Terms and Conditions

UC Connect Terms and conditions

These Terms and Conditions constitute the agreement ("Agreement") between UC Connect, Teams Connect, Text Connect, AI Connect, as products of UCC Networks (collectively, “UCC Networks”), and the End User ("You", "Your" or "Customer") of UCC Networks’ Services (“Service”, “Services”). Customer and UCC Networks may be collectively referred to herein as the "Parties”, and individually as “Party”. This Agreement governs the Service as well as use of UCC Networks-supplied hardware, and any other IP-PSTN device used in conjunction with the Service. By signing the UCC Networks Services Quote to activate UCC Networks Services, you acknowledge that you have read, understand, and agree to the Terms and Conditions of this Agreement, and are of legal age to enter into this Agreement.

1. Service

1.1 Start of Service, Billing Dates, and prorating

You agree to fulfill the Contract Term designated on the UCC Networks Services Quote that you signed. You will be placed on a Billing Cycle for the selected Contract Term. Monthly Service Term begins on activation date of service. Monthly invoice is calculated on the first day of the month and ends on the last day of the month. Prorated amount will incur in first month’s invoice. Billing is processed during the first week of each month. For high volume customers, the Billing Date is determined by UCC Networks based on Contract Term/billing cycle with UCC Networks. The Account Activation Date is the date that your account is set up on UCC Networks. The Service Activation Date is the date that Services become usable by you. Invoices will be generated at the start of the billing cycle nearest to your Account Activation Date. The first invoice includes charges for prorated Monthly Recurring Charges (MRCs) as well as Non-Recurring Fees (NRCs), plus usage charges. Prorated charges are based on the number of days in the month in which Service was activated and are for each day of Service up to the first day of the next billing cycle. MRCs or other charges are billed to your account and processed during the first week of each month, or on another date as determined by your Contract Term and billing cycle arrangement with UCC Networks.

1.2 Contract Terms and Use of Services

The Contract Term refers to the initial length of the Term(in months) of Service that you ordered from UCC Networks and appears on the UCC Networks Services Quote. UCC Networks offers 12 (twelve), 24 (twenty-four), and 36 (thirty-six) month Contract Terms. In special cases, UCC Networks may provide month-to-month service when approved by Sales and specified in Services Quote. The Contract Terms renew automatically for a successive 12-month term without action by either Party unless either party provides a written termination notice 45 days prior to the current Contract Term End Date.

Termination notice may be given to your UCC Networks representative or by emailing billing@uccnetworks.com. If you terminate Service prior to the end of your Contract Term, you will be responsible for the remaining Monthly Recurring Charges on all subscribed-to Services for each billable month left in your Contract Term, plus any applicable Cancellation/Disconnection Fees, plus any other unbilled charges, all of which become immediately due and payable upon termination or cancellation of Service/Contract. Expiration or Termination of a Contract Term does not free you from paying any and all unpaid charges to UCC Networks. Any unused free months or minutes on special promotional offerings will not be credited to your account should you request an early cancellation of Services.

1.3 Business Services - Limitations of Use of Service and Integrated Access Device or IAD(s); prohibition of Resale

If you have subscribed to UCC Networks Services, the Services are provided to you as a normal business user. This means that you must not resell or transfer the Services to any other person/entity for any purpose, without express written permission from UCC Networks. You understand that subscribing to UCC Networks Services does not grant you the right to use the Services for high volume applications such as auto-dialing, continuous or extensive call forwarding, telemarketing, polling, charitable or political solicitation, fax broadcasting, or fax blasting unless prior approval was given to you by UCC Networks to use the Services in such a way. UCC Networks offers Pay-as-you-Go, Metered Services, which may be used for a variety of high-volume applications. If you have subscribed to UCC Networks Services such as hosted PBX, SIP Trunks, audio conferencing, electronic fax, or other Services, you are permitted to use the Services at the agreed upon rates and/or applicable Monthly Recurring Charges as described in your original Services Quote Packet. UCC Networks reserves the right to immediately modify and/or terminate the Services and/or Pricing, if UCC Networks determines that your use of the Services exceeds the stated Limitations of Use for the Services that you have subscribed to.

1.3.1 AI Connect Services - Fair Use Policy

UCC Networks strives to provide an innovative and high-quality AI-powered chatbot experience using OpenAI technology. If you have subscribed to AI Connect Services, this means that you agree to the AI Connect Services Fair Use Policy.

1.3.2 Text Connect Services - Terms of Use

Text Connect is a messaging service provided by UCC Networks. By using Text Connect Services, you agree to comply with the Text Connect Terms of Use.

1.4 Lawful Use of UCC Networks Services and equipment, Prohibited Uses, Unauthorized Usage

You agree to use the Service(s) only for lawful purposes. This means that you will not use them for transmitting or receiving any communication(s) or material(s) of any kind when in UCC Networks’ sole judgment the transmission, receipt, or possession of such communication(s) or material(s) (i) would constitute a criminal offense, create a civil liability, or violate any applicable local, state, national or international law or (ii) encourages conduct or activities that would constitute a criminal offense, give rise to a civil liability, or otherwise violate any applicable local, state, national or international law. UCC Networks reserves the right to terminate your Service immediately and without advance notice if UCC Networks, in its sole discretion, believes you have violated any of the restrictions noted above. Upon termination, you are immediately responsible for the full month's charges plus any unbilled or past-due charges accrued up to the end of the current Month-to-Month Term. You are liable for any and all use of the Service(s) and/or IAD(s) by yourself and by any person making use of the Service(s) or IAD(s) provided to you, and by accepting these Terms and Conditions, you agree to indemnify and hold harmless UCC Networks against any and all liability for any such use. If UCC Networks, in its sole discretion believes that you have violated the above restrictions, UCC Networks may forward the objectionable material, as well as your UCC Networks communication records and your personally identifiable information to the appropriate local, state, national, or international authorities for investigation and prosecution and you hereby consent to such forwarding.

If your IAD or a UCC Networks-issued IAD is stolen, or you become aware that your UCC Networks Services are being stolen or fraudulently used by a third party (either directly, or through your own IAD/PBX equipment as in the case of SIP Trunking customers), you must notify UCC Networks immediately by calling the UCC Networks Customer Support Line (714-769-9456) or emailing support@uccnetworks.com. When you contact UCC Networks to report the problem, provide your UCC Networks account number and a description of the alleged theft or fraudulent use of Services. Until UCC Networks receives notification of the theft or fraudulent use, unauthorized traffic and usage charges will continue to accumulate and will be automatically charged to your UCC Networks account. You will be liable for all fraudulent use of the Services and/or device(s) stolen from you, and charges will be applied to your account. Notwithstanding anything to the contrary, UCC Networks will not issue credits for charges resulting from fraudulent use that arises out of third parties hacking into your equipment, the internet, or your Services. This hacking includes, but is not limited to, modem hijacking, wireless hijacking or other fraud arising out a failure of your internal/corporate procedures. Fraudulent continental USA calls will be billed at the rate of $0.03 per minute outbound and $0.03 inbound. International Calls will be billed per the International Rates associated with your UCC Networks account. Failure to contact UCC Networks as described above may result in termination of your Services.

1.5 Use of Service(s) and IAD(s) by Customers Outside of the United States

UCC Networks encourages you to use the Service(s) and provides live and/or email technical support for the Services within the United States. If you take the IAD to a foreign country and use the Service from there, you do so at your own risk, including the risk that such activity violates the local or national laws in the country where you choose to do so. You are liable for any use of the Service(s) and/or IAD(s) by yourself or any person making use of the Service(s) or IAD(s) provided to you and you agree to indemnify and hold harmless UCC Networks against any and all liability for such use. Should the removal from the United States or Canada of the IAD violate any export control law or regulation, you will be solely liable for such violation and agree to indemnify and hold harmless UCC Networks against any and all liability for such violation. UCC Networks reserves the right to terminate your Service immediately and without advance notice if it determines that you are using it outside the United States or Canada.

1.6 Loss of carrier service(s) due to power failure, ISP or Broadband Outage, or Account Suspension

You acknowledge and understand that the UCC Networks Service does not function in the event of power failure. You also understand that the Service is delivered to you through a broadband Internet connection, which is not provided by or managed by UCC Networks. In the event of a power or service outage, or unavailability of service from your Internet service provider("ISP"), UCC Networks Service will not function. The Service will not function again until power is restored or the ISP outage is cured. You may have to reset or reconfigure UCC Networks equipment or IADs prior to utilizing the Service again after a power failure or other ISP or broadband service interruption. During such outages, you will continue to be billed for the Service unless and until you or UCC Networks terminate the Service in accordance with this Agreement. If your account was suspended by UCC Networks for non-payment, you must pay any outstanding invoices, plus a Reconnection Fee as specified under 5.3.3.

1.7 Copyright, Trademark, Unauthorized usage of Software, hardware, or IAD(s)

The UCC Networks Service(s), any UCC Networks-issued hardware or software used to deliver the Service to you, plus all Services, information, documents and materials on UCC Networks’ website(s) are protected by trademark, copyright, or other intellectual property laws and/or international treaty provisions. All websites, corporate names, service marks, trademarks, trade names, logos and domain names (collectively "marks") of UCC Networks are the exclusive property of UCC Networks and nothing in this Agreement grants you the right to use any such marks. You acknowledge that you are not given license to use the UCC Networks-issued hardware or software, other than as a nontransferable, revocable license in object code form (without making any modification thereto) strictly in accordance with the terms of this Agreement. You agree that the IAD is exclusively for use in connection with the Service and that UCC Networks will not provide any passwords, codes, or other information that would enable you to use the IAD for any other purpose. Do not reverse compile, disassemble, engineer, or otherwise manipulate the hardware or software. If you use the Service through an IAD not provided by UCC Networks, you warrant and represent that you possess all required rights, including software and/or hardware licenses, to use the IAD with the Service and you will indemnify and hold harmless UCC Networks against any and all liabilities due to your use of such IAD with UCC Networks Service.

1.8 Tampering with service(s) or UCC Networks-issued IAD(s)

If UCC Networks has issued you an IAD device, you may not change the electronic serial number or equipment identifier of the IAD, or perform factory reset of the IAD. UCC Networks reserves the right to terminate your Service(s) if you tamper with the IAD, leaving you responsible for the remaining charges to the end of the agreed-to service term, plus any unbilled charges, plus applicable Cancellation Fee(s) all of which become due and payable and will immediately be charged to your credit card or account. Further, you agree not to hack or disrupt the Service or make any use of the Service that is inconsistent with its intended purpose.

1.9 Trial Period, Return of IAD, and Damaged Packages

If UCC Networks provides a fourteen (14) day Trial Period, during this time, customer will adhere to UCC Networks Terms and Conditions. Any hardware provided by UCC NETWORKS for the 14 day trial period must be returned within 10 (ten) days of the end of the Trial Period. If UCC Networks does not receive the returned hardware, the full MSRP of the hardware will be invoiced. Returned hardware must be received in the original and complete condition and packaging that it was originally sent in, meaning that all parts, accessories, documentation and materials are included with the return package. You are responsible for all cost and risks associated with the return shipment of the hardware. In the event that a UCCNETWORKS package arrives to you in a visibly damaged condition, you must note the damage on the freight bill and retain a copy for your records. In such event, you must keep the original carton, all packing materials and parts intact in the same condition in which they were received and contact UCC Networks' Customer Care Department immediately. To obtain a return authorization number, you must email billing@uccnetworks.com or call 714-769-9456.

1.10 Device Rental Fees and contractual Obligations

Customers who opt to rent hardware from UCC Networks are required to pay a monthly rental fee as specified in the Services Quote for the duration of the Contract Term. The hardware is covered only by the manufacturer’s warranty, and any costs related to defects or replacements outside of this warranty are the customer’s responsibility. Should the customer terminate the Services before the end of the Contract Term, they will remain liable for the total cost of the monthly fees for the remaining term as specified in the Services Quote and will be required to return equipment as detailed in 1.10.1-1.10.3.

1.10.1 Post-Term Rental and Hardware Return Requirements

At the end of the Contract Term, if customer retains possession of the rented hardware, the rental term will automatically renew for an additional 12-month term, which will continue with the same monthly cost as outlined in the Services Quote. If the customer terminates service within 45 days prior to current Contract Term End Date, customer must return the hardware within the 30 days following the Contract Term End Date. All components, documentation, and original packaging must be returned to UCC Networks. In cases where parts or the original packaging are missing, a recovery fee of $75 per unit will be charged for incomplete returns.

1.10.2 Return Policy for Early Termination

If a customer cancels their Services with UCC Networks prior to the Contract Term’s end, they are required to return the hardware, along with all accompanying parts, documentation, and original packaging, to UCC Networks within 30 days of cancellation. The customer will remain liable for the total cost of the monthly fees for the remaining term and in cases where parts or the original packaging are missing, a recovery fee of $75 per unit will be charged for incomplete returns.

1.10.3 Penalties for Unreturned Hardware

Customers who fail to return the rented hardware within 30 days of the Contract Term’s end date or the date of early termination will be charged the full Manufacturer’s Suggested Retail Price (MSRP) for each unreturned device.

1.11 Number Release on Service Termination

Upon termination of Service, UCC Networks may release a telephone number that you ported to UCC Networks from a previous service provider and used in connection with the Service. At your request, the number may be released to your new service provider, provided that your UCC Networks account is current, including payment for any and all outstanding charges (including any outstanding Monthly Recurring Charges that remain on your Contract Term) and any applicable Cancellation Fees. To request a Number Release, you must submit a LOA (Letter of Agency) to your new telephone/telephony service provider. Upon satisfaction of the above stated requirements for Number Release, UCC Networks will release your number to your new service provider.

1.12 Telephone and enhanced telephony service distinctions

You understand that the Service is not a traditional telephone service, but an Enhanced Telephony Service. Distinctions exist between traditional telephone service and the Enhanced Telephony Service provided by UCC Networks. The Service is subject to different regulatory treatment than telephone service. This treatment may affect your rights of redress before Federal, State or Provincial telecommunications regulatory agencies.

1.13 Ownership and Risk of Loss

You are the owner of the Service/IAD and bear all risk of loss of, theft, or damage to the Service/IAD, from the time it is shipped to you and/or activated by UCC Networks until the time it is cancelled by you.

1.14 411 services

UCC Networks supports 411 Standard and Enhanced 411 Information Services. All 411 calls are billed at $0.85 per call.

1.15 No 0+ calling

UCC Networks Service does not support 0+ calling (collect, third party billing, or calling card calls).

1.15 lNP (porting)

You may request that phone numbers be ported to UCC Networks by submitting a completed LOA (Letter of Agency) and a current bill copy (less than thirty days old) from your current service provider. No port shall be accepted or submitted without this information. Pricing for porting DIDs to UCC Networks will be specified in the Services Quote. Standard porting time is fourteen (14) to thirty (30) days. You should specify the desired port date in the appropriate section of the LOA. UCC Networks will attempt to honor this date and will let you know the actual port date. Once the LOA and bill copy are received by UCC Networks, UCC Networks shall initiate the port request and shall obtain a FOC (Firm Order Commitment) date. You will be provided with a FOC (Firm Order Commitment) date informing you when numbers are scheduled to be ported to UCC Networks. The fees for cancelling or changing a port of a DID to UCC Networks are determined by how soon before or after the FOC date a port is cancelled.

Fees for cancelling a port are as follows:

UCC Networks shall assign the appropriate cancellation fees (as displayed above) to your UCC Networks account for any port cancellation that you request. Payment for cancellation fees occurring within a given month shall be payable within ten (10) days of your receipt of the invoice displaying the port cancellation fee(s).

2. Emergency calling services - 911 dialing

2.1 availability of 911/emergency Dialing services

In compliance with the Federal Communications Commission (FCC) WC Docket No.05-196, UCC Networks, Inc. hereby advises all current UCC Networks customers that enhanced E911/911 calling services are available at this time, but may not be available in all service areas and may/or may not function the same as traditional 911 Services.

2.2 911 serviceable areas

Presently, UCC Networks offers E911/911 Services via underlying third-party providers. 911 Services are available only within the Continental United States and Canada. UCC Networks routes 911 calls originating in the United States via 10-digit routing to PSAPs (Public Safety Answering Points) as well as via Selective Routers (where available). Selective Routers automatically recognize where a call is originating from based on the CLID (Caller ID) information and deliver the call to the most appropriate local PSAP. Presently, most 911 calls are routed via Selective Routers to the 911 Trunks of the PSAPS (where available). Services are not available in countries other than the Continental U.S. and Canada.

2.3 Registered location and e911/user management portal and 911 updates

UCC Networks must have a 911 Registered Location Address on file for your phone number(s) in order to provide test or actual VOIP Services and/or 911 Emergency Calling Services to you. At the time your account is provisioned, UCC Networks will register one (1) phone number in the 911 databases for you. The Registered Location for your account is obtained from the Registered Location information that you provided on the Services Quote. The Registered Location Information is then tied to the E911 CID field (911 Caller ID) display of your registered phone number. Please note that no 911 services are available for toll free phone numbers. You will be informed which of your phone numbers is registered and enabled for 911 Services in the UCC Networks E911 administrative database.

IMPORTANT: You understand that E911 Calls are routed to PSAPS based on the E911 CLID field associated with your phone number. If you change the number that you use for 911 calling, your 911 Services may not be available to you and/or may operate differently than normal. If you change the phone number that you use for 911 calling, you must register the new E911 CLID number and its associated address with UCC Networks in order to enable 911 capabilities for the number. Failure to do so may result in 911 services not being available to you when using an unregistered phone number. If the 911 call does not complete, it will be automatically routed to a National Emergency Call Center and you will be asked to verify your number and provide your physical location to the operator. There is a $150.00 charge for each 911 call placed from an unregistered phone number on the UCC Networks network. To register additional numbers or to manage your 911 Registered Location, please contact UCC Networks by calling 714-769-9456 or by emailing support@uccnetworks.com.

NOTE: If the information that you supply for your Registered Location is incorrect or incomplete, Services may not be available to you. For help with problems updating your E911/911 Registered Location Information please contact UCC Networks by calling 714-769-9456 or emailing support@uccnetworks.com.

2.4 routing of e911/911 calls

E911/911 Calls are routed based on the E911 CID field for your User within the UCC Networks User Management Portal (app.connectuc.ai). If you have subscribed to a standard UCC Networks Service Plan or IP Trunk Plan with a phone number, the main phone number on your UCC Networks account will automatically be registered in the E911/911 database prior to release to you (unless you specify otherwise and/or request additional numbers to be registered). If you change the number that you use for 911 Calling purposes and fail to register the number for 911 via the User Management Portal, your phone number(s) will not be recognized when placing an E911/911 call, resulting in the call failing or being sent to a National Emergency Call Center Operator, who will require you to supply your current address information. Calls from all non-registered numbers will result in a charge of $150.00 per call.

2.5 PSAP limitations and the handling of e911/911 calls

Presently, UCC Networks routes E911/911 calls from Registered DIDs to Emergency Services Operators at the various PSAPs (Public Safety Answering Points). You understand that occasionally there may be instances where the limitations of the PSAPs determine the level of E911/911 services that you receive. For instance, E911/911 PSAP operators may or may not be able to access the ALI Database in order to automatically retrieve information pertaining to a registered DID, such as caller name and address, and so in such instances, you may be required to verbally provide this information to the PSAP operator at the time the call is placed. For this reason, UCC Networks can make no guarantees about the consistency of the E911/911 services, with regard to PSAP operators being able to automatically retrieve and view caller information.

2.6 Instances where e911/911 services may not be available

You understand that while the UCC Networks-provided VOIP service closely approximates traditional 911 services, there may be instances in which the E911/911 Services may function differently from traditional 911 services, or may not be available. Additionally, there may be circumstances in which the E911/911 Services may be delayed or may not be available to you. Such circumstances may include, but are in no way limited to the following:

- Electrical Power Outage and/or Broadband Internet Service Provider (ISP) Outage or Unavailability;
- Suspension or Termination of Customer's Account(s) or VOIP Service(s);
- Relocation of Customer's VOIP IAD(s) to an Address Other than the One Given at Activation, Without Updating the E911 Registered Address Location with UCC Networks;
- Unsuitable Broadband Internet Connection Such as Satellite Internet;
- Malfunction, Failure, and/or Improper Configuration of Subscribers' VOIP IAD(s) and/or Using an Unapproved or Unsupported VOIP or IAD(s);
- Deficits or Limitations of the PSAP, National Emergency Call Center, Emergency Services Operators or Personnel Systems and/or Equipment;
- Unforeseen Congestion on the UCC Networks VOIP Network or Network Design Factors which Delay or Prohibit Services;
- Incorrect Customer-supplied Registered Location Information;
- Customer or User tampering with the VOIP IAD(s), Producing Changes which Prohibit Utilization of the E911/911 Services;
- E911 Location Updates to the UCC Networks Database will generally be available within forty-eight (48) hours or less. However, UCC Networks cannot guarantee that this will always be the case, especially if the E911/911 Registered Location Address update provided by customer is lacking and/or incongruent with the parameters of the UCC Networks customer portal/database and subsequently produces a rejection of the Registered Location Address update;
- Any other unspecified circumstances which affect the use of the E911/911 services.

2.7 Alternative 911 or emergency dialing arrangements

You acknowledge that UCC Networks does not offer alternate primary line or lifeline services. It is strongly recommended that you always have an alternative means of accessing traditional 911 or Emergency Dialing Services.

3. Acceptance of Electronic Signatures and communication of official business

When you visit UCC Networks’ websites or portals, send email or fax, you are communicating with UCC Networks electronically and understand that all such communication between you and UCC Networks shall constitute official communication which is legally binding. You also consent to receive communications from us electronically and/or by traditional mail. You understand that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. By agreeing and signing your Services Quote, you acknowledge that you have read and agree to the Terms and Conditions contained herein.

4. changes to this agreement

4.1 changes of the terms and conditions agreement and changes to pricing

UCC Networks may change the Terms and Conditions of this Agreement and/or Pricing at any time. Changes to the Agreement or Pricing will be considered effective as of the date that notice of such change is conveyed to you via email, posted on this page, or other means. Changes are binding from the date sent from UCC Networks to you without further notice by UCC Networks.

5. charges/payments/default/taxes/termination

5.1 billing

You must provide UCC Networks with a valid credit card number (Visa, MasterCard, Discover, American Express) at the time the Service is activated. UCC Networks reserves the right to stop accepting credit card payments at any time. If the credit card on file for you expires, a credit card account is closed, billing address changes, or the card is cancelled and replaced due to loss or theft, you must immediately advise UCC Networks. All Monthly Recurring Charges, applicable taxes and surcharges, are billed monthly in advance (except for overage charges, which are billed monthly in arrears) to your credit card, along with Activation Fees, Monthly, International Usage Charges, Advanced Feature Charges, Equipment Purchases, Cancellation Fees and Shipping & Handling Charges. Any usage charges will be billed in increments that are rounded up to the nearest minute.

5.2 billing disputes

If you dispute any UCC Networks charges appearing on your statement, you must make UCC Networks aware of the dispute in writing (email or otherwise) with fourteen (14) days after receiving your UCC Networks statement. If charges are not disputed with fourteen (14) days, UCC Networks assumes that the charges are acceptable to you and valid. Billing disputes should be sent to Customer Care Billing Department at billing@uccnetworks.com

5.3 payment

UCC Networks accepts payments by check, ACH, credit card, or bank wire transfer. Your use of the Service authorizes UCC Networks to charge the account or credit card number on file with UCC Networks, including any changed information given to UCC Networks if the card expires or is replaced, or if you substitute a different card, for UCC Networks charges. This authorization will remain valid until 30 days after UCC Networks receives your written notice terminating UCC Networks’ authority to charge your credit card, where upon UCC Networks will charge you the disconnect fee and any other outstanding charges and terminate the Service. UCC Networks may terminate your Service at any time in its sole discretion, if any charge to your credit card on file with UCC Networks is declined or reversed, your credit card expires and you have not provided UCC Networks with a valid replacement credit card, or in case of any other non-payment of account charges. There is a $30.00 charge for checks returned for NSF (non-sufficient funds). Termination of Service for declined or expired card, checks returned for NSF, reversed charges, or non-payment leaves you FULLY LIABLE to UCC Networks for ALL CHARGES ACCRUED BEFORE TERMINATION as well as any other fees pertaining to remaining contractual obligations and for all costs incurred by UCC Networks in collecting such amounts, such as (but not limited to) collection costs and attorney's fees.

5.3.1 Payment Terms and Net 30 policy

Customers are required to adhere to a net 30 payment policy, under which payment for services must be made in full within 30 days of the invoice date.

5.3.2 late payment fee

Balances that are unpaid after payment deadline are subjected to a 2% interest charged every month, until balance is paid.

5.3.3 consequences of nonpayment

If payments are not made within 90 days of the original due date, UCC Networks reserves the right to disconnect services. Reinstatement of services will require the customer to pay all outstanding amounts owed in addition to a reconnection fee.

Reconnection Fee by Product:

5.3.4 Collections and Legal proceedings

Accounts that remain unpaid beyond 90 days of the original due date will be sent to collections. Should payment not be received within 180 days of the original due date, UCC Networks may escalate the matter to legal proceedings, including scheduling a court hearing to resolve the outstanding balance.

5.4 termination/discontinuation of service

UCC Networks reserves the right to suspend or discontinue the Service, or to terminate your Service, at any time in its sole discretion. If UCC Networks discontinues providing the Service, or terminates your Service in its discretion without a stated reason, you will only be responsible for charges accrued through the date of termination, including a prorated portion of the final months’ charges or the remaining Monthly Recurring Charges (MRCs) in your agreed-to Service Term. If your Service is terminated for any stated reason, or because of improper use of the Service or IAD, you will be responsible for the full month's charges to the end of the current term and any remaining MRCs in your agreed-to Contract Term, plus any cost incurred due to improper use of the service. Improper fees may be fees and penalties imposed by TCR, FCC, or Carriers due to non-compliance or any other related use-case as illustrated in UCC Networks’ Terms and Conditions, Terms of Use, and Fair Use Policies.

5.5 taxes, state, federal, regulatory, and other fees

You are responsible for, and shall pay, any 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 a IAD. Fees include, but are not limited to, USF fees, FCC fees, P.U.C. fees, E911 fees, Utility fees, and other regulatory fees. Such amounts are in addition to payment for the Service or IADs and will be billed to your account. If you are exempt from payment of such taxes, you shall provide UCC Networks with an original certificate that satisfies applicable legal requirement attesting to tax-exempt status. Tax exemption will only apply from and after the date UCC Networks receives such certificate. Tax certificates must be provided to UCC Networks billing department by emailing billing@uccnetworks.com

5.6 termination of services and disconnection fees

If you terminate Services prior to the end of your original Contract Term, you will be responsible for the remaining Monthly Recurring Plan Charges for each billable month left in your Contract Term, plus a $5.00 cancellation fee per DID, plus any other unbilled charges, all of which become immediately due and payable upon termination or cancellation of Service/Contract. If you are on a month-to-month Contract Term, you will be charged a disconnect fee of $90 plus $5 per DID if total term was less than 12 months. You will not be subject to a disconnection fee if you fulfill your agreed-to Contract Term. The disconnect fees become due and payable immediately upon Service disconnection/termination and will billed directly to your account and/or credit card.

5.7 international and domestic rates

UCC Networks makes every attempt to keep the domestic and international per minute rates consistent. From time to time, however, it may be necessary to increase or decrease the rates due to changes in underlying wholesale costs or legislation enactments that are not under the control of UCC Networks. In the event that there must be change to UCC Networks' domestic or international rates, you will be notified in writing within twenty-four (24) hours of such change. The rate change will become effective immediately upon delivery of notice to you and will be reflected on your UCC Networks bill from the delivery of notice date forward.

6. Professional Services and On-Site Services

6.1 Service Hours Usage

Customers must utilize all professional service hours within 30 days of signing agreement, unless specified in Services Quote. Unused hours will not carry over beyond the specified period unless explicitly authorized by UCC Networks in writing. If customer exceeds 30 days, UCC Networks will invoice at an hourly rate as listed in the Services Quote.

6.2 Initial payment requirment

Before the commencement of any professional services, an initial payment equivalent to the total cost is required, unless otherwise specified in the Services Quote. Services will not begin until the payment has been received and processed, unless otherwise specified in the Services Quote.

6.3 Limitation of Liability

UCC Networks shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including but not limited to lost profits, lost revenues, loss of goodwill, anticipated savings, loss of data, or the cost of obtaining replacement services. This limitation applies to any damages arising out of the performance or failure to perform the services outlined in the Services Quote.

6.4 On-Site Service Hours

For on-site services, such as surveys and equipment installation, any additional tasks arising from project complexities—including, but not limited to, running extra cabling, troubleshooting issues beyond the original scope of the Services Quote, or installing equipment not supplied by UCC Networks—may result in additional fees. Hardware supplied On-Site by technician such as cabling, wiring, or other related tangible equipment will be invoiced to customer. Customer is responsible for paying for all On-Site Hours and if Customer’s use of the Hour(s) exceeds Customer’s entitlement rights, Customer will also be responsible for paying for the excess number of Hours. A minimum of (2) hours are required to dispatch a single Technician. If multiple Technicians are required to be dispatched for same site or a separate site(s), the same holds true with a minimum of (2) Hours per technician per site.

6.5 Payment for Services rendered

The customer agrees to pay for all professional services consumed during the course of the agreement. If the customer’s use of Services or service hours exceeds the agreed-upon entitlement rights, the customer will be responsible for covering the costs associated with the excess usage. Customer also agrees that any hardware provided by the On-Site Technician such as Wiring, Cabling, or other hardware will be invoiced to the customer.

7. Support and service level agreements (SLAs)

7.1 Support Services Overview

UCC Networks is committed to providing reliable support for its unified communications products and services. Customers can access detailed information about our Support Services and Tiers, including response times, support channels, and Technical Account Manager (TAM) services, by visiting our Support Terms.

7.2 Service Level Agreements (SLAs)

Performance standards, commitments, and remedies related to the delivery of services by UCC Networks are outlined as Service Level Agreements (SLAs).

8. Warrant of services, limitation of liability and indemnification

8.1 availability of services

UCC Networks makes no warranties or claims, nor guarantees regarding the reliability or availability of the Services. Additionally, UCC Networks is not liable for any delay or failure to provide the VOIP/E911/911 services including, at any time or from time to time, or any interruption or degradation of voice quality that is caused by, but in no way limited to, any of the following events: 1.) Act of an underlying carrier, service provider, vendor or other third party; 2.) Equipment, network or facility failure, upgrade, or modification; 3.) Events such as (but not limited to) natural disasters, acts of god, power outages; strikes; fire; war; riot; government actions; 4.)Equipment, network or facility shortage or relocation; 5.) Service, equipment, network or facility failure caused by loss of power; 8) Outage of Customer’s ISP or broadband service provider; 9) Act of Customer or any person using the Service or IAD provided to Customer; or 10) Any other cause that is beyond UCC Networks’ direct control, including without limitation a failure of or defect of IAD, failure of a communication, the inability of communications (including without limitation 411, E911/911, or Fax dialing) to be completed, or degradation of voice quality. UCC Networks’ liability for (i) any failure or mistake; (ii) any claim with respect to UCC Networks’ performance or nonperformance hereunder or (iii) any UCC Networks act or omission in connection with the subject matter hereof shall in no event exceed Service charges with respect to the affected time period.

8.2 disclaimer of damages

In no event shall UCC Networks’ officers, affiliates, directors, employees, affiliates, or agents or any other service providers who furnishes underlying services in connection with the delivery of UCC Networks Services be liable for any direct, indirect, incidental, special, punitive, exemplary, or consequential damages, or for any other damages, including, but not limited to loss of life, profit, revenue, data, or any other damages associated with the use or inability to use the Service, including inability to dial fax, )+, 411, 911 or access other emergency service personnel through the Service. 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 UCC Networks was informed likelihood of any particular type of damages.

8.3 indemnification and limitation of liability

By agreeing to these Terms and Conditions, you agree to indemnify, defend, and hold harmless UCC Networks, its directors, officers, employees, affiliates, agents, partners, technicians, and/or underlying service or database providers, from any and all direct, indirect, consequential, or special losses, damages or claims of any kind (including, but not limited to, attorney fees, third party claims, loss of life, loss of business or profits, loss of customers, and/or damage to reputation or goodwill) sustained by you, household family members, colleagues, coworkers, employees, partners and/or affiliates, and end, circumstantial, or third party users of the Service, due to or resulting from any failure in or breakdown of the Service, facilities, or systems associated with providing the Service, or for any delay, interruption or degradation of the Services whatsoever shall be the cause or duration thereof, or for any other cause or claim arising under the Term of Service.

8.4 no warranties on service

UCC Networks makes no warranties (express or implied and without limitation), any implied warranties of merchantability, fitness of the Services for a particular purpose, title or non-infringement or any warranty arising by usage or trade, course, or dealing or course of performance or any warranty that the Services will meet your expectations or requirements. Without limiting the foregoing, UCC Networks does not warrant that the Service will be without failure, delay, interruption, error, and degradation of voice quality or loss of content, data or information. Neither UCC Networks nor its officers, directors, employees, affiliates, agents or any other service provider or vendor who furnishes services or products which are used to deliver the Services, will be liable for unauthorized access to UCC Networks or Customer's or Vendor's transmission facilities or premise equipment for unauthorized access to or alternation, theft, or destruction of your data files, information, programs, procedures, software or hardware through accident, fraudulent means or IADs or any other method, regardless of whether such damage occurs as a result of UCC Networks’ or its underlying service providers or vendors negligence. Statements and descriptions concerning the Service or IAD, if any, by UCC Networks or UCC Networks’ employees, agents, installers or technicians are informational and are not given as warranty.

8.5 no warranties, or limited warranties, for iADs

If you received a new IAD from UCC Networks and it included a limited manufacturer's warranty at the time of receipt, you should refer to the warranty documentation provided with the IAD for information on the rights, disclaimers, and limitations afforded to you as a purchaser of the IAD. If your IAD did not include a limited warranty at the time of receipt, you accept the IAD "as is" and understand that you are not entitled to a replacement or refund in the event of any defect or failure. UCC Networks makes no warranties (express or implied) of any kind for the IAD other than the warranties expressly set forth in the documentation provided with the IAD. UCC Networks specifically disclaims any warranty of merchantability, fitness of the IAD for a particular purpose, title or non-infringement, or any warranty arising by usage or trade, course of dealing, or course of performance or any warranty that the IAD or any hardware or software is "error free" or will meet your expectations or requirements. The foregoing will not be deemed to limit any disclaimer or limitation of warranty set forth in the documentation provided with the IAD.

8.6 content

You are responsible for any liability arising out of the content transmitted by or to you or your users when using the Services. You must assure that your or your user's use of the Services will at all times comply with all applicable laws, regulations and written and electronic instructions for use. UCC Networks reserves the right to terminate or suspend affected Services, and/or remove your content from the Services, if UCC Networks determines that such use or content does not conform with the requirements set forth in this Agreement or interferes with UCC Networks’ ability to provide Services to you or others, or receives notice that your use or content may violate any laws or regulations. UCC Networks’ actions or inaction under this Section shall not constitute review or approval of your use of the Services or your content. You agree to indemnify and hold UCC Networks harmless against any and all liability arising from the content transmitted by or to you or your users while using the Services. A "USER" MEANS ANY PERSON, WHETHER AUTHORIZED OR UNAUTHORIZED, USING THE SERVICE AND/OR IAD PROVIDED TO THE UCC NETWORKS CUSTOMER.

9. governing law/resolution of disputes/assignment

9.1 waiver of trial by jury

Both Parties hereby knowingly, irrevocably, and voluntarily and intentionally waive any rights to a trial by jury in respect of any action proceeding, or counterclaim based on this Agreement or the UCC Networks Service(s), or any course of conduct, course of dealing, statements, (verbal or written) or action of any Party hereto. This provision is a material inducement for UCC Networks and the Customer entering into the subject transaction. You understand that this section 7.1 constitutes a waiver of any right to a trial by jury.

9.2 governing law

The Agreement and the relationship between you and UCC Networks shall be governed by the laws of the State of California, with venue in Orange, California without regard to conflict of law provisions. If court action is initiated to enforce an arbitration award or for any other reason, you and UCC Networks agree to submit to the personal and exclusive jurisdiction of the courts located within the State of California, with venue in Orange County, California and hereby waive any objection as to venue. UCC Networks’ failure to exercise any right or provision of the Agreement shall not constitute a waiver of such right or provision. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Agreement remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.

9.3 entire agreement

This Agreement, any Rate Schedule and applicable Services Quote paperwork signed by the Parties constitutes the entire agreement between the Parties and governs your use of the Service and/or IAD. This entire agreement supersedes any prior agreements between the Parties and any and all prior or contemporaneous statements, understandings, writings, commitments, or representations concerning its subject matter. No amendment to this Agreement shall be binding upon UCC Networks unless and until posted in accordance with Section 3 hereof.

9.4 severability

If any part of this Agreement is ever legally declared invalid, 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.

9.5 assignment

This Agreement is personal to the Parties and may not be assigned or transferred by either Party without the prior written consent of the other Party which consent shall not be unreasonably withheld; except that UCC Networks may assign this Agreement without consent to any affiliated entity or to any successor in interest whether by merger, reorganization or transfer of all or substantially all of its assets or otherwise. Except as provided herein, any assignment in contravention of the above shall be void and ineffective.

10. Privacy

UCC Networks Services utilize the public Internet and various third party networks to transmit voice communications. UCC Networks is not liable for any invasion of privacy experienced by Customer with regard to the Service.

11. Confidentiality

To maintain confidentiality and protect proprietary business practices, customer agrees not to disclose any details regarding negotiated pricing, rates, or contractual terms from UCC Networks. All contract terms, including fees and service agreements, are considered confidential and must not be shared with third parties without prior written consent from UCC Networks. Any unauthorized disclosure of this information, whether to other customers or competitors, will be considered a breach of these confidentiality provisions, and UCC Networks reserves the right to take appropriate legal action, including but not limited to pursuing remedies for any damages resulting from such breaches.

12. acceptance of digital signatures

BY SIGNING THE UCC NETWORKS SERVICES QUOTE, I ACKNOWLEDGE THAT I HAVE READ AND AGREE TO THE TERMS AND CONDITIONS CONTAINED IN THIS TERMS AND CONDITIONS DOCUMENT. I UNDERSTAND THAT MY DIGITAL OR WRITTEN SIGNATURE ON THE UCC NETWORKS SERVICES QUOTE SERVES AS MY ACCEPTANCE OF THE UCC NETWORKS TERMS AND CONDITIONS AS OUTLINED IN THIS DOCUMENT.