1.0 Agreement. These Terms of Service constitute an agreement (the “Agreement”) which, when combined with the provisions of any invoice or purchase order that incorporates this Agreement by reference, contains all of the terms and conditions between Triad Telecom (“we,” “us,” “our” or “Triad Telecom”) and the user (“you”, “user” or “Customer”) and governs the use of all services provided by Triad Telecom to you (collectively, the “Services”) and any and all devices, including without limitation Internet protocol (“IP”) telephones, terminal adapters, analog telephone adapters, modems, routers, and any other IP connection devices, (collectively, the “Equipment”) that may be used in conjunction with the Services. By enrolling in, activating, using, and/or paying for any of the Services, you acknowledge and agree that you have read and understood, and that you hereby agree to, all of the terms and conditions of this Agreement, and that you represent to us that you are of legal age to enter this Agreement and become bound by its terms. You understand and agree that this Agreement is a legally binding agreement equivalent to a signed, written contract. You will use the Services only in compliance with any and all applicable laws, rules, and regulations and in accordance with this Agreement.
2.0 Term; Cancellation.
2.1 Initial Term; Renewal. Except as may be otherwise expressly set forth in this Agreement, the term of this Agreement shall be the same as the term of the Services as stated in the invoice or purchase order into which this Agreement is incorporated by reference (the “Initial Term”), provided, however, that the term of such Services and the term of this Agreement shall each automatically renew for additional consecutive periods of thirty (30) days each at the current non-discounted rate unless either: (a) you provide Triad Telecom with written notice of non-renewal at least forty-five (45) days prior to the scheduled expiration date of the Initial Term or at least forty-five (45) days prior to the scheduled expiration of any then-current renewal period, as applicable; or (b) Triad Telecom provides you with written notice of non-renewal at least forty-five (45) days prior to the scheduled expiration date of the Initial Term or at least forty-five (45) days prior to the scheduled expiration date of any then-current renewal period. 2.2 Cancellation by You. You may cancel the Services upon written notice to Triad Telecom if, and only if, at least forty-five (45) business days prior to the effective date of such cancellation you pay to Triad Telecom the sum of the following: (a) any and all charges previously billed to you by Triad Telecom which have not yet been paid; (b) any and all charges for the period prior to such cancellation notice which have not yet been billed by Triad Telecom (which amounts Triad Telecom will provide to you after receipt of your notice of cancellation); and (c) all fees, charges, and other payments that would have been payable by you under this Agreement from the effective date of such cancellation through the then-scheduled expiration date of this Agreement, had you not cancelled this Agreement.
2.3 Cancellation by Triad Telecom. Triad Telecom reserves the right to terminate the Services and/or this Agreement at any time with or without notice to you and for any reason or for no reason. You agree that Triad Telecom shall not be liable to you or to any other person or entity as a result, direct or indirect, of any modification, suspension, or discontinuance of the Service.
3.0 Use of Services and Equipment.
3.1 If you have subscribed to Triad Telecom’s SIP Trunking, PBXreach, or any IP (Internet Protocol) voice Service(s), the Service(s) are provided to you as the end user only. Resale of Triad Telecom Service(s) requires written approval by Triad Telecom You agree to pass a valid ten (10) or eleven (11) digit caller ID / ANI on all outbound calls. You further agree to only pass outbound caller ID / ANI of telephone numbers provided to you by Triad Telecom You agree to pay a surcharge of two cents ($.02) per minute for all outbound calls that do not contain a valid caller ID / ANI as specified above. You understand that this surcharge is in addition to your standard per minute and/or calling plan rate and will be assessed regardless of your calling plan. You agree that when calling emergency services such as (911), that you will pass the caller ID / ANI of the number or numbers that are registered with Triad Telecom for emergency services. You agree to pay a charge of $95 per call to emergency services such as (911) for all calls that do not contain the caller ID / ANI that you have registered with Triad Telecom for emergency services. You understand that you are financially responsible for all calls originating from and terminating to your SIP trunk, PBXreach account, or IP (Internet Protocol) voice Service(s) provided by Triad Telecom and are responsible for securing your communications equipment from unauthorized use. Any and all modifications of these terms require written authorization from Triad Telecom You understand that the services and/or equipment provided to you by Triad Telecom are for your use only. You understand that Triad Telecom prohibits the use of any Services for auto-dialing, continuous or extensive call forwarding, telemarketing, charitable or political solicitation or polling, fax broadcasting, or fax blasting. Triad Telecom reserves the right to immediately terminate or modify any Service if Triad Telecom determines, in its sole discretion, that such Service is being used for any of the aforementioned prohibited activities.
3.2 Other Charges and Fees.
There are additional charge(s) and fee(s) that may be charged to your account based on the following rates. You agree to pay these charges if assessed and acknowledge that you understand the non-recurring charges, monthly recurring charges, and usage charges outlined in section 3.2 of Terms of Service
Non-Recurring Charges: DID/telephone number activation = $15 per telephone number; DID/telephone number LNP (Local Number Portability) = $15 per ported telephone number; DID/telephone number disconnection charge = $15 per disconnected telephone number; DID/telephone number LNP (Local Number Portability) cancelation fee = $10 per canceled telephone number; DID/telephone number LNP (Local Number Portability) expedited (within 72 hours of FOC) cancelation fee = $100 per canceled telephone number; DID/telephone number change order = $15 per changed/updated telephone number; call to 911 from an unregistered telephone number = $95 per call; DID/telephone number new market = $100 per additional market; directory listings = $15 per number listed
Monthly Recurring Charges: DID/telephone number charge = $2 or $5 per telephone number per month (depending on service plan); DID/telephone number 911/Emergency service registration = $1.50 per registered telephone number.
Usage Charges: Invalid outbound ANI/caller ID = $.02 (2 cents) per minute surcharge; inbound toll free calls = $.039 (3.9 cents) per minute; outbound domestic long distance (excludes SIP-UNLIMITED and SMB-UNLIMITED) = $.039 (3.9 cents) per minute; call to directory assistance (411, NPA-555-1212) = $1.50 per call; call to operator (0) = $1.50 per call.
3.3 Fees for Unauthorized Use. Unauthorized uses, as described in Sections 3.1 and 3.2 of this Agreement, or elsewhere in this Agreement, may result in call detail patterns that are recognized by automated reporting systems. Triad Telecom may use such systems to identify prohibited use of the Services. We reserve the right to take any and all actions we may deem appropriate with respect to any unauthorized use, including, without limitation: (a) terminating this Agreement and any and all Services and use of Equipment immediately; (b) taking action to recover the costs and expenses of identifying offenders and terminating their use of the Services; and (c) charging you cancellation and/or toll charges for any and all unauthorized use of any Service. Additionally, Triad Telecom reserves all rights and remedies available to it with respect to such activities. All domestic phone calls which are determined by Triad Telecom to be an unauthorized use are subject to a charge of up to 5.9 US cents per minute, which you hereby agree to pay to Triad Telecom upon demand, and you hereby authorize Triad Telecom to charge your credit card or other form of payment provided by you at the time of account activation for any and all such charges. If you feel that such charge was made in error, and that the use did comply with this Section 3, you may dispute the charges in accordance with Section 14 of this Agreement. All such disputes must be made in accordance with Section 14 of this Agreement. Initiating a chargeback via your credit card company prior to pursuing the remedy described in Section 14 constitutes a waiver of your rights regarding the dispute.
3.4 Lawful Use. You will not use any Service for any purpose that is unlawful, abusive, intrusive on another’s privacy, harassing, libelous, defamatory, or threatening, or in any other way that would violate any applicable law, rule, or regulation or create a basis for civil liability.
3.5 No Re-sales. You will not sell or re-sell, or offer for sale or re-sale, any Service or Equipment or any part thereof.
3.6 Domestic Use. Triad Telecom offers Services only to persons and entities located in the United States. While Services may be used to make and receive international calls, we do not represent that the use of the Services and/or the Equipment complies with the laws of any country or territory outside of the United States. If you choose to use any Service from outside the United States, you are responsible for compliance with any and all governing applicable foreign laws, rules, and regulations.
3.7 Internet and IP Use. You acknowledge and agree to all terms, conditions, and provisions set forth in Triad Telecom’s ‘IP Services and Internet Acceptable Use Policy’ which may be made available online, via email, via fax, or in writing.
4.0 Intellectual Property; Privacy.
4.1 Intellectual Property. You acknowledge and agree that all text, graphics, editorial content, data, formatting, graphs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, typefaces and other content, along with the configuration parameters used by us in connection with the provision of Services, comprise intellectual property and/or confidential information belonging to Triad Telecom and/or its licensors, regardless of the form of media in which the same is embodied (collectively, the “Intellectual Property”). You agree that you shall not, directly or indirectly, assist any other person or entity to copy, download, use, redesign, reconfigure or re-transmit any Intellectual Property without Triad Telecom’s prior, express, written permission in each instance, and that you shall not, directly or indirectly, assist any other person or entity to reverse engineer, distribute, publish, display, modify, or in any way use any Intellectual Property other than in accordance with this Agreement. Except as provided otherwise by law, you have no property rights to any information, credentials, phone number, or other identifier (“Identifier”) that we, our agents, or manufacturers of the Equipment have provisioned for use with the Services or Equipment, and you agree we may change any such Identifier at any time with or without prior notice to you. In the event we are required by law or otherwise to transfer any Identifier to you on termination of this Agreement, we may charge you a reasonable fee in connection therewith. We reserve the right to refuse porting or transfer of any Identifier provisioned by us. You acknowledge and agree that any and all Equipment, software, and/or firmware provided by us to you for use in connection with the Services is so provided exclusively for your use in connection with the Service and is the sole property of Triad Telecom and/or its licensors. You agree not to perform a factory reset of any item of Equipment. In addition, the Services include material protected by the domestic and international laws of copyright, patents or other proprietary rights and laws. Any use of such materials, other than as expressly authorized herein, is expressly prohibited without the prior, express, written permission of Triad Telecom and/or such licensor in each instance.
You acknowledge that all Services will fail to function in the event of any one of more of the following, and that none of the Services will return to functionality until such condition is corrected: (a) a failure of electrical power at your location; (b) a failure of electrical power at any source from which your location and/or the Services receives electrical power; and(c) an interruption, suspension, or cancellation of the services provided to you by your broadband/Internet provider, to the extent such services operate in connection with the Services. You agree to continue to make all payments for Services and Equipment, notwithstanding any of the foregoing circumstances.
6.0 “900” Numbers.
You acknowledge and agree that we have informed you that the Service does not permit calls to 900 numbers or other pay-per-call services.
7.0 EMERGENCY CALLS.
7.1 911 Limitations. E911 SERVICE ALLOWS THE EMERGENCY CALL CENTER TO AUTOMATICALLY VIEW CALLER SPECIFIC INFORMATION, INCLUDING THE CALLER’S PHONE NUMBER AND PHYSICAL ADDRESS, WITHOUT THE CALLER HAVING TO STATE THESE CRITICAL DETAILS. DURING TIMES WHEN THE CALLER MAY NOT BE ABLE TO COMMUNICATE VERBALLY, OR IF THE CALL IS ABRUPTLY DISCONNECTED, THE E911 CAPABILITY ALLOWS EMERGENCY PERSONNEL TO BE DISPATCHED TO THE LOCATION LISTED ON THE DISPATCHER’S SCREEN. E911 IS NOT AVAILABLE IN ALL MARKETS. IF THE LOCAL PUBLIC SERVICE ANSWERING POINT (PSAP) IS UNABLE TO DISPLAY THE PHONE NUMBER AND PHYSICAL ADDRESS OF THE CALLER, THE CALL IS HANDLED BY THE TRADITIONAL 911 NETWORK AND ANSWERED BY A TRAINED DISPATCHER AT YOUR LOCAL 911 EMERGENCY CALL CENTER. “BASIC 911” SERVICE MAY REQUIRE THAT THE CALLER PROVIDE BOTH THEIR PHONE NUMBER AND PHYSICAL ADDRESS TO THE 911 OPERATOR. DEPENDING ON AVAILABILITY, YOU MAY NEED TO PROVIDE THIS INFORMATION WHEN PLACING A 911 CALL. SINCE THE EMERGENCY CALL CENTER WILL RECEIVE THE ADDRESS INFORMATION ON FILE WITH TRIAD TELECOM VIA E911 (IF AVAILABLE), THAT LOCATION IS WHERE EMERGENCY PERSONNEL WILL BE DISPATCHED. IF E911 IS NOT AVAILABLE IN YOUR MARKET, THE INFORMATION ON FILE IS USED TO ROUTE YOUR 911 CALL TO THE CORRECT PSAP FOR YOUR LOCATION. IT IS IMPERATIVE THAT YOU KEEP YOUR LOCATION INFORMATION UPDATED WITH TRIAD TELECOM. PLEASE NOTE THAT JUST AS REGULAR CALLS DO NOT FUNCTION IN THE EVENT OF POWER OUTAGES OR BROADBAND INTERNET CONNECTION OUTAGES, NEITHER WILL E911 NOR BASIC 911 SERVICES.
7.2 911 Service Activation. BEFORE YOU CAN DIAL 911, YOU MUST ACTIVATE YOUR 911 SERVICE! ACTIVATION INSTRUCTIONS MAY BE FOUND ON OUR WEBSITE AT WWW.TRIADTELECOM.COM OR OBTAINED FROM YOUR ACCOUNT REPRESENTATIVE.
7.3 Moving Your Service. IF YOU ARE PLANNING TO MOVE YOUR SERVICE EQUIPMENT, YOU MUST NOTIFY TRIAD TELECOM FORTY-EIGHT (48) HOURS PRIOR TO YOUR MOVE TO UPDATE 911 TO THE NEW ADDRESS. ONCE THE EQUIPMENT HAS BEEN MOVED, THERE IS NO MEANS FOR TRIAD TELECOM TO KNOW THE NEW LOCATION OF THE EQUIPMENT AND ASSOCIATED PHONE NUMBER IF THE CUSTOMER FAILS TO REPORT THIS INFORMATION TO TRIAD TELECOM. FAILURE TO NOTIFY TRIAD TELECOM OF YOUR ADDRESS MOVE WILL RESULT IN YOUR 911 CALLS BEING ROUTED TO THE PSAP AT THE OLD ADDRESS. EMERGENCY SERVICES (FIRE, POLICE, AND AMBULANCE) WILL NOT BE ABLE TO RESPOND TO YOUR NEW LOCATION. THIS COULD RESULT IN SERIOUS INJURY OR LOSS OF LIFE. IT IS THE CUSTOMER’S RESPONSIBILITY TO KEEP TRIAD TELECOM AWARE OF ADDRESS CHANGES.
7.4 Hold Harmless; Waiver; Indemnity. YOU ACKNOWLEDGE AND AGREE THAT TRIAD TELECOM HAS NO LIABILITY TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY INTERRUPTION OF ANY OF THE SERVICES AND/OR THE FACT THAT A SERVICE INTERRUPTION WILL PROHIBIT THE ABILITY TO DIAL “9-1-1” OR TO OTHERWISE ACCESS EMERGENCY PERSONNEL. YOU HEREBY AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS TRIAD TELECOM, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AND AUTHORIZED AGENTS, AND ANY OTHER SERVICE PROVIDER WHO FURNISHES SERVICES, DIRECTLY OR INDIRECTLY, IN CONNECTION WITH THE SERVICES PROVIDED BY TRIAD TELECOM PURSUANT TO THIS AGREEMENT, AND THEIR RESPECTIVE SUCCESSORS, ASSIGNS, AND HEIRS, FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DAMAGES, FINES, PENALTIES, COSTS, AND EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS FEES) RELATING TO THE ABSENCE, FAILURE, OR OUTAGE OF ANY OF THE SERVICES, AND THE FACT THAT THE SERVICES DO NOT PROVIDE ACCESS TO “9-1-1”, “E911”, OR OTHER EMERGENCY NUMBERS.
7.5 Additional Charges. IF YOU PLACE A CALL TO 911 PRIOR TO ACTIVATING YOUR 911 SERVICE AND DO NOT POSSESS WRITTEN OR ELECTRONIC CONFIRMATION OF YOUR REGISTRATION, YOU WILL BE CHARGED $95 FOR EACH CALL YOU PLACE TO 911. THIS IS A CHARGE THAT WE MUST PASS ON TO OUR CLIENTS AND IT IS IMPARATIVE THAT YOU REGISTER/ACTIVATE YOUR 911 SERVICES IMMEDIATELY.
8.1 Method of Payment. Payment for Services, and any and all applicable taxes and other charges, are billed on a pre-pay monthly basis. Monthly periods are defined as thirty (30) day periods beginning on the same date as the then current term of the Services. You must provide a valid credit card or automatic cash handling (ACH) form at the time you sign up for the Services. You agree to maintain a valid and current credit card or ACH form on file with Triad Telecom at all times. Additional charges, including, but not limited to, additional features and per minute charges for calls beyond those included in your Services will be billed at the end of or subsequent to the monthly period in which such charges are incurred. Unpaid balances for additional charges exceeding US$50.00 will be billed and become payable immediately. If charges to your credit card are declined for any reason, Triad Telecom reserves the right to suspend or terminate any or all Services until you provide a valid method of payment. Suspension or termination of your Services does not relieve you of your obligation and liability to pay all accrued charges and fees, and all costs of Triad Telecom associated with the collection of any past-due payment and unbilled charges for Services provided. You must notify Triad Telecom in writing, at the address set forth in Section 10 of this Agreement, within seven (7) days after receiving your credit card statement if you dispute any Triad Telecom charges on that statement. We will respond to your dispute in writing, within ninety (90) days after receipt of your written notice.
8.2 Directory Assistance. You acknowledge and agree that we have informed you that if directory assistance (411, 1411, 1-XXX-555-1212) is available with your Services you will incur a $1.50 per call charge for use thereof.
8.3 Refunds. In certain cases, Triad Telecom may determine, in its sole discretion, that a full or partial refund should be issued to you for certain phone calls which were interrupted and/or not completed, or which experienced audio quality issues (“Call Quality Refund”). Call Quality Refunds may take up to 120 days to appear on your account, and may, in Triad Telecom’s sole discretion, be issued in the form of: (a) a credit toward the next month’s Services; (b) a credit issued to your credit card on file with us; and/or (c) a check issued to you via U.S. Mail.
8.4 Information Provided by Users. You are responsible for providing accurate, timely, and complete information to us in connection with your registration for and use of the Services. Triad Telecom is not responsible for any claims relating to any inaccurate, untimely, or incomplete information provided by you to us.
8.5 Billing and Payment Policy. You hereby agree to pay for all Services in accordance with this Agreement. Triad Telecom will charge your credit card accordingly for all amounts due to be paid by you pursuant to this Agreement. No additional notice or consent will be required for billings to your credit card for all amounts due under this Agreement, including within limitation late charges, Replacement Fees, and payments in connection with your cancellation of the Services. You agree to promptly notify us, in the manner set forth in Section 10 of this Agreement, of any change in your invoicing address and/or changes related to the credit card used for payment. Your payment obligations shall survive any expiration or cancellation of the Services and/or this Agreement. While Triad Telecom will use its commercially reasonable best efforts to ensure the privacy of all credit card and other personal information you provide to us, we expressly disclaim, and you hereby release us from, any and all liability for any damage that may result should any such information be released to any third parties. Triad Telecom will use a third party credit processor to process your credit card information. You acknowledge and agree that Triad Telecom is not responsible for any of the services offered by any such third party credit card processor.
8.6 Late Payments/Disputes. For any payment returned for nonpayment or for any credit card charge-backs, you agree to pay Triad Telecom a fee of Twenty Five Dollars ($25.00) for each such occurrence, which you and we agree is intended as a reasonable estimate of Triad Telecom’s actual additional costs per such event. Additionally, in such event we may, without notice to you, suspend any or all Services and/or terminate this Agreement, in addition to all other remedies available to us whether pursuant to this Agreement or otherwise. All amounts due, including disputed amounts, must be paid by the due date regardless of the status of any objection.
8.7 Taxes. If your service address is outside the state of North Carolina and state and local taxes and fees are not charged on your phone bill, you are responsible for filing and remitting any applicable state and local taxes and fees including but not limited to sales, use, and communications taxes.
9.1 Theft or Loss of Equipment; Theft of Services. You are solely responsible for all Equipment during the term of this Agreement. You are also solely responsible for canceling your Service if any Equipment is lost or stolen, or if you become aware that any of the Services provided to you are being stolen. Failure to do so may result in additional charges to you.
9.2 Return of Equipment. You acknowledge and agree that all Equipment is and remains the property of Triad Telecom. You shall return any and all Equipment to Triad Telecom upon demand by Triad Telecom, or within seven (7) days after the expiration or cancellation of this Agreement, whichever occurs first. You agree to return any and all Equipment in its original, undamaged, and fully-operational condition, with all original packaging, documentation, and accessory materials, and with no stickers, writing, or marks other than those present when you received such Equipment from Triad Telecom. You agree to pay to Triad Telecom for any and all repair, replacement, and/or refurbishment costs resulting from your failure to return Equipment in such condition. You must write the Return Merchandise Authorization (“RMA”) number assigned to you by Triad Telecom on the outside of the box in which you deliver any Equipment to us. The box which encloses any Equipment you deliver to us must be packed inside another cardboard shipping box and otherwise packaged with reasonable care. You must return any and all Equipment to the address of Triad Telecom set forth in Section 10 of this Agreement. In the event that you fail to perform any of your obligations under this Section 9.2, you agree to pay Triad Telecom’s actual damages as a result of such failure, which amount Triad Telecom may charge to the credit card on file for your account. Analog Telephone Adapters (ATA’s) must be returned to triad telecom as specified above. A charge of $75 will be billed to your account for every ATA that is not returned to Triad Telecom as specified above.
9.3 Equipment Replacement. In certain cases, Triad Telecom may determine that replacement Equipment must be issued to you. In such case, we may require a deposit (a “Replacement Deposit”) equivalent to the value of the Equipment to be replaced. Your credit card will be charged for the amount of the Replacement Deposit before the replacement Equipment is shipped to you. When we receive, in accordance with Section 9.2 of this Agreement, the Equipment being replaced, Triad Telecom will refund to you the Replacement Deposit. Replacement Equipment may not be issued to you until a Replacement Deposit has been charged to a valid credit card. If you do not return the Equipment being replaced in accordance with all provisions of Section 9.2 of this Agreement, you hereby authorize Triad Telecom to retain such portion of the Replacement Deposit, up to the full amount of the Replacement Deposit, in payment of Triad Telecom’s actual damages resulting from your non-compliance with any of the provisions of Section 9.2 of this Agreement.
9.4 Use of Equipment not Supplied by Triad Telecom. Triad Telecom may offer certain plans which permit you to use your own equipment in connection with the Services. In such cases, Triad Telecom expressly disclaims any warranty that all or any features of the Services shall work properly or at all. You are responsible for determining the fitness of any such equipment and its compatibility with the Services.
We may send you notices by mail or electronic means, in our sole discretion. Notices to you shall be effective (a) three (3) days following the date deposited in the U.S. Mail or delivered to a nationally recognized courier or delivery service to your address as kept in our files, and/or (b) immediately upon our transmission using an electronic means such as e-mail or text messaging service. You are responsible for notifying us of any changes in your mailing or email address. Written notice to us shall be effective when directed to: Triad Telecom 4016-H Battleground Ave. #356, Greensboro, NC 27410 and received by us. Your notice must contain specific information adequate to identify you and your Service.
You hereby agree to indemnify, defend, and hold harmless Triad Telecom, its directors, officers, employees, and authorized agents, and their respective heirs, successors, and assigns (each an “Indemnitee”) from and against any and all claims, losses, expenses, demands, injuries, awards, damages, expenses (including without limitation reasonable attorneys’ fees) arising in connection with any claim by any person or entity (including without limitation any intellectual property claim) relating to any one or more of the following: (a) materials and content that you transmit or allow to be transmitted through use of any of the Services; (b) any information and/or services offered by any parties other than Triad Telecom in connection with the Services; and (c) any use of the Services in violation of this Agreement and/or any applicable law, rule, or regulation.
12.0 Disclaimer of Warranties.
YOU HEREBY AGREE THAT THE USE OF THE SERVICES AND EQUIPMENT IS AT YOUR SOLE RISK. NEITHER TRIAD TELECOM NOR ITS AFFILIATES OR LICENSORS WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF ANY OF THE SERVICES OR THE EQUIPMENT, OR AS TO THE ACCURACY, RELIABILITY, OR CONTENT OF ANY INFORMATION, SERVICE, OR EQUIPMENT PROVIDED IN CONJUCTION WITH USE OF ANY OF THE SERVICES. ALL SERVICES AND EQUIPMENT ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NEITHER TRIAD TELECOM NOR ITS LICENSORS WARRANT OR GUARANTEE THE TIMELINESS, SEQUENCE, ACCURACY, OR COMPLETENESS OF THE INFORMATION APPEARING ON OUR WEB SITE (“THE SITE”) OR THROUGH THE USE OF ANY OF THE SERVICES. TRIAD TELECOM AND ITS AFFILIATES DO NOT WARRANT THAT THE SITE OR TRIAD TELECOM’S E-MAIL SYSTEM IS FREE OF VIRUSES, WORMS, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS.
13.0 Limitation of Liability and Damages.
Under no circumstances will Triad Telecom and/or its Affiliates be liable to any party for any indirect, incidental, consequential, special or exemplary damages arising with respect to any of the Services, Equipment, and/or this Agreement. Furthermore, the aggregate liability of Triad Telecom with respect to the Services, Equipment, and this Agreement will not exceed the total amounts actually paid by you for the Services during the immediately preceding period of twelve (12) consecutive months.
Any controversy or claim arising out of or relating to this Agreement, the Services, and/or the Equipment shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. Arbitration shall be conducted in the State of North Carolina and judgment on the arbitration award may be entered into any court of competent jurisdiction thereof. Triad Telecom, in its sole discretion, may opt not to have the foregoing provisions of this Section 14 apply to any matter arising with respect to any provision in Section 4 of this Agreement. Nothwithstanding the foregoing, any party to this agreement may elect to pursue any claim valued at Ten Thousand Dollars ($10,000.00) or less in the State courts of North Carolina, and all parties hereby consent to the jurisdiction of said courts for such disputes.
15.0 General Provisions.
Failure by Triad Telecom to enforce any provision(s) of this Agreement shall not be construed as a waiver by Triad Telecom of its right to enforce such provision at a later date or to enforce any other provision in this Agreement. This Agreement is and shall be governed by and construed in accordance with the laws of the State of North Carolina, without regard to provisions or procedures regarding conflicts of laws. Any legal action properly brought in connection with this Agreement shall be exclusively brought in the federal, state or local courts located in the State of North Carolina, and, with regard thereto, you hereby irrevocably: (a) submit to the exercise of personal jurisdiction over you by any such court; and (b) waive any jurisdictional, venue, or inconvenient forum objection to any such court. In the event any legal action or arbitration proceeding is brought under this Agreement, the prevailing party shall be entitled to recover its costs incurred in pursuing the action or proceeding, including, but not limited to, its reasonable attorneys fees. This Agreement constitutes the entire agreement between you and Triad Telecom with respect to the subject matter hereof, and supersedes any and all prior agreements or understandings with respect to such subject matter, whether written or oral, between you and Triad Telecom. If any provision of this Agreement is found to be invalid or unenforceable, such provision shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall be enforced to the fullest extent possible and shall remain in full force and effect. This Agreement is binding upon and shall inure to the benefit of you and Triad Telecom, and your and our respective successors, assigns, and heirs.