These Terms of Service (the "Agreement") are an agreement between Voipersmart.com, ("Voipersmart" or "us" or "our") and you ("User" or "you" or "your"). This Agreement sets forth the general terms and conditions of your use of the products and services made available by Voipersmart and of the Voipersmart.com website (collectively, the "Services"). By using the Services, you agree to be bound by this Agreement. If you do not agree to abide by the terms of this Agreement, you are not authorized to use or access the Services.
- Additional Policies and Agreements
- Use of the Services is also governed by the following policies, which are incorporated by reference. By using the Services, you also agree to the terms of the following policies.
- Account Eligibility
- By registering for or using the Services, you represent and warrant that:
- You are eighteen (18) years of age or older. The Services are intended solely for Users who are eighteen (18) years of age or older. Any registration, use of or access to the Services, by anyone under eighteen (18) is unauthorized and is a violation of this Agreement.
- If you use the Services on behalf of another party you agree that you are authorized to bind such other party to this Agreement and to act on such other party's behalf with respect to any actions you take in connection with the Services.
- It is your responsibility to provide accurate, current, and complete information on the registration forms. If there is ever an abuse issue or we need to contact you, we will use the primary email address we have on file. It is your responsibility to ensure that the contact information for your account is correct and complete at all times. Voipersmart is not responsible for any lapse in the Services. If you need to verify or change your contact information, you may utilize the Voipersmart Login Portal to update your contact information. Providing false contact information of any kind may result in the termination of your account. Failure to provide the information requested may result in your order being denied.
- You agree to be fully responsible for all use of your account and for any actions that take place through your account. It is your responsibility to maintain the confidentiality of your password and other information related to the security of your account.
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The Service and any data you provide to Voipersmart is hosted in the United States (U.S.) unless otherwise provided. If you access the Service from outside of the U.S., you are voluntarily transferring information (potentially including personally-identifiable information) and content to the U.S. and you agreeing that our collection, use, storage and sharing of your information and content is subject to the laws of the U.S., and not necessarily of the jurisdiction in which you are located.
- Voipersmart Content
All content available through the Services, including designs, text, graphics, images, video, information, software, audio and other files, and their selection and arrangement, and all software used to provide the Services (collectively, "Voipersmart Content"), are the proprietary property of Voipersmart or Voipersmart's licensors. Voipersmart Content may not be modified, copied, distributed, framed, reproduced, republished, downloaded, scraped, displayed, posted, transmitted, sold or exploited for any purpose in any form or by any means, in whole or in part, other than as expressly permitted in this Agreement. You may not, directly or indirectly, reverse engineer, decompile, disassemble or otherwise attempt to derive source code or other trade secrets from any Voipersmart Content. Any use of Voipersmart Content, other than as specifically authorized herein, is prohibited and will automatically terminate your rights to use the Services and any Voipersmart Content. All rights to use Voipersmart Content that are not expressly granted in this Agreement are reserved by Voipersmart and Voipersmart's licensors.
- User Content
- Voipersmart exercises no control over, and accepts no responsibility for, User Content or the content of any information passing through Voipersmart's computers, network hubs and points of presence or the Internet. Voipersmart does not monitor User Content.
- Third Party Products and Services
- Third Party Providers
Voipersmart may offer certain third party products and services. Such products and services may be subject to the terms and conditions of the third party provider. Discounts, promotions and special third party offers may be subject to additional restrictions and limitations by the third party provider. You should confirm the terms of any purchase and the use of goods or services with the specific third party provider with whom you are dealing.
Voipersmart does not make any representations or warranties regarding, and is not liable for, the quality, availability, or timeliness of goods or services provided by a third party provider. You undertake all transactions with these third party providers at your own risk. We do not warrant the accuracy or completeness of any information regarding third party providers. Voipersmart is not an agent, representative, trustee or fiduciary of you or the third party provider in any transaction. - Voipersmart as Reseller or Licensor
Voipersmart may act as a reseller or licensor of certain third party services, hardware, software and equipment used in connection with the Services ("Non-Voipersmart Products"). Voipersmart shall not be responsible for any changes in the Services that cause any Non-Voipersmart Products to become obsolete, require modification or alteration, or otherwise affect the performance of the Services. Any malfunction or manufacturer's defects of Non-Voipersmart Products, either sold, licensed or provided by Voipersmart to you will not be deemed a breach of Voipersmart's obligations under this Agreement. Any rights or remedies you may have regarding the ownership, licensing, performance or compliance of any Non-Voipersmart Product are limited to those rights extended to you by the manufacturer of such Non-Voipersmart Product. You are entitled to use any Non-Voipersmart Product supplied by Voipersmart only in connection with your use of the Services as permitted under this Agreement. You shall make no attempt to copy, alter, reverse engineer, or tamper with such Non-Voipersmart Product or to use it other than in connection with the Services. You shall not resell, transfer, export or re-export any Non-Voipersmart Product, or any technical data derived therefrom, in violation of any applicable law, rules or regulations. - Third Party Websites
The Services may contain links to other websites that are not owned or controlled by Voipersmart ("Third Party Sites"), as well as articles, photographs, text, graphics, pictures, designs, sound, video, information, and other content or items belonging to or originating from third parties ("Third Party Content"). We are not responsible for any Third Party Sites or Third Party Content accessed through the Services. Third Party Sites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us. If you decide to access Third Party Sites or to access or use any Third Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable third party's terms and policies, including privacy and data gathering practices of any website to which you navigate. - Prohibited Persons (Countries, Entities, And Individuals).
The Services are subject to export control and economic sanctions laws and regulations administered or enforced by the United States Department of Commerce, Department of Treasury’s Office of Foreign Assets Control (“OFAC”), Department of State, and other United States authorities (collectively, “U.S. Trade Laws”). You may not use the Services to export or reexport, or permit the export or reexport, of software or technical data in violation of U.S. Trade Laws. In addition, by using the Services, you represent and warrant that you are not (a) an individual, organization or entity organized or located in a country or territory that is the target of OFAC sanctions (including Cuba, Iran, Syria, Sudan, North Korea, or the Crimea region of Ukraine); (b) designated as a Specially Designated National or Blocked Person by OFAC or otherwise owned, controlled, or acting on behalf of such a person; (c) otherwise a prohibited party under U.S. Trade Laws; or (d) engaged in nuclear, missile, chemical or biological weapons activities to which U.S. persons may not contribute without a U.S. Government license. Unless otherwise provided with explicit written permission, Voipersmart also does not register, and prohibits the use of any of our Services in connection with, any Country-Code Top Level Domain Name (“ccTLD”) for any country or territory that is the target of OFAC sanctions. The obligations under this section shall survive any termination or expiration of this Agreement or your use of the Services.
- Account Security and Voipersmart Systems.
- Users are ultimately responsible for all actions taken under their account. This includes the compromise of credentials such as user name and password. You are required to use a secure password. If a weak password is used, your account may be suspended until you agree to use a more secure password. Audits may be done to prevent weak passwords from being used. If an audit is performed, and your password is found to be weak, we will notify you and allow time for you to change or update your password before suspending your account.
- The Services, including all related equipment, networks and network devices are provided only for authorized customer use. Voipersmart may, but is not obligated to, monitor our systems, including without limitation, to ensure that use is authorized, to facilitate protection against unauthorized access, and to verify security procedures, survivability, and operational security. During monitoring, information may be examined, recorded, copied and used for authorized purposes. By using the Services, you consent to monitoring for these purposes.
- Any account found connecting to a third party network or system without authorization from the third party is subject to suspension. Access to networks or systems outside of your direct control requires the express written consent of the third party. Voipersmart may, at our discretion, request documentation to prove that your access to a third party network or system is authorized.
- Any account which causes us to receive an abuse report may be terminated and/or have access to services suspended. If you do not remove malicious content from your account after being notified by Voipersmart of an issue, we reserve the right to leave access to services disabled.
- Voipersmart reserves the right to migrate your account from one data center to another in order to comply with applicable data center policies, local law or for technical or other reasons without notice.
- Compatibility with the Services
- You agree to cooperate fully with Voipersmart in connection with Voipersmart's provision of the Services. It is solely your responsibility to provide any equipment or software that may be necessary for your use of the Services. To the extent that the performance of any of our obligations under this Agreement may depend upon your performance of your obligations, Voipersmart is not responsible for any delays due to your failure to timely perform your obligations.
- Billing and Payment Information
- Prepayment.
It is your responsibility to ensure that your payment information is up to date, and that all invoices are paid on time. You agree to pay for the Services in advance of the time period during which such Services are provided. Subject to applicable laws, rules, and regulations, payments received will be first applied to the oldest outstanding invoice in your billing account. - Autorenewal.
Unless otherwise provided, you agree that until and unless you notify Voipersmart of your desire to cancel the Services, you will be billed on an automatically recurring basis to prevent any disruption to your Services, using your credit card or other billing information on file with us. - Taxes.
Listed fees for the Services do not include any applicable sales, use, revenue, excise or other taxes imposed by any taxing authority. Any applicable taxes will be added to Voipersmart's invoice as a separate charge to be paid by you. All fees are non-refundable when paid unless otherwise stated. - Late Payment.
All invoices must be paid within ten (10) days of the invoice due date. Any invoice that is outstanding for more than ten (10) days may result in the suspension or termination of Services. Access to the account will not be restored until payment has been received. If you fail to pay the fees as specified herein, Voipersmart may suspend or terminate your account and pursue the collection costs incurred by Voipersmart, including without limitation, any arbitration and legal fees, and reasonable attorneys' fees. Voipersmart will not activate new orders or activate new packages for customers who have an outstanding balance on their account. - Fraud.
It is a violation of this Agreement for you to misuse or fraudulently use credit cards, charge cards, electronic funds transfers, electronic checks, or any other payment method. Voipersmart may report any such misuse or fraudulent use, as determined in Voipersmart's sole discretion, to governmental and law enforcement authorities, credit reporting services, financial institutions and/or credit card companies. - Invoice Disputes.
You have ninety (90) days to dispute any charge or payment processed by Voipersmart. If you have any questions concerning a charge on your account, please reach out to our billing department for assistance. - Cancellations and Refunds.
- Payment Method.
No refunds will be provided if you use any of the following methods of payment: bank wire transfers, Western Union payments, checks and money orders. If you use any of these payment methods, any applicable credit will be posted to your hosting account instead of a refund. - Refund Eligibility.
Only first-time accounts are eligible for a refund. For example, if you've had an account with us before, canceled and signed up again, or if you have opened a second account with us, you will not be eligible for a refund. Violations of this Agreement will waive your rights under the refund policy. - Non-refundable Products and Services.
There are no refunds on hardware purchased such as phones, computers, software, administrative fees, and install or setup fees to provide your service. - Cancellation Process.
You may terminate or cancel the Services by giving Voipersmart written notice via the email from the account holder. In such event, you shall be obligated to pay all fees and charges accrued prior to the effectiveness of such cancellation. New accounts (new account does not include a renewed account) less than 15 days old will receive a full refund less setup fees and or applicable taxes. Accounts paid on a monthly basis will receive a refund of prepaid months but no partial month fees shall be refunded. Accounts paid on a annual basis will receive a refund of prepaid years and a partial refund of 50% shall be paid within the first six months of the non-prepaid year and zero dollars after the first six months will be refunded of the non-prepaid year. Any and all setup fees and or applicable taxes will not be refunded. Lastly, refunds are subject to customer not in breach of this Agreement at sole discretion of Voipersmart.
Once we receive your written cancellation from the account holder via email and have confirmed all necessary information with you via email, we will inform you in writing (typically email) that your account has been canceled. Your cancellation confirmation will contain a ticket/tracking number in the subject line for your reference and for verification purposes. You should receive that cancellation confirmation email within 24 hours. If you do not hear back from us, or do not receive the confirmation email within a 24 hours after submitting your cancellation request via email, please contact us immediately via phone at:
1-888-505-0904
We require all cancellations to be done through the account holder's email to (a) confirm your identity, (b) confirm in writing that you are prepared for all of your information will be removed, and (c) document the request. This process aims to reduce the likelihood of mistakes, fraudulent/malicious requests, and to ensure that you are aware that your information, and account may be removed immediately and permanently after a cancellation request is processed.
- Foreign Currencies.
Exchange rate fluctuations for international payments are constant and unavoidable. All refunds are processed in U.S. dollars and will reflect the exchange rate in effect on the date of the refund. All refunds are subject to this fluctuation and Voipersmart is not responsible for any change in exchange rates between the time of payment and the time of refund. - Termination
Voipersmart may terminate your access to the Services, in whole or in part, without notice in the event that: (i) you fail to pay any fees due; (ii) you violate this Agreement; (iii) your conduct may harm Voipersmart or others or cause Voipersmart or others to incur liability, as determined by Voipersmart in our sole discretion; or (iv) as otherwise specified in this Agreement. In such event, Voipersmart shall not refund to you any fees paid in advance of such termination, and you shall be obligated to pay all fees and charges accrued prior to the effectiveness of such termination. Additionally, Voipersmart may charge you for all fees due for the Services for the remaining portion of the then current term.
UPON TERMINATION OF THE SERVICES FOR ANY REASON, USER CONTENT, AND OTHER DATA WILL BE DELETED. - Price Change
Voipersmart reserves the right to change prices or any other charges at any time. We will provide you with at least thirty (30) days notice before charging you with any price change on any annual or longer term plans. It is your sole responsibility to periodically review billing information provided by Voipersmart through the user billing tool or through other methods of communication, including notices sent or posted by Voipersmart.
- Coupons
Discounts and coupon codes are reserved for first-time accounts or first-time customers only. Any account found in violation of these policies will be reviewed by our Sales department and the appropriate charges will be added to the account. Coupon abuse will not be tolerated and may result in the suspension or termination of your account. All coupons and discounts are only valid towards the initial purchase and do not affect the renewal or recurring price.
- Limitation of Liability
IN NO EVENT WILL VOIPERSMART ITS DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF THE SERVICES, OR OTHER MATERIALS ACCESSED OR DOWNLOADED THROUGH THE SERVICES, EVEN IF Voipersmart IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, VOIPERSMART'S LIABILITY TO YOU, OR ANY PARTY CLAIMING THROUGH YOU, FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, IS LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO Voipersmart FOR THE SERVICES IN THE THREE (3) MONTHS PRIOR TO THE INITIAL ACTION GIVING RISE TO LIABILITY. THIS IS AN AGGREGATE LIMIT. THE EXISTENCE OF MORE THAN ONE CLAIM HEREUNDER WILL NOT INCREASE THIS LIMIT. - Indemnification
You agree to indemnify, defend and hold harmless Voipersmart, our affiliates, and their respective officers, directors, employees and agents (each an "Indemnified Party" and, collectively, the "Indemnified Parties") from and against any and all claims, damages, losses, liabilities, suits, actions, demands, proceedings (whether legal or administrative), and expenses (including, but not limited to, reasonable attorney's fees) threatened, asserted, or filed by a third party against any of the Indemnified Parties arising out of or relating to (i) your use of the Services, (ii) any breach or violation by you of this Agreement; or (iii) any acts or omissions by you. The terms of this section shall survive any termination of this Agreement.
- Arbitration
By using the Services, you hereby submit to the exclusive jurisdiction of the American Arbitration Association ("AAA") in connection with any dispute relating to, concerning or arising out of this Agreement. The arbitration will be conducted before a single arbitrator chosen by Voipersmart and will be held at the AAA location chosen by Voipersmart. Payment of all filing, administrative and arbitrator fees will be governed by the AAA's rules, unless otherwise stated in this paragraph. In the event you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Voipersmart will pay as much of your filing, administrative, and arbitrator fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. The arbitration before the AAA shall proceed solely on an individual basis without the right for any claims to be arbitrated on a class action basis or on bases involving claims brought in a purported representative capacity on behalf of others. The Federal Arbitration Act, and not any state arbitration law, governs all arbitration under this paragraph. All decisions rendered by the arbitrator will be binding and final. The arbitrator's award is final and binding on all parties. The arbitrator's authority to resolve and make written awards is limited to claims between you and Voipersmart alone. Claims may not be joined or consolidated unless agreed to in writing by all parties. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named party to the arbitration. If you initiate litigation or any other proceeding against Voipersmart in violation of this paragraph, you agree to pay Voipersmart's reasonable costs and attorneys' fees incurred in connection with our enforcement of this paragraph.
- Independent Contractor
- Governing Law; Jurisdiction
Any controversy or claim arising out of or relating to this Agreement, the formation of this Agreement or the breach of this Agreement, including any claim based upon an alleged tort, shall be governed by the substantive laws of the State of California. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
Voipersmart and User are independent contractors and nothing contained in this Agreement places Voipersmart and User in the relationship of principal and agent, partners or joint venturers. Neither party has, expressly or by implication, or may represent itself as having, any authority to make contracts or enter into any agreements in the name of the other party, or to obligate or bind the other party in any manner whatsoever.
- Disclaimer
Voipersmart shall not be responsible for any damages your business may suffer. Voipersmart makes no warranties of any kind, expressed or implied for the Services. Voipersmart disclaims any warranty of merchantability or fitness for a particular purpose, including loss of data resulting from delays, delivery failures, wrong deliveries, droppd calls, missed calls and any and all service interruptions caused by Voipersmart or our employees.
- Backups and Data Loss
Your use of the Services is at your sole risk. Voipersmart's does periodic backups but cannot guarantee all data to be maintained.
- Limited Warranty
THE SERVICES PROVIDED UNDER THIS AGREEMENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE BASIS." EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION, Voipersmart AND OUR AFFILIATES, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS DISCLAIM ALL WARRANTIES OF ANY KIND, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, FOR THE SERVICES PROVIDED HEREUNDER. Voipersmart AND OUR AFFILIATES, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES (I) THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR FREE OR COMPLETELY SECURE; (II) AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES; OR (III) AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION PROVIDED THROUGH THE SERVICES. Voipersmart AND OUR AFFILIATES, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS ARE NOT LIABLE, AND EXPRESSLY DISCLAIMS ANY LIABILITY, FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM USERS OR STORED BY USERS ON OR THROUGH THE SERVICES. THE TERMS OF THIS SECTION SHALL SURVIVE ANY TERMINATION OF THIS AGREEMENT.
- Disclosure to Law Enforcement
Voipersmart may disclose User information to law enforcement agencies without further consent or notification to the User upon lawful request from such agencies. We cooperate fully with law enforcement agencies.
- Entire Agreement.
This Agreement, including documents incorporated herein by reference, supersedes all prior discussions, negotiations and agreements between the parties with respect to the subject matter hereof, and this Agreement constitutes the sole and entire agreement between the parties with respect to the matters covered hereby.
- Headings.
The headings herein are for convenience only and are not part of this Agreement.
- Changes to the Agreement or the Services
- Voipersmart may modify, add, or delete portions of this Agreement at any time. If we have made significant changes to this Agreement, we will post a notice on the Voipersmart website for at least thirty (30) days after the changes are posted and will indicate at the bottom of this Agreement the date of the last revision. Any revisions to this Agreement will become effective when posted unless otherwise provided. You agree to any modification to this Agreement by continuing to use the Services after the effective date of any such modification.
- Voipersmart reserves the right to modify, change, or discontinue any aspect of the Services at any time.
- Severability
- Waiver
If any provision or portion of any provision of this Agreement is found to be illegal, invalid or unenforceable by a court of competent jurisdiction, the remaining provisions or portions (unless otherwise specified) thereof shall remain in full force and effect.
- Assignment; Successors
No failure or delay by you or Voipersmart to exercise any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or remedy preclude any other or further exercise of any right or remedy. No express waiver of, or assent to, any breach of or default in any term or condition of this Agreement by any party hereto shall constitute a waiver of, or an assent to, any succeeding breach of or default in the same or any other term or condition hereof.
- Force Majeure
You may not assign or transfer this Agreement or any of your rights or obligations hereunder, without the prior written consent of Voipersmart. Any attempted assignment in violation of this Agreement shall be null and void and of no force or effect whatsoever. Voipersmart may assign our rights and obligations under this Agreement, and may engage subcontractors or agents in performing our duties and exercising our rights hereunder, without the consent of User. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.
- Third-Party Beneficiaries
Neither party is liable for any default or delay in the performance of any of its obligations under this Agreement (other than failure to make payments when due) if such default or delay is caused, directly or indirectly, by forces beyond such party's reasonable control, including, without limitation, fire, flood, acts of God, labor disputes, accidents, acts of war or terrorism, interruptions of transportation or communications, supply shortages or the failure of any third party to perform any commitment relative to the production or delivery of any equipment or material required for such party to perform its obligations hereunder.
Except as otherwise expressly provided in this Agreement, nothing in this Agreement is intended, nor shall anything herein be construed to confer any rights in any person other than the parties hereto and their respective successors and permitted assigns. Notwithstanding the foregoing, user acknowledges and agrees that any supplier of a third-party product or service that is identified as a third-party beneficiary in the service description, is an intended third-party beneficiary of the provisions set forth in this Agreement as they relate specifically to its products or services and shall have the right to enforce directly the terms and conditions of this Agreement with respect to its products or services against user as if it were a party to this Agreement.