIFIED requires Customer’s consent for EMPIRE UNIFIED and its affiliates, agents and partners to use this information to offer the services and products described above. By signing the Agreement and taking no further action, Customer gives EMPIRE UNIFIED Customer’s consent to use and disclose Customer CPNI as described above. Customer may refuse CPNI consent by signing the Agreement but then notifying EMPIRE UNIFIED in writing of Customer’s decision to withhold Customer’s consent. Customer’s consent or refusal to consent will remain valid until Customer otherwise advises EMPIRE UNIFIED Customer’s decision to approve or disapprove use or disclosure of Customer CPNI as described in this section will not affect EMPIRE UNIFIED’s provision of Service to Customer.
TERMS OF SERVICE
SERVICES/DISCLAIMERS/LIMITATIONS OF LIABILITY
9-1-1 / E9-1-1 Matters. CUSTOMER ACKNOWLEDGES, UNDERSTANDS, AND AGREES THAT EMPIRE UNIFIED’S VOICE SERVICE IS INTERNET BASED AND THEREFORE 9-1-1/E9-1-1 SERVICES ARE DIFFERENT FROM TRADITIONAL WIRELINE BASED services AND are OR MAY BE only provided with CERTAIN SERVICES IF SPECIFICALLY DEFINED IN ADDENDUM(S), EXHIBIT(S), SCHEDULES, SOWS, TERMS AND CONDITIONS, SERVICE AGREEMENTS, AND ATTACHMENTS TO THIS AGREEMENT, AND INCLUDING OTHER APPLICABLE ADDENDA, AND APPLICABLE ONLINE TERMS & CONDITIONS, ALL OF WHICH ARE FULLY INCORPORATED HEREIN BY REFERENCE. CUSTOMER ACKNOWLEDGES AND AGREES THAT NEITHER EMPIRE UNIFIED, ITS UNDERLYING CARRIER(S), NOR ANY OTHER THIRD PARTIES INVOLVED IN THE ROUTING, HANDLING, DELIVERY, OR ANSWERING OF EMERGENCY SERVICES OR IN RESPONDING TO EMERGENCY CALLS, NOR THEIR OFFICERS OR EMPLOYEES, MAY BE HELD LIABLE FOR ANY CLAIM, DAMAGE, LOSS, FINE, PENALTY OR COST (INCLUDING, WITHOUT LIMITATION, ATTORNEYS FEES) AND CUSTOMER HEREBY WAIVES ANY AND ALL SUCH CLAIMS OR CAUSES OF ACTION, ARISING FROM OR RELATING TO THE PROVISION OF ALL TYPES OF EMERGENCY SERVICES TO CUSTOMER. CUSTOMER FURTHER AGREES AND ACKNOWLEDGES THAT IT IS INDEMNIFYING AND HOLDING HARMLESS EMPIRE UNIFIED FROM ANY CLAIM OR ACTION FOR ANY CALLER PLACING SUCH A CALL WITHOUT REGARD TO WHETHER THE CALLER IS AN EMPLOYEE OR CUSTOMER OF CUSTOMER. CUSTOMER ACKNOWLEDGES AND AGREES THAT ANY INJURY ARISING OUT OF A LACK OF OR MISROUTING OF 9-1-1 CALLS, REGARDLESS OF WHETHER THE CALL FAILED OR WAS ROUTED BY A PUBLIC SAFETY ANSWERING POINT OR AN OFFICIAL EMERGENCY OPERATOR, IS NEITHER THE FAULT NOR LIABILITY OF EMPIRE UNIFIED AND CUSTOMER HOLDS EMPIRE UNIFIED and ITS SUBSIDIARIES AND AFFILIATES, AS WELL AS THEir RESPECTIVE OFFICERS, DIRECTORS, MANAGERS, EMPLOYEES AND AGENTS HARMLESS FROM ANY DAMAGES OR LIABILITIES. THE LIMITATIONS APPLY TO ALL CLAIMS REGARDLESS OF WHETHER THEY ARE BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, PRODUCT LIABILITY, TORT AND ANY OTHER THEORIES OF LIABILITY.
9-1-1 & VoIP
Customer Notice of 9-1-1 and E9-1-1 Service Limitations
PLEASE READ THIS NOTICE CAREFULLY. AS A USER OF EMPIRE UNIFIED SESSION INITIATION PROTOCOL (“SIP”) BASED VOICE OVER INTERNET PROTOCOL (“VOIP”) SERVICES, YOU ARE REQUIRED TO AGREE THAT YOU HAVE READ AND UNDERSTOOD THE LIMITATIONS ASSOCIATED WITH THE 9-1-1 AND E9-1-1 EMERGENCY SERVICES AVAILABLE THROUGH THE EMPIRE UNIFIED CALLING SERVICES. IF YOU DO NOT AGREE, YOU ARE NOT AUTHORIZED TO USE ANY EMPIRE UNIFIED CALLING SERVICES.
Definitions: Terms capitalized when used within this document have the following meanings:
“9-1-1 Services” means functionality that allows end users to contact emergency services by dialing the digits 9-1-1.
“Enhanced 9-1-1 Service” or “E9-1-1” means the ability to route an emergency call to the designated entity authorized to receive such calls, which in many cases is a Public Safety Answering Point (“PSAP”), serving the Customer’s registered or user-provided address and to deliver the user’s telephone number and registered address information automatically to the emergency operator answering the call.
“Basic 9-1-1 Service” means the ability to route an emergency call to the designated entity authorized to receive such calls serving the Customer’s registered or user-provided address. With basic 9-1-1, the emergency operator answering the phone will not have access to the caller’s telephone number or address information unless the caller provides such information verbally during the emergency call.
With Enhanced 9-1-1 Service (“E9-1-1”), when a caller from your registered location dials the digits 9-1-1 from any Empire Unified offered calling service that is associated with a phone number and a properly registered address, the phone number and address are automatically presented to the local emergency center serving the location. Emergency operators will have access to this information regardless of whether the caller is able to verbally provide such information.
With Basic 9-1-1 Service, when a caller from your registered location dials the digits 9-1-1, the call is sent to the local emergency center serving that location. Operators answering the call will not have automatic access to the caller’s call-back telephone number or the associated registered address, even if that address has been properly registered, because with Basic 9-1-1 Service the emergency center is not equipped to receive, capture or retain the telephone number associated with the Empire Unified calling service or the registered address. Accordingly, callers must be prepared to provide both call-back and address information. If the call is dropped or disconnected, or if the caller is unable to speak, the emergency operator answering the call will not be able to call the caller back or dispatch help to the caller’s address if call-back and address information has not been provided by the caller.
EMERGENCY SERVICE DISCLOSURE APPLICABLE TO ALL CALLING SERVICES OFFERED BY Empire Unified:
The limitations detailed below are applicable to all of Empire Unified’s calling services (which include but are by no means limited to: Phonebooth OnDemand, SIP Trunking, SIP Origination/Termination, Boxset, FreePBX/SipStation, and Hosted IP-PBX). Customer agrees to inform all users of Empire Unified’s calling services of the potential complications arising from the delivery of emergency services when dialing 9-1-1. Specifically, Customer acknowledges and agrees to inform all employees, guests and other third persons who may use Empire Unified’s VoIP calling services of the limitations detailed below associated with all of Empire Unified’s emergency calling capabilities.
All of Empire Unified’s Calling Services Have 9-1-1 Capabilities that are Different Than Those Offered by Traditional Providers of Local Telephone Services: Customer acknowledges and agrees that all of Empire Unified’s calling services are Internet based and that the 9-1-1 calling capabilities associated with all of Empire Unified’s calling services are different from those offered by traditional providers of local telephone services. Empire Unified’s VoIP calling services are not meant to be relied upon in the case of an emergency. While Empire Unified attempts to provide access to emergency service, these VoIP services are not intended to be used to support or to carry emergency calls to any type of hospitals, law enforcement agencies, medical care units or any other kind of emergency services. YOU SHOULD MAINTAIN AN ALTERNATIVE MEANS OF CALLING EMERGENCY SERVICES.
9-1-1 Service Will NOT Work If You Experience A Power Outage, Service Outage or any other network disruption. Outages of your electricity and problems with your connection, including network congestion, will disrupt any Empire Unified calling service and you will not be able to use it for 9-1-1 emergency calling.
9-1-1 Service Will NOT Work If Your Service Is Disconnected Or You Experience An Outage For Any Reason. If you have a service outage due to a suspension of your account due to billing issues or for any other reason, you will not be able to use any Empire Unified calling services for any calls, including for emergency 9-1-1 calls.
You May Not Be Able to Reach the Correct Emergency Services If You Have A Telephone Number That Does Not Match Your Actual Geographic Location. VoIP services are technically capable of being used in locations that are not associated with the traditional geographic area of a telephone number. These capabilities can cause 9-1-1 problems however. All 9-1-1 capabilities will only be available in the location that you have associated with the particular Empire Unified assigned direct-inward-dial (“DID”) telephone number assigned to the Customer. For Basic 9-1-1 Services or E9-1-1 to be accurately routed to the appropriate emergency call center, the Customer must provide accurate DID telephone numbers as the call-back telephone number for all 9-1-1 calls and accurate address information. Additionally, if you are using the service in a location that uses a different area code than the area code in the number you are using with your VoIP service, when you dial 9-1-1 you may not be able to reach any emergency personnel. Even if you do reach emergency personnel, your call may not reach the emergency personnel near your actual physical location and the emergency personnel may not be able to transfer your call or respond to your emergency.
You May Not Be Able To Reach the Correct Emergency Service Center If You Fail to Register A Valid Service Address. Failure to provide a correct physical address in the correct format may cause all Basic 9-1-1 Service or E9-1-1 calls to be routed to the incorrect local emergency service Empire Unified. Furthermore, use of any Empire Unified calling service from a location other than the location to which such service was ordered, i.e., the “primary registered address,” may result in Basic or Enhanced 9-1-1 calls being routed to the incorrect local emergency service Empire Unified.
You May Not Be Able to Reach the Correct Emergency Services If You Move Your Phone to a Location Different From the Address You Initially Registered. It is important that you register accurate location information every time you move the equipment associated with your Empire Unified calling service. If you move your Empire Unified equipment to another location without reregistering, when you dial 9-1-1, you may not be able to reach any emergency personnel. Even if you do reach emergency personnel, if you have not provided valid location information you will not be calling the emergency personnel near your actual location and this emergency personnel may not be able to transfer your call or respond to your emergency.
You May Not Be Able to Reach the Correct Emergency Services If You Fail to Accurately Register or Reregister Your New Location Or Call 9-1-1 Within 48 Hours of Updating Your Location. It is important that you register an accurate location when you initiate your service and every time you move the equipment associated with your Empire Unified VoIP calling service. When you change your location, it may take up to 48 hours for your location change to be reflected in our records. During that time, you may not be able to reach the correct emergency services center or any emergency service by dialing 9-1-1.
Empire Unified VoIP Calling Services Allow One Emergency Service Address to be Associated with Each Telephone Number. Certain Empire Unified VoIP calling services do not have a telephone number associated with them but allow for placing and receiving calls. For example, Empire Unified offers a “softphone client” service. Customers may choose to buy calling services from Empire Unified that have a telephone number but then use the softphone client to allow multiple users to place and receive calls using one telephone number. Customers must use the softphone client and the Empire Unified VoIP calling service that has a telephone number associated with it from the same location. Using a service that does not have a telephone number in a remote location will result in the wrong address information being sent in the event of placing an emergency call by dialing 9-1-1. The emergency call operator may not be able to transfer the call to appropriate emergency call operators. In the event that Customer intends to use Empire Unified VoIP calling services in multiple locations, at least one telephone number will be required for each location. You acknowledge and agree to this limitation and agree that you will obtain at least one telephone number for each location associated with the Empire Unified calling service.
Empire Unified UNDERSTANDS THAT YOU HAVE READ AND UNDERSTAND THE LIMITATIONS ASSOCIATED WITH THE 9-1-1 AND E-9-1-1 EMERGENCY SERVICES AVAILABLE THROUGH THE Empire Unified CALLING SERVICES.
Any obligations that may be imposed by federal and state law on operators of private branch exchange or multiline telephone systems are obligations imposed on you, the Customer, and not on Empire Unified.
Empire Unified’s calling services will only be used for business, non-residential purposes in an environment that requires either multiple lines or extensions and if this situation ever changes you will discontinue the use of Empire Unified’s calling services.
E 9-1-1 KARI’S LAW/RAY BAUM’S ACT MLTS DISCLOSURE AND WAIVER
Notice of Compliance of MLTS E9-1-1 Requirements.
Effective February of 2020, Kari’s Law requires direct 9-1-1 dialing and notification capabilities in multi-line telephone systems (MLTS), In addition, Kari’s Law applies only with respect to MLTS that are manufactured, imported, offered for first sale or lease, first sold or leased, or installed after February 16, 2020.
MLTS manufacturers and vendors must pre-configure these systems to support direct dialing of 9-1-1—that is, to enable the user to dial 9-1-1 without having to dial any prefix or access code, such as the number 9. In addition, MLTS installers, managers, and operators must ensure that the systems support 9-1-1 direct dialing.
MLTS providers must also implement the notification requirement of Kari’s Law, which is intended to facilitate building entry by first responders. When a 9-1-1 call is placed on a MLTS system, the system must be configured to notify a central location on-site or off-site where someone is likely to see or hear the notification. Examples of notification include conspicuous on-screen messages with audible alarms for security desk computers using a client application, text messages for smartphones, and email for administrators. Notification shall include, at a minimum, the following information:
IT IS THE CUSTOMER’S RESPONSIBILITY TO MAKE SURE IT HAS REASONABLE EMPLOYEE MONITORING OF THE NOTIFICATION SYSTEM.
Under Section 506 of RAY BAUM’S Act, an MLTS provider must ensure that “dispatchable location” is conveyed with 9-1-1 calls to dispatch centers, regardless of the technological platform used, including 9-1-1 calls from MLTS. Dispatchable location means a location delivered to the PSAP with a 9-1-1 call that consists of the validated street address of the calling party, plus additional information such as suite, apartment, or similar information necessary to adequately identify the location of the calling party. (47 CFR § 9.3.)
IT IS THE CUSTOMER’S RESPONSIBILITY TO MAKE SURE IT HAS REASONABLE EMPLOYEE MONITORING OF THE DISPATCHABLE LOCATION DESIGNATION SO THAT WHEN EMERGENCY 9-1-1 FIRST RESPONDERS ARRIVE THEY KNOW WHAT ROOM/LOCATION TO DIRECT THEM TO.
Empire Telecom provides quotes at no cost to new and or existing clients, Empire Telecomunications LLC and EmpireTV LLC reserve the right to charge and or to withhold any quotes from any party once a project reach tier 3, tier 3 of a project is when a client proceeds with a project past quoting such as in-person meetings, demos, Sandbox accounts, equipment or any other item that will coast Empire Telecommunication money, Prices are set at $200 per hour for any labor and any other coast plus 20% [Disclaimer: If you are ever in tier 3 of a project we advise you notify the Empire agent you are dealing with since this will be upheld besides if there is a writing email and or addendum from an Empire authorized agent provoking this]
MOVES ADDS CHANGES/ORDERS
Empire Telecom takes no responsibility for any moves ads changes orders done with any of our third-party partners. empire telecom reserves the right to assist clients with placing any orders while no being responsible for any loss of damage and/or delay of delivery: if you have placed an order through Empire Telecom and have any questions please reach out to MAC@empiretelecomnj.com or call 732.363.9898
LEC CABLE COMPANIES ORDERS AND CONTRACT INFORMATION
Empire Telecom takes no responsibility for any orders contract information or general information obtained from any local and business cable and LEC companies such as and not limited to Verizon, Spectrum, Comcast, COX, Frontier. Moves add and changes with such carriers are a service provided by Empire Telecom LLC and will not take responsibility for any misinformation by these carriers.