OUR SERVICES. This section explains the limitations of VoIP E911 emergency
calls. 1. Technical Terms and Abbreviations.The following technical terms and abbreviations apply to this Agreement:“Account” means the account established by Customer for the use of
our Website, Products and Services, and Customer CPE, as updated from
time to time.
“Affiliate” means a person or entity, other than Fusion, whom we
engage to assist in the marketing and/or sales of our Products and
Services, or a person or entity, other than Fusion, whom we assist
in the marketing and/or sales of their products and services.
“Customer” or “you” means the person, firm, corporation or other
entity which orders, uses or cancels our Products and Services and
who is responsible for the payment of charges and for compliance with
“Customer Premises Equipment” or “CPE” means equipment or wiring
located at your service location that is used to transmit, receive
or process IP packets and to enable VoIP communications.
“Customer CPE” refers to CPE that you acquire from a source other
than Fusion and use in conjunction with the Service.
“Direct Inward Dialing” or “DID” refers to a Service feature that
allows callers from the PSTN to directly reach a specific network
telephone number or User of the Service.
“E911 Notice” means the notice posted on our Website stating our
policy regarding the availability and limitations of E911 services,
as amended from time to time, which we may require you to acknowledge
prior to the provision of certain Services.
“efonicash” refers to a prepaid voucher, in various denominations,
which can be used to purchase various Services.
“eNumber™” means the VoIP number we issue exclusively to you for
your use of the Services.
“Federal Communications Commission” or “FCC” refers to the U.S. Government
agency that has the authority to regulate all interstate telecommunications,
as well as all international telecommunications that originate or
terminate in the United States.
“Fusion®”, “we”, “our” or “us” means Fusion Telecommunications International,
“Fusion CPE” refers to CPE that we provide to you for your use in
conjunction with the Service.
“Internet Area Code™” means the “10” prefix before your eNumber.
“Internet Protocol” or “IP” refers to a standard protocol designed
for use in interconnected systems of packet-switched computer communication
“Orange Pages” refers to our online directory where your name and
eNumber will be visible to other users and the general public. You
are not required to list your name and eNumber in our Orange Pages
to use our Service, but you must affirmatively opt out to avoid being
as amended from time to time.
“Products” refers to Fusion CPE.
“Public Switched Telephone Network” or “PSTN” refers to the traditional
circuit switched local network, which connects telephone users with
each other for the purpose of communications. In common usage, the
term PSTN may also include local wireless networks.
“Services” refer to the services provided by Fusion, including voice,
data, and all other types of communications services. Each of our
Services is described in detail on our Website.
“Software” means the computer programs developed, licensed or acquired
by Fusion in object or executable-code versions only, licensed by
you under this Agreement. The Software is for use solely in conjunction
with the Services, Fusion CPE and Customer CPE on the terms and conditions
hereof. The term “Software” includes updates and patches made available
“User” means any person or entity that obtains Fusion’s Products
and/or Services provided under this Agreement, regardless of whether
such person or entity is so authorized by you.
“Voice over Internet Protocol” or “VoIP” refers to a technology that
enables people to use the Internet as the transmission medium for
telephone calls by sending voice data in packets using IP rather than
by traditional circuit switched technology.
“Website” means the Websites identified by domain names www.fusiontel.com
and www.efonica.com, along with any content set forth therein, as
updated from time to time.
2. Terms and Conditions.
(a). Acceptance. By accessing our Website and using and/or purchasing
our Products and Services, you agree to be bound by this Agreement.
We reserve the right, with or without notice, to amend or modify these
Terms and Conditions, and you agree to be bound by any amendment or
E911 Notice are posted on our Website. Modifications or amendments
be effective at the time we post them on our Website.
(b). Term. Unless otherwise extended or terminated as set forth elsewhere
in this Agreement, the term of this Agreement shall begin when you
accept the Terms and Conditions on our Website and shall end when
you discontinue possession of our Products and use of our Services
and your Account is paid in full.
(c). Use. Products and Services provided under this Agreement may
be used for any lawful purpose for which the Products and Services
are technically suited. You agree not to utilize the Products and
Services for any unlawful purpose. You acknowledge that we may terminate
access to our Website or your Account without notice, in the event
you are in breach of this Agreement or any applicable laws. In the
event you are purchasing Products and Services, you represent that
you are of legal age to enter into this Agreement. You agree not resell,
directly or indirectly, any part of the Products and Services.
(d). Fraudulent or Unauthorized Use. You agree to notify us immediately
should you become aware of fraudulent or unauthorized charges to your
Account. Fusion shall not be liable for any damages whatsoever resulting
from fraudulent or unauthorized activity on your Account, and all
charges shall be your responsibility.
(e). Service Limitations.
(i) Emergency Calls. By use of our Products and Services, you acknowledge
the limitations set forth in the E911 NOTICE AND THOSE SET FORTH BELOW.
While some of our Services offer access to emergency E911 services,
others may not. We advise you to thoroughly review each of our Services
to see what options are available. By accepting these terms and conditions,
YOU have acknowledged THAT YOU HAVE RECEIVED the information, understand
it, and assume the risks associated with E911 limitations. We may
disclose to the FCC that you have in fact acknowledged our E911 notice
BY VIRTUE OF YOUR HAVING ACCEPTED THIS AGREEMENT.
(a) The E911 Notice, which is incorporated by reference herein and
made a part of this Agreement, explains some of the limitations of
VoIP and our Products and Services, but, to ensure your safety, we
shall restate the information in this Agreement.
(b) The FCC requires that interconnected VoIP service providers supply
E911 service capabilities to their subscribers.
(c) At the present time, we do not believe that we are required to
comply with the FCC E911 requirements set forth in the FCC’s Order,
as we do not believe we presently offer an interconnected VoIP service
as defined by the FCC and 47 C.F.R. 9. However, in the near future
we plan to offer a package of Services that will classify us as an
interconnected VoIP service provider.
(d) In preparation for the launch of Services that will classify
us as an interconnected VoIP service provider, we are specifically
advising you of the circumstances under which E911 service may not
be available through our Service or may in some way be limited compared
to traditional landline telephone service.
(e) In the U.S., when you call 911 using a traditional landline telephone,
your call is routed to the nearest public safety answering point (“PSAP”)
and your number is displayed on the dispatcher’s console. The PSAP
cross checks your telephone number against its address records to
determine your exact location and direct the proper emergency service
to you. When you reach a PSAP equipped for E911 services, your callback
number and location are automatically displayed to the dispatcher.
Your local telephone company is usually responsible for updating the
official records, as changes occur in the physical address associated
with your telephone number.
(f) Using VoIP E911 for emergency calls is nOt foolproof.
· Availability. VoIP customers who are issued a DID number and subscribe
to a monthly recurring charge plan will have E911 service, unless
they live in an area that does not have E911 available for traditional
landline phone service. In cases where E911 is not available for traditional
landline telephone users, we will route your emergency call to the
police department or other emergency service provider for the jurisdiction.
· Power Outages. Outages in your electrical power will disrupt your
VoIP Service, and you will not be able to use the Service to place
E911 emergency calls.
· Computer Problems. If you have a problem with your computer, modem,
or IP-enabled hardware, you may not be able to place E911 emergency
· Outage or Slowdown of High-Speed Internet Connection. Problems
with your high-speed Internet or broadband connection, including network
congestion, may limit your ability or completely restrict your ability
to place E911 emergency calls.
· Suspension of your Account. If your Account is suspended for any
reason, you will not be able to use our VoIP Service to place calls,
including E911 emergency calls.
· Problems with Our Products and Services. If we experience problems
with our Products and Services, such as hardware, software, connectivity
or maintenance issues, you may not be able to use our VoIP Service
for any calling, including E911 emergency calls.
· Outside the United States. If you are calling from a location outside
the United States, you will not be able to use our VoIP Service for
E911 to place E911 emergency calls.
· E911 Provisioning Lag Time Issues. Provisioning of your E911 service
may take additional time to complete, during which time E911 calling
may not be available.
· Information. When you dial 911, you will need to advise the emergency
service personnel of the nature of your emergency, give them your
telephone number, and describe your location. If your call is disconnected
for any reason, emergency service personnel may not be able to call
you back or find your location.
· Failure to Register Your Location Accurately. It is important that
you keep your location registration updated through the Account portal
(www.efonica.com), keeping in mind the E911 provisioning lag time
issues detailed above. If you register for our VoIP Service using
an incorrect physical address and location of your Fusion CPE and/or
Customer CPE, your emergency calls may be routed to the incorrect
emergency service provider, and the emergency service personnel may
not be able to transfer your call or respond to your emergency.
· Address. In order for E911 to work properly, the E911 service address
we have on file for you MUST correspond to the physical location from
which you use your VoIP Service. You cannot specify a P.O. Box. The
emergency dispatcher will send emergency service personnel only to
your registered E911 service address.
(g) We do not make, nor do we intend to make, specific representations
or warranties based on the statements above, as we cannot foresee
every possible combination of events.
(h) Feel free to contact us if you have any questions or suggestions
regarding E911. You may contact us at firstname.lastname@example.org.
(ii) Our Services are offered only in jurisdictions set forth on
(iii) Our Services are offered subject to the availability of the
necessary facilities and equipment and subject to the provisions of
(iv) We reserve the right to suspend, limit or discontinue offering
or provisioning of our Services, when necessitated by conditions beyond
our control, when you are using Products and Service in violation
of the provisions of this Agreement, or when you are using the Products
and Service in violation of the law.
(v) By using our Services, you acknowledge that the Products and
Services may be limited in certain circumstances and may not work
100% of the time. We will not be liable for errors in transmission
or for failure to establish connections.
(vi) You may not be able to utilize our Services, if the Fusion CPE
and/or Customer CPE fails; if the power required to operate your computer
or supply the modem, if applicable, fails; if your computer experiences
hardware or software problems and/or viruses; if your Internet service
provider fails to provide adequate services for any reason; if your
hardware or software is improperly installed; or if you are blocked
or otherwise unable to access our network. In addition, our Services
may not be compatible with certain fax machines, firewalls or home
(vii) The Services may not be compatible with Customer CPE, and we
are not required to maintain or repair Customer CPE, or make the Services
compatible with your Customer CPE.
(viii) By using our Products and Services, you acknowledge that communications
and data transmissions may appear to be “international”, “interstate”
or “intrastate” and due to the nature of VoIP, may actually be classified
differently by federal, state or local governments.
(ix) By using our Products and Services, you acknowledge that there
are certain regulations and rules that may apply to the location from
which you are utilizing the Services, and that they may be materially
different from jurisdiction to jurisdiction. You agree to abide by
all local rules and regulations, including the exportation of data
from the U.S. or other applicable jurisdictions.
(x) We reserve the right to perform maintenance on or upgrade our
network, our infrastructure, our Website, our Products and Services,
or your Account, without prior notice or liability, even if such actions
cause a partial or full disruption of the Services. We may, at our
sole discretion, add, change or delete features of our Website, features
or functionality of our Products and Services, or features of your
Account. We may change the eNumber issued to your Account, as we deem
fit and without notice or liability to you. The eNumber issued to
your Account when preceded by the Internet Area Code shall at all
times remain our property.
(f). Limitation of Fusion’s Liabilities.
(i) Fusion’s liability for damages arising out of mistakes, interruptions,
omissions, delays, errors, or defects which occur in the course of
furnishing Products and Services or for any other reason, shall in
no event exceed an amount equivalent to the proportionate charge to
you for the period during which the faults occurred. In the event
that you experience a loss of service due to our fault, we will provide
you with a credit on a pro-rata basis for the period of time that
the Service was unavailable. In order to receive a credit, you will
need to provide us written notice within ten (10) days of the service
interruption. The credit shall be applied to your next service invoice;
provided, however, that such credit shall not exceed $50.00.
(ii) Fusion shall not be liable for claim or loss, expense or damage
(including indirect, special or consequential damage), for any interruption,
delay, error, omission, or defect in any Product and Service, facility
or transmission provided under this Agreement, if caused by any person
or entity other than Fusion, by any malfunction of any product or
service or facility provided by any other provider, by an act of God,
fire, war, threat of terrorism, civil disturbance, or act of government,
or by any other cause beyond Fusion’s direct control.
(iii) Fusion shall not be liable for, and it, and its directors,
officers and employees shall be fully indemnified and held harmless
by Customer against any claim or loss, expense, or damage (including
indirect, special or consequential damage) for defamation, libel,
slander, invasion of privacy, infringement of copy‑right or patent,
unauthorized use of any trademark, trade name or service mark, unfair
competition, interference with or misappropriation or violation of
any contract, proprietary or creative right, or any other injury to
any person, property or entity arising out of the material, data,
information, or other content revealed to, transmitted, or used by
Fusion under this Agreement; or for any act or omission by you; or
for any personal injury, property damage or death of any person caused
directly or indirectly by the installation, maintenance, location,
condition, operation, failure, presence, use or removal of Fusion
CPE, Customer CPE; or failure or inability to access emergency services.
(iv) in no event shall Fusion be liable to you or any third party
for any loss, expense or damage for (i) loss of revenue, profits,
savings, business or goodwill, and (ii) exemplary, proximate, consequential,
or incidental damages.
(i) OTHER THAN THE LIMITED WARRANTY SET FORTH BELOW, WE MAKE NO REPRESENTATIONS
OR WARRANTIES OF ANY NATURE, DIRECTLY OR INDIRECTLY, EXPRESS OR IMPLIED,
WITH RESPECT TO THE PRODUCTS OR SERVICES, CUSTOMER CPE OR FUSION CPE
THAT ARE THE SUBJECT OF THIS AGREEMENT. WITHOUT LIMITING THE FOREGOING,
NO REPRESENTATION OR WARRANTY OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE OR FUNCTION, WHETHER EXPRESS OR IMPLIED, HAS BEEN
OR IS MADE BY US.
(ii) Notwithstanding the limitations above, if the Fusion CPE is
defective at any time during the applicable warranty period, as indicated
in the Fusion CPE specifications published on our Website, and the
defect is not due to your negligence, abuse or your violation of this
Agreement, we will replace or repair the defective Fusion CPE, as
we deem necessary. You will be responsible for the payment of all
shipping and handling charges. Customer CPE will be subject to the
applicable warranty, if any, of the third party who supplied the equipment
(h). Equipment. You are responsible for all costs at your premises,
including but not limited to personnel, wiring, computer equipment,
Internet access, electrical power, and the like, incurred in the use
of the Services. Feel free to contact us if you need assistance with
the installation or use of the Fusion CPE. In the event you have Customer
CPE, please contact the supplier or manufacturer for service related
(i) License. Fusion hereby grants you a nonexclusive license (or
sub-license) to install and use the Software in machine-readable form
solely on your business or personal computer(s) and in conjunction
with your use of the Products and Services or Customer CPE. The term
“Software” shall mean the computer programs developed, licensed or
acquired by Fusion in object or executable-code versions only, licensed
by you under this Agreement. The term “Software” includes updates
and patches made available to you.
(ii) Restrictions. Fusion retains all right, title, and interest
in and to the Software and accompanying documentation, and any rights
not expressly granted to you, are herein reserved by Fusion. You may
not copy, reverse engineer, disassemble, decompile, or translate the
Software, or otherwise attempt to derive the source code of the Software,
except to the extent (if at all) expressly permitted under any applicable
law. If applicable law expressly permits such activities, any information
so discovered or derived shall be deemed to be the confidential proprietary
information of Fusion and must be promptly disclosed by you to Fusion.
Any attempt to transfer any of the rights, duties or obligations hereunder
is void. You may not rent, lease or loan the Software. You may not
reproduce, distribute, publicly perform, publicly display or create
derivative works of or based on the Software or any part thereof.
(iii) No Warranty. You EXPRESSLY ACKNOWLEDGE AND AGREE THAT THE USE
OF THE SOFTWARE IS AT your SOLE RISK. THE SOFTWARE (AND TECHNICAL
SUPPORT, IF ANY) IS PROVIDED “AS IS” AND WITHOUT ANY WARRANTY
OF ANY KIND, EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED UNDER
APPLICABLE LAWS, fusion AND ANY APPLICABLE LICENSORS EXPRESSLY DISCLAIM
ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND
NON-INFRINGEMENT. fusion DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED
IN THE SOFTWARE WILL MEET your REQUIREMENTS, OR THAT THE OPERATION
OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS
IN THE SOFTWARE WILL BE CORRECTED. FURTHERMORE, fusion DOES NOT WARRANT
OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE
USE OF THE SOFTWARE IN TERMS OF ITS CORRECTNESS, ACCURACY, RELIABILITY,
OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY fusion
OR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE A WARRANTY OR IN ANY
WAY INCREASE THE SCOPE OF THIS WARRANTY. SOME JURISDICTIONS DO NOT
ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION
MAY NOT APPLY OR MAY BE LIMITED.
(iv) Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED UNDER
APPLICABLE LAWS, UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL
fusion, ITS SUBSIDIARIES, AFFILIATES OR any of THEIR shareholders,
DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY INDIRECT,
INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING
BUT NOT LIMITED TO DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS
INTERRUPTION, LOSS OF BUSINESS INFORMATION AND THE LIKE) ARISING OUT
OF THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF fusion OR ITS
AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION
OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE
LIMITATION OR EXCLUSION MAY NOT APPLY.
(v) Termination. Upon termination of this Agreement, you must delete
or destroy all copies of the Software in your possession and, if requested,
provide Fusion evidence in writing that you have done so.
(vi) Export. The Software may be subject to the laws and regulations
of the U.S. Government. You agree and certify that neither the Software
nor any other technical data received from Fusion, nor the direct
product thereof, will be exported, re-exported, or transferred, except
as authorized and as permitted by the laws and regulations of the
U. S. Government. Prohibited exports include but are not limited to;
the export, re-export, or transfer of the Software or technical data
to any prohibited entities or destinations subject to the U.S. Government’s
current list of restricted or embargoed countries, any parties currently
listed on the U.S. Government’s Denied Parties or Specially Designated
National list, and any proliferation activities prohibited by the
U.S. Government such as chemical, biological, nuclear or missile technology.
If you are using the Software outside the U.S., you agree to be bound
by all laws in the jurisdiction in which you are using the Software.
(vii) Third Party Software. The Software incorporates certain components
licensed by Fusion from third parties. You agree that you will not
use the third party components except in conjunction with use of the
we agree to use and, if applicable, disclose your Personal Information
into this Agreement.
(ii) Third-Party Networks. We utilize the public Internet and other
third-party networks in conjunction with the provision of our Services
and the Website. We do not represent that the Internet or any third-party
network will protect the privacy of your Personal Information and
expressly deny any liability associated therewith.
laws, we may monitor your Account and your use of the Website and/or
(iv) Emergency. You allow us to disclose Personal Information in
the event our business is at risk or in an emergency.
(v) Orange Pages. Unless you opt out, we will list your first and
last name and your eNumber in our Orange Pages. This means your name
and eNumber will be visible to other users and the general public.
You are not required to participate or list your name and eNumber
in our Orange Pages to use our Service. We are not responsible for
third parties who use the information obtained via the Orange Pages,
and you agree to hold us harmless for any use thereof.
3. Financial Terms.
(a). Prices and Charges. Prices and charges vary by Product and Service
and are posted on our Website. We may add to, change, or delete prices
and charges from time to time, including, but not limited to, the
addition or subtraction of countries or territories and types of calls
(such as mobile/cell and special networks) for both our per-minute
and monthly-recurring plans. We may decrease prices and charges without
advance notice, which decreases shall be effective at 24:00 GMT on
the date they are posted on our Website. Increases to prices and charges
shall be effective at 24:00 GMT one (1) day after their posting our
Website. Any increase to charges or prices that are imposed by any
government or regulatory agency, or that are intended to recover our
costs associated with government or regulatory programs may, at our
sole discretion, be effective immediately upon posting to our Website.
(b). Taxes, Surcharges, and Fees.
(i) Governments and Regulatory Agencies. Federal, state, local and
other governments or regulatory agencies may assess taxes, surcharges
or fees on your use or purchase of our Products and Services. These
taxes, surcharges and fees may be flat fees or a percentage of your
charges, may or may not be assessed according to your physical location,
and may change from time to time, with or without notice to you. You
are responsible for all applicable government and regulatory agency
taxes, surcharges and fees, including, but not limited to, federal,
state, provincial, municipal, local, sales, use, excise, value-added,
personal property, and public utility taxes, now in force or enacted
in the future, that arise from or as a result of your subscription
to, use of or payment for our Products and Services. Such amounts
are in addition to charges paid for those Products and Services, and
will be invoiced along with such charges. If you are exempt from any
or all taxes, you must provide us with an original certificate that
satisfies applicable legal requirements attesting to your tax-exempt
status. Tax exemption shall only apply from and after the date we
receive such certificate.
(ii) Other Surcharges and Fees. In addition to any taxes, surcharges
and fees imposed by governments or regulatory agencies, Fusion reserves
the right to charge various surcharges and fees, which may vary by
Product and Service and are posted on our Website. Surcharges and
fees may include, but are not limited to activation fees, late or
unfulfilled payment fees, service restoration fees, early termination,
cancellation and disconnection fees, regulatory recovery fees, and
E911 compliance fees. We reserve the right to add to, change, or delete
such surcharges and fees from time to time. We may delete or decrease
fees without advance notice, which deletions or decreases shall be
effective at 24:00 GMT on the date they are posted on our Website.
Increases to surcharges and fees shall be effective at 24:00 GMT one
(1) day after their posting our Website. Any increases to surcharges
or fees that are imposed by any government or regulatory agency or
that are intended to recover our costs associated with government
or regulatory programs may, at our sole discretion, be effective immediately
upon posting to our Website.
(iii) efonicash and Prepaid Services. Efonicash and other prepaid
services expire on stated expiration date or one (1) year from first
use, whichever is earlier.
(c). Billing and Payment.
(i) Responsibility. In particular and without limitation, you are
solely responsible for any and all charges incurred as the result
of any and all use of the Services associated with your Account, whether
or not you authorized or intended such charges.
(ii) Invoice and Statement Periods, Format and Delivery. Billing
periods and formats vary by Product and Service. We reserve the right
to change the invoice and statement format, period and method of delivery
from time to time, with or without notice to you. All invoices and
statements shall be delivered electronically via the email address
on file for your Account. It is your obligation to keep your Account
information accurate and current. An incorrect or obsolete email addresses
in no way releases you of any or all of your payment obligations.
(iii) Methods of Payment and Payment Authorization. We accept payment
by credit card, debit card, wire and Efonicash, as well as through
various third-party payment and merchant agencies. All payments must
be made in U.S. Currency unless otherwise stated on our Website. In
the event that your chosen method of payment is credit card or debit
card, your subscription to any of our billable ser billable Services,
as well your purchase of any Fusion CPE, authorizes us to charge your
credit or debit card. This authorization shall remain valid until
you notify us in writing to terminate your authorization.
(iv) Prepayment. Charges for all Products and Services, including
Fusion CPE, are to be paid in advance unless otherwise specified.
All monthly-recurring charges will be billed one calendar month in
(v) Late Payments. All charges not paid when due will be subject
to a late fee that will not exceed the maximum allowable lawful rate.
In the event we are required to provide services under a tariff, the
late charge will be the amount stated in the tariff. If we do not
receive your payment by the due date, you will be in breach of these
Terms and Conditions and we may suspend or terminate your access to
our Website and our provision of Services to you, without notice,
or within such time as required by law, and all amounts due to us
will accelerate and become due and payable without notice.
(vi) Failure to Pay. If your payment obligations to us are unfulfilled
for whatever reason, we may suspend or terminate your Account and
we reserve the right to terminate this Agreement. We reserve the right
to charge you an additional $15.00 (U.S.) or 2% of the outstanding
balance, whichever is greater, subject to applicable laws. You further
agree to pay all costs of collections, including reasonable attorneys’
fees, incurred by us in the collection of any and all unpaid amounts,
breach of the contract actions, and past due amounts.
(vii) Charges in Error, Billing Disputes. If you believe you have
been charged in error you must notify us in writing within thirty
(30) days after delivery of your statement or invoice or within seven
(7) days after receipt of your credit card or bank statement. All
such disputes should be sent via governmental mail service or other
standard delivery service, to the attention of the Billing Department
of Fusion Telecommunications International, Inc., 1475 West Cypress
Creek Rd., Suite 204, Ft. Lauderdale, FL 33309. Absent any notice
from you as per the above, all charges and invoices will be considered
correct and binding.
(d). Service Suspension, Termination and Restoration. We may suspend
or terminate your Account, and may terminate this Agreement, if you
fail to meet any or all of your payment obligations. We may, at our
sole option, choose to restore or re-establish your access to our
Website and our provision of Services, which have been suspended or
disconnected for nonpayment of charges, prior to payment of all charges
due. Such restoration or re-establishment shall not be construed as
a waiver of our right to receive full payment for all charges due
or any rights to suspend or disconnect Service for nonpayment of any
such charges due and unpaid or for the violation of the provisions
of these Terms and Conditions; nor shall the failure to suspend or
disconnect Service for nonpayment of any past due Account or Accounts
operate as a waiver or estoppel to suspend or disconnect service for
nonpayment of such Account or of any other past due Account. Should
Service be suspended for nonpayment of charges, it will be restored
when appropriate payments are made and at our discretion.
(e). Termination Notice, Disconnection/Cancellation Fees. All Services
that are billed on a monthly-recurring basis require that you provide
us with thirty (30) days’ written notice of your desire to cancel.
You are responsible for all charges for thirty (30) days from the
date of receipt of your termination notice, and you may be charged
a cancellation or early termination fee. If your service is disconnected
due to your breach of any provision of this Agreement, you will be
responsible for the full month’s charges to the end of the current
term, and you may be charged a disconnection fee. Fusion shall pursue
collection for unpaid balances on disconnected Accounts, and may report
to credit bureaus. We will charge your method of payment on file for
the disconnection fee, if applicable, and any other outstanding charges.
(f). Refunds. If you subscribe to a billable Product or Service,
the minimum applicable invoice period for which charges and all associated
taxes, surcharges and fees will be assessed is one (1) month, unless
otherwise specified in this Agreement. If you request that we discontinue
providing any Products or Services to you prior to the expiration
of the minimum period, all charges are applicable as per above, whether
the Products or Services are used or not. You may request a refund
of any unexpired prepaid balance in writing, sent via governmental
mail service or other standard delivery service, to the attention
of the Billing Department of Fusion Telecommunications International,
Inc., 1475 West Cypress Creek Rd., Suite 204, Ft. Lauderdale, FL 33309.
Refunds will be net of any and all applicable taxes, surcharges and
(g). Authorization to Verify Credit Rating. If we request, you agree
to supply us with information necessary to verify your credit rating
prior to providing you access to our Website or any Products or Services,
and we also may, during the term of this Agreement, update our information
regarding your credit rating without notice to you. We will keep any
information received from the credit bureau confidential. If we bill
you for Products or Services, we may set a credit limit based on your
payment history and/or credit rating from consumer credit reporting
agencies. If we do this, we will notify you of your initial credit
limit and of all changes. If you exceed your credit limit, we may
restrict your access to our Website or limit our Products or Services
without notice. If you fail to make timely payments, we may also lower
your credit limit.
(h). Deposit. If we determine, prior to providing you access to our
Website or any Products and Services, or during the term of this Agreement,
that we need a deposit to insure your payment, we may require you
provide us with a deposit. In the event we require a deposit, the
deposit will be held and applied as required by law. We may apply
your deposit to past due obligations, and any fees or other assessments
to your Account without notice to you.
4. Trademarks. You agree not to use any of our trade names, trademarks,
service marks or logos without our express written consent.
5. Service Disconnection. We reserve the right to terminate any of
the Services or your use of any Fusion CPE in the event you are in
violation of this Agreement. We may be required by law to interrupt
your service in the event it causes interference to other parties
6. Indemnification. You agree to indemnify and hold us harmless along
with our stockholders, officers, directors, employees and agents from
any and all loss, cost, damage, expense or liability, including without
limitation, court costs and reasonable attorneys’ fees, arising out
of, in whole or in part, directly or indirectly, (i) the installation,
hook-up, or maintenance of the Products and Services or Customer CPE;
(ii) your use of the Products and Services or Customer CPE; (iii)
your violation of any applicable laws; and (iv) your breach of this
7. Dispute Resolution.
(a). Arbitration. In the event of any controversy or claim arising
from or related to this Agreement, its performance or interpretation,
the parties, in good faith, initially will attempt to resolve the
dispute between them. Failing such resolution, the dispute will be
settled by binding arbitration conducted in accordance with the Arbitration
Rules of the American Arbitration Association (“AAA Rules”),
as amended by this Agreement and judgment upon the award rendered
by the arbitrator(s) may be entered by any court with jurisdiction.
The location of the arbitration shall be New York, New York. The cost
of the arbitration, including the fees and expenses of the arbitrator(s),
shall be shared equally by the parties, unless the arbitration award
provides otherwise. Each party shall bear the cost of preparing and
presenting its case. The arbitrator(s) are not empowered to award
damages in excess of compensatory damages and each party irrevocably
waives any damages in excess of compensatory damages.
(b). Action to Collect Charges. Notwithstanding the above, Fusion
shall be entitled to receive attorneys’ fees and costs in the event
it is required to institute an action to collect any amounts owed
for Products and Services under this Agreement. In the event Fusion
is required to initiate such an action, it shall not be limited to
arbitration but may bring the action in civil court.
8. Governing Law. This Agreement shall be governed by, construed
under and interpreted in accordance with the laws of the State of
New York without regard to the conflicts of law principles thereof.
9. Severability. This Agreement is made expressly subject to all
present and future valid orders and regulations of any regulatory
body having jurisdiction over the subject matter hereof and to the
laws of the United States of America, any of its states, or any foreign
governmental agency having jurisdiction. In the event this Agreement,
or any of its provisions, shall be found contrary to or in conflict
with any such order, rule, regulation, or law, this Agreement shall
be deemed modified to the extent necessary to comply with any such
order, rule, regulation or law, provided that such modification is
consistent with the form, intent and purpose of this Agreement. If
any provision of this Agreement or part thereof is stricken in accordance
with this section, then the stricken provision shall be replaced,
to the extent possible, with the a legal, enforceable, and valid provision
that is as similar to the stricken provision as is legally possible.
(a). To you: In the event we are required to provide you with notice
under this Agreement, we will provide electronic notice to the e-mail
address we have on file. In the event you change your e-mail address,
please advise us immediately. By your acceptance of these Terms and
Conditions, you agree to electronic delivery for all required notifications,
unless other provided for herein.
(b). To us: Unless expressly stated otherwise in this Agreement,
in the event you are required or desire to provide us with notice,
please send all correspondence to our corporate headquarters as follows:
Fusion Telecommunications International, Inc., 420 Lexington Avenue,
Suite 1718, New York, New York 10170.
11. Waiver. The failure of either party to enforce or insist upon
compliance with any of the provisions of this Agreement or the waiver
thereof, in any instance, shall not be construed as a general waiver
or relinquishment of any other provision of this Agreement.
12. Binding Effect. This Agreement shall be binding upon and inure
to the benefit of the parties hereto and their respective heirs, successors
and assigns and any User who uses the Services under your Account.
13. Assignment. You shall not assign any or all of your rights or
obligations under this Agreement, the Account or transfer ownership
of any Products and Services without our express written consent.
14. Amendment: This Agreement may not be amended except by an instrument
in writing, executed by the parties. The acknowledgment or acceptance
hereto shall effect no modification or amendment by either party of
any purchaser order, sales acknowledgment or other similar form from
the other party.
15. Merger: This Agreement (including its exhibits) supersedes and
merges all prior agreements, promises, understandings, statements,
representations, warranties indemnities and covenants and all inducements
to the making of this Agreement relied upon by either party herein,
whether written or oral, and embodies the parties’ complete and entire
agreement with respect to the subject matter hereof. No statement
or agreement, oral or written, made before the execution of this Agreement
shall vary or modify the written terms hereof in any way whatsoever.
16. Language. This Agreement is drafted in English but may be translated
into other languages. In the event of any discrepancy or inconsistency
between the English version and translated version, the language set
forth in the English version shall prevail.
send email to us. E-mail: email@example.com