2.1. Fixed Monthly Charge. The cost for Services is a monthly fee as stated in the Business Service Order which includes, unless otherwise stated, all applicable taxes, tariffs, governmental assessments, surcharges and fees (collectively, the “Fixed Monthly Charge”). The Fixed Monthly Charge for the first month of Service shall be for a full month of Service and shall be due and payable prior to the Activation Date. If commencement of Service occurs on other than the first calendar day of the month then the Fixed Monthly Charge for the second month will be prorated by the number of calendar days remaining in the month when Service was installed. Thereafter, the Fixed Monthly Charge is due and payable in advance on the first day of each month and shall be considered late with Services subject to disconnection if not received by Vonix by the seventh (7) calendar day of each month.
2.2. Equipment. All telephone and network equipment purchased by Customer from Vonix shall come with a one (1) year warranty against any defects. However, this warranty shall be waived if Customer’s negligence or misuse of the equipment was the cause of product defect. All telephone and/or network equipment installed by Vonix, unless separately purchased by Customer, shall be the property of Vonix. Customer acknowledges that Vonix sells new and refurbished equipment.
2.3. Lease with Buyout Option. Customer may choose at any time to purchase the leased equipment outright from Vonix. The Buyout Price would be Vonix’s Retail Purchase Price plus sales tax less a credit for the Net Lease Value. The Net Lease Value shall equal the sum of the paid monthly lease payments minus a $5.00 per month administrative fee. If Customer elects this option, their monthly Fixed Monthly Charge, per user, shall decrease by the amount paid per month to lease the equipment upon Vonix receiving full payment for equipment. Upon purchase of the phone equipment, Vonix shall no longer be held liable or responsible for any damaged or defective equiment.
2.4. Equipment Returns. Customer agrees to return all Vonix Equipment within 5 business days if Services are cancelled or suspended. If Equipment is not returned within this timeframe, Customer agrees to pay Buyout Price for all Vonix-provided Equipment.
2.5. Equipment Upgrade. Customer may elect to lease phone equipment from Vonix for the duration of the Term. Upon written request by the Customer, which shall be received by Vonix no later than thirty (30) days prior to the completion of the third (3rd) year of Term, Vonix shall provide updated Customer phone equipment at the completion of the third (3rd) year of Term. Updated equipment shall be comparable to existing phone model. To be eligible for this equipment upgrade, Customer’s account shall be current with no past-due amounts owed to Vonix.
2.6. Defective Equipment. Customer shall immediately notify Vonix of any defective Equipment. Vonix, in its sole discretion, will determine whether or not the Equipment is defective. If found defective, Vonix will provide Customer with a replacement along with pickup or a prepaid return shipping label to return the defective item. Upon the termination of this Agreement, Customer agrees to promptly return all Equipment to Vonix. Vonix reserves the right to charge Customer for any damage, outside of normal wear and tear, to the Equipment.
2.7. Existing Hardware. In the event Customer uses its own existing hardware, Vonix shall offer no product warranty or service guarantee. In addition, all existing hardware shall incur a one-time setup and provisioning fee as outlined in the Business Service Order.
2.8. Toll-Free Calls. Domestic inbound toll-free calls on one Toll Free Number per Account are included in the Fixed Monthly Charges as specified on the Business Service Order. Toll-free numbers are only able to receive calls from US and Canada.
2.9. Domestic and International Calls. All Vonix Plans are for Domestic U.S. and Canada use only, unless an International Plan is specifically selected. International Plans will be subject to further Terms and Conditions outside of the scope of this Agreement.
2.10. Conference Bridge. Conference calling is an optional feature that Customers may elect to enable on their account. The Conference Bridge will use a phone number provided by Vonix, and includes one conference room. The number of concurrent users on the Basic Conference Bridge line shall not exceed the number of users included in Customer’s monthly subscription. Customers may elect to be billed separately for additional Conference Bridges.
2.11. Changes in Service. At any time, Customer shall have the right to change the level of service or features included on the account by executing a new Business Service Order. Vonix shall process all new requests to upgrade service or add additional features within five (5) business days. New Services shall be pro-rated for the first month in the event service is not started on the first of the month. In addition, in the event Customer must downgrade service or deactivate users, Customer must notify Vonix of users to be deactivated by the 20th of the month in order for the change to be applied to the next billing cycle.
2.12. Billing and Payment Processing. Customer shall provide Vonix with a valid email address for billing and a valid payment method. Customer shall immediately advise Vonix if changes occur to the email address on file and/or the payment method changes or expires. Customer agrees to accept the invoice via electronic delivery; no paper statements will be mailed to Customer. Vonix shall deliver an electronic invoice to Customer at least 7 days prior to the invoice Due Date, which occurs on the 1st of every month, for an amount including, the Fixed Monthly Fee plus Usage Fees accrued over the previous month. Invoices are payable until Services are terminated or cancelled.
2.13. Fee Payments & Late Charges. Except for Usage Fees, all fees are due in advance on the first day of month. All Usage Fees and any other non-recurring charges are due and payable in arrears on the first day of each month following the month they were incurred. Customer agrees to pay for all equipment and set-up fees at the time of request for such Services. Customer agrees to pay for the first month of Service prior to the Service Activation Date. All payments, including payments paid in advance, are completely non-refundable. Vonix reserves the right to deactivate service in the event payment is not received 5 days following the Due Date and Vonix shall have no liability for such suspension under any circumstances. Accounts will be reactivated after the account balance is paid in full. Vonix will assess an additional 1.5% (or the highest amount allowed by law, whichever is lower) per month late charge if Customer payment is more than thirty (30) days past due. In the event that payment is returned due to insufficient funds, Customer shall pay a $50 processing fee. Customer shall be responsible and liable for any fees, including attorney and collection fees, that Vonix may incur in its efforts to collect any outstanding balances from Customer. Customer shall also be responsible for and agrees to pay any outstanding balances in the event Services are terminated or cancelled.
2.14. Price Adjustments. Vonix may choose to adjust “Flat Rate” prices with 30 days written notice to Customer in the event of a change in sales, use, value added, excise, federal, state, local, public utility, universal service, other similar taxes or fees, or changes in the Vonix’s cost to provide Service. In the event a Customer is notified of a price adjustment, Customers, including 12 Month Term Customers, may terminate Services with no penalty upon written notice to Vonix. If no termination is made within 30 days from the initial notice to the Customer, price adjustment will be deemed accepted by Customer and the applicable Term shall continue without interruption.
2.15. Telephone Numbers (DIDs). Vonix offers both local DIDs and toll-free DIDs and will port Customer’s existing DIDs. In addition, Customers may choose to purchase custom vanity DIDs. Each customer account includes up to one local DID per user and one new or existing toll-free DID.
2.16. Additional Telephone Number(s). If Customer requires more than one DID per user, additional DIDs are available for purchase. Additional local numbers are available for $3.00 per month and Toll Free DIDs are available for $7.00 per month or the rate agreed upon on the Business Service Order.
2.17. Custom Vanity Number. In some cases, certain area codes are no longer readily available to Vonix. However, Vonix may at times be able to acquire these rare numbers from partners. Pricing for these custom vanity numbers vary and will be listed on the Business Service Order. Vonix does not guarantee the availability of specific numbers.
2.18. Number Portability. Vonix will require a completed and signed Letter of Authorization (“LOA”) for any local numbers or toll-free numbers the Customer wishes to port. In addition, Vonix will require a recent, applicable copy of the Customer’s phone bill which contains the Customer’s Billing Telephone Number (“BTN”) as well as a record of any other numbers that need to be ported. In the rare case that a telephone number is not portable, Vonix will provide the Customer with a new telephone number. Customer shall retain ownership of any purchased local or toll-free numbers and any existing numbers that were ported over to Vonix from a previous service provider. Under federal law, Vonix must release local and toll-free numbers in the event Customer elects to terminate service with Vonix. Vonix agree to comply with all state and federal laws regarding number portability.