Single Point Global Product-specific Attachment for Sip Services

The following additional terms and conditions are applicable to Sales Orders for Single Point Global’s SIP Services:

[Version 1.7]

DEFINITIONS

Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the General Terms and Conditions.

For the purposes of this PSA, “Services” means SIP Services.

ARTICLE 1. SERVICES

This attachment shall apply to SIP Services. A further description of the Service is set forth in Schedule A-1 hereto which is incorporated herein by reference.

ARTICLE 2. CUSTOM INSTALLATION FEES

Once Single Point Global accepts a Sales Order for Service, Single Point Global will invoice Customer for all Custom Installation Fee(s) as identified on a Sales Order. Customer will pay the Customer Installation Fee(s) within thirty (30) days of the invoice date unless a payment schedule is specified in the applicable Sales Order.

ARTICLE 3. PROVISIONING INTERVAL

Following its acceptance of a Sales Order, Single Point Global shall notify Customer of the Estimated Availability Date applicable to that Sales Order. Single Point Global shall use commercially reasonable efforts to provision the Service on or before the Estimated Availability Date; provided, however, that Single Point Global’s failure to provision by said date shall not constitute a breach of the Agreement.

ARTICLE 4. SERVICE COMMENCEMENT DATE

Single Point Global shall inform Customer when Service is available and performing in accordance with the “Technical Specifications” set forth in Schedule A-1 hereto (“Availability Notification”). Charges for Service shall begin to accrue as of the Service Commencement Date. The Service Commencement Date shall be earliest of: (A) the date on which Customer confirms receipt of and concurrence with the Availability Notification; (B) five (5) business days following the date of the Availability Notification, if Customer fails to notify Single Point Global that the Service does not comply materially with the specifications set forth in Schedule A-1 hereto; or (C) the date on which Customer first uses the Service.

ARTICLE 5. TERMINATION CHARGES; PORTABILITY; UPGRADES

5.1 The charges set forth or referenced in each Sales Order have been extended to Customer in reliance on the Service Term set forth therein. To the extent that a Service Term has not been expressly set forth in a Sales Order, the minimum Service Term for Services is thirty-six (36) months.

5.2 Termination. Charges for termination of SIP services before the Service Term end date will be invoiced using the average amount invoiced over the billed service term from the service start date to date of termination multiplied by the remaining unbilled months in the in the Service Term.

5.3 Exclusions. Termination Charges shall not apply to Service terminated by Customer as a result of Single Point Global’s material and uncured breach in accordance with Article 5.2 of the General Terms and Conditions.

5.4 Upgrades. Customer may upgrade the speed or capacity of an existing Service without incurring Termination Charges, provided that (A) the upgraded Service (the “Upgraded Service”) must assume the remaining Service Term of the Existing Service; (B) the Upgraded Service must have the same points of termination on Single Point Global’s network as the Existing Service; (C) Customer submits a Sales Order to Single Point Global for the Upgraded Service and that order is accepted by Single Point Global; (D) Customer pays Single Point Global’s applicable nonrecurring charges for the upgrade; and (E) Customer agrees to pay the applicable monthly recurring charges for the Upgraded Service commencing with the upgrade.

ARTICLE 6. ADDITIONAL TERMS

1. The customer shall not use this service as their sole call termination service, and shall be advised to have a backup solution in any case this service does not deliver the customer demand. The customer understands that Single Point Global does not guarantee any privacy on the communications through Single Point Global. Single Point Global offers no warranty for failure of service.
2. Single Point Global does not claim that its service is “standard line quality”, and the client understands that the service quality is “as is”, and should vary depending on the location of the customer and the destination of each call.
3. Due to the nature of our offering that allows customers to bring their own device, software, PBX or switch, the customer shall understand that the level of support, and the service offered is intended to customers with a higher technical level.
4. The customer is responsible for the safekeeping of their Login and Password information to https://cms.SinglePointGlobal.com. If this information is lost or given to any other party in any way, the customer understands that this will be his sole responsibility. The customer agrees to evenly change his passwords to protect his account from any suspicious act.
5. The Customer agrees to follow lawful purposes while using this service. Call usage has to comply with all application laws in USA and the location country of the Customer. The Customer agrees to set the CallerID/ANI Identification in their configuration with accurate correspondence to them, without creating any confusion to another person or party.
6. Single Point Global Inc. will direct any payment, firstly to pay negative balances. The customer understands that all negative balances are due, and use the service with the acceptation that any call below negative balance does not mean that the calls are not due.
7. ALL rate quotes are valid only on the day they are issued. It is the responsibility of the client to verify accuracy of rates.
8. The free toll-free termination (value route) is provided to users under the premise that it will only add up to a small percentage of their traffic and that the account will also be used for regular traffic (incoming calls to DID numbers and/or outgoing calls to geographical areas). Single Point Global Inc. reserves the right to determine if the free toll-free usage is not typical or falls out of the pattern mentioned previously, and disable this option when most of the customer’s calls consist of Toll free calls using the free toll-free termination (value route).
9. Originating from payphones to Single Point Global Inc. toll-free numbers is not guaranteed.
10. The customer is responsible for all usage of his/her accounts and is also responsible of the actual balance in his account.
11. The customer agrees to not purchase DID numbers from Single Point Global Inc. with the sole intention to port them out to another service. Single Point Global Inc. reserves the right, at its sole discretion, to disable the purchase of new DID numbers from an account that presents this pattern and may charge a port-out fee to allow the port out of numbers removed on this fashion.
12. At Single Point Global Inc. sole discretion, Customer may incur a port away fee for any DID number(s) leaving our network as this is a pass-through charge from Single Point Global Inc. carrier(s).
13. The Customer agrees that it is not provided with the right to start any claim, remedy or action, legal or OTHERWISE THAT may harm Single Point Global Inc. in any way that includes but is not limited to financially.
14. Single Point Global Inc. agrees to not sell Customer’s personal or corporate information to third parties.
15. Single Point Global does not encrypt its transmissions, or sensitive parts of customer information in its database. Single Point Global Inc. retains the right to voluntary hand over information regarding customers, usage and calls if it is requested by law by governmental organizations.
16. Single Point Global uses an application that automatically screens IP addresses upon logging in to the customer portal and also when you sign up for a new account. If this score is too high, you may be denied access by the system. You will not hold Single Point Global accountable for any inconvenience, financial loss or other issues related to this security measure.
17. The customer will not use Single Point Global termination (outbound) services for telemarketing purposes (Including, but not limited to Automated Dialers, Call Centers and collection agencies). Single Point Global Inc. will suspend such activities without warning.
18. The customer will not use any Single Point Global Inc. DID number as their caller ID display for calls related to telemarketing / dialer traffic / polls / mass traffic campaigns, nor will use Single Point Global Inc. DID numbers to receive traffic consistent with the aforementioned purposes (Mostly short calls, of very short duration). These activities can result in the suspension or removal of your DID number, Single Point Global Inc. reserves the right to do it without prior notice.
19. It is the customer’s responsibility to verify and test that any number delivered to his/her account is active and working properly before publishing it. The test should be made from a landline or cell phone provider. Single Point Global will not be held liable for any damages or advertising expenses arising from receiving a non-working number. If a number is confirmed non-working it will be deleted from the account and the cost of the number refunded.

ARTICLE 7. TECHNICAL SPECIFICATIONS; SERVICE LEVEL AGREEMENT

The technical specifications applicable to the Service are set forth in Schedule A-1 hereto. The service level agreement applicable to the Service is set forth in a Schedule A-2 hereto.

SCHEDULE A-1
SERVICE DESCRIPTIONS AND TECHNICAL SPECIFICATIONS FOR SINGLE POINT GLOBAL SIP SERVICES

The descriptions for the Services provided under the Single Point Global Voice Services are located at
http://www.singlepointglobal.com/services/singlepoint-voice/.

SCHEDULE A-1
SERVICE LEVEL AGREEMENT

SIP Services, Version 1.2

SINGLE POINT GLOBAL’s SIP Services is backed by the following Service Level Agreement (“SLA”):

Definitions

Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the SIP Services PSA or the General Terms and Conditions.

“Degraded Service” – A trouble ticket classification where calls can be made but may be suffering from limited or intermittent problems such as sound quality impairment

“Monthly Recurring Charge (MRC)” – The recurring charges for Service as identified in Article 3.1 of the General Terms and Conditions.

Service Level Agreement (SLA)

Company’s liability for any Total Service Interruption of its SIP Services (individually or collectively, “Liability”), shall be limited to the amounts set forth in the below Table 1. The term “Liability” refers to an interruption in transmission that renders the Service unusable due to a total loss of signal for the service (“Total Service Interruption”). For the purposes of calculating credit for any such Liability, the Liability period begins when the Customer reports an interruption in the portion of the Service to Company, provided that the Liability is reported by Customer during the duration of the Liability, and, a trouble ticket is opened; the Liability shall be deemed resolved upon closing of the same trouble ticket or the termination of the interruption, if sooner, less any time SINGLE POINT GLOBAL is awaiting additional information or premises testing from the Customer. Multiple events will require multiple trouble tickets to be opened. Service that fails to materially conform to the stated technical specifications and performance standards but is not a considered a total loss of Service shall be considered a Degraded Service, and will be entitled to Credits as identified in Table 1.

TABLE 1

For all Total Service Interruptions within any thirty (30) day period

THE TOTAL CREDIT ALLOWANCE PER MONTH IS CAPPED AT 50% of THAT MONTH’S MRC FOR THE INTERRUPTED CIRCUIT/SERVICE.

Customer shall bear any expense incurred, e.g., dispatch/labor costs, where a Service Interruption is found to be the fault of Customer, its end users, agents, representatives or third-party suppliers.

Emergency Blocking

The parties agree that if either party hereto, in its reasonable sole discretion, determines that an emergency action is necessary to protect its own network, the party may, after engaging in reasonable and good faith efforts to notify the other party of the need to block, block any transmission path over its network by the other party where transmissions do not meet material standard industry requirements. The parties further agree that none of their respective obligations to one another under the Agreement will be affected by any such blockage except that the party affected by such blockage will be relieved of all obligations to make payments for charges relating to the circuit(s) which is so blocked and that no party will have any obligation to the other party for any claim, judgment or liability resulting from such blockage.

Remedy Processes

All claims and rights arising under this Service Level Agreement must be exercised by Customer in writing within thirty (30) days of the event that gave rise to the claim or right. The Customer must submit the following information to the Customer’s SINGLE POINT GLOBAL account representative with any and all claims for credit allowances: (a) Organization name; (b) Customer account number; (c) Trouble Ticket number(s) opened by the customer, and (d) basis of credit allowance claim (including date and time, if applicable). SINGLE POINT GLOBAL will acknowledge and review all claims promptly and will inform the Customer by electronic mail or other correspondence whether a credit allowance will be issued or the claim rejected, with the reasons specified for the rejection.

Exceptions to Credit Allowances

A Total Service Interruption shall not qualify for the remedies set forth herein if such Total Service Interruption is related to, associated with, or caused by: scheduled maintenance events; Customer actions or inactions; Customer-provided power or equipment; any third party not contracted through SINGLE POINT GLOBAL, including, without limitation, Customer’s users, third-party network providers, any power, equipment or services provided by third parties; or an event of Force Majeure as defined in the Agreement. Further a Total Service Interruption shall not qualify for remedies set forth herein if SINGLE POINT GLOBAL has provided a reasonable temporary work around which the Customer has or has not accepted.

Other Limitations

The remedies set forth in this Service Level Agreement shall be Customer’s sole and exclusive remedies for any Service Interruption, outage, unavailability, delay, or other degradation, or any SINGLE POINT GLOBAL failure to meet the service objectives.