911 TERMS OF SERVICE
1. 911 Services. For each instance that Customer wishes to provide
automatic location identification (“ALI”) services, Customer shall
notify GlobalPOPs and provide GlobalPOPs with any and all information that is
required by GlobalPOPs to provision ALI services in each requested rate center.
Customer will be required to utilize order forms provided by GlobalPOPs to provide
complete and accurate ALI/911 information to GlobalPOPs. GlobalPOPs will be responsible for
processing these ALI entries and updates to the 911 database on behalf of
Customer. Customer will be
responsible for providing all information necessary to ensure the accuracy of
the ALI and Public Safety Answering Position (“PSAP”) database
updates.
If Customer elects to be responsible for entering
End-User DID/DOD numbers into the relevant emergency databases, then Customer
will indemnify and hold GlobalPOPs harmless from any and all claims, damages,
charges, fees, expenses, penalties, or other costs (including without limitation
reasonable attorney’s fees) arising from the failure of Customer to
maintain accurate database entries for all Customer End Users, or any failure
by Customer to enforce against its End Users the relevant provisions of these TOS.
Regardless of whether Customer elects to make the
emergency database updates or requests that GlobalPOPs perform that function. GlobalPOPs
strongly advises that Customer not allow any number to become active unless the
ALI and PSAP database updates for such number have been completed. Customer
will be responsible for routing any 911 calls made by its End Users during the
interval after a given number is active but prior to the processing and
completion of the 911 database information for that number. Customer
understands that this interval may be significant.
Regardless of whether Customer or GlobalPOPs
performs the emergency database update function, if Customer provides its End
Users any active number prior to confirming that the relevant 911 database
updates have been completed for that number, Customer agrees to indemnify and
hold GlobalPOPs harmless from any and all claims, damages, charges, fees,
expenses, penalties, or other costs (including without limitation reasonable
attorney’s fees) arising from the use of such number(s).
For regions where the Service provides a
native 911 solution, the following limitations apply:
·
In the event of an address geo-coding or MSAG
(“Master Street Address Guide”) validation failure, the error
records can not be processed in real-time; commercially reasonable efforts will
be made to resolve the records in error. There
may be instances that will prevent the correction
of errors, causing delays in provisioning the End Users data into the
provisioning systems. Addresses in error that can not be resolved will be returned to Customer for handling individually with
Customer’s End User.
·
The Service
is predicated on using primary wireline Public Safety Answering
Point (“PSAP”) boundaries
for routing the Service’s emergency calls to the appropriate PSAP. The primary wireline boundary information is collected and is entered
into a database for real-time queries for PSAP boundary lookup. Customer acknowledges that primary
wireline PSAP boundary data may not be
available for the entire United States and that this 911 service is dependent on the PSAPs to provide such information
resulting in the use of wireless PSAP
boundary data to route a VoIP emergency call.
For regions where the Service provides a non-native 911 solution, the
following limitations apply:
·
The Service
uses wireless PSAP boundaries when a primary wireline PSAP boundary is
not available. Therefore, the 24x7 PSAP DN provided to Customer when a
Customer’s End User places an emergency
call may correspond to a PSAP other than the PSAP that would normally
receive wireline emergency calls placed from
the End Users location.
·
Customer’s End User physical service
address and call back number will not be
presented to the PSAP.
·
In the event caller cannot speak, Customer
acknowledges that no information will be provided to the PSAP to contact Customer to obtain information that would
automatically allow them to dispatch
emergency services to caller’s location. Each PSAP’s
internal processes will dictate how the call should or will be handled.
If an address provided for provisioning cannot be recognized by the system and/or can not be geocoded, GlobalPOPs
assumes no liability or responsibility for providing emergency calling services for the telephone number associated with that
address.
For emergency call routing using the Emergency Call Routing Center
(“ECRC”) (i) in the event caller cannot speak or identify his or
her address, (ii) data connectivity between Customer VoIP End User address
database and the ECRC is interrupted, and (iii) Customer’s NOC cannot
provde Customer End User’s location information, Customer acknowledges
that GlobalPop’s backbone service provider(s) has no further ability to
assist the caller and Customer agrees to indemnify and hold harmless GlobalPOPs
from all third party claims arising from such circumstances.
If a 911 call is made from a non-provisioned or improperly-provisioned
telephone number, the call will not be able to be normally and automatically
routed to the correct PSAP. Instead, due to improper address provisioning information,
that 911 may be handled by the backbone provider’s 24/7 Emergency Call
Routing Center (ECRC) in which case a per-call charge will be billed to GlobalPOPs,
and the Customer will be billed for and responsible to pay this ECRC charge.
Customer understands and acknowledges, and commits to
informing its End Users of, the nature and limitation of 911 Emergency Dialing
over the Service.
Customer acknowledges and agrees that GlobalPOPs will not
be liable for any Service outage and/or inability to dial 911 or to access
emergency service personnel due to the characteristics and limitation of the
Service. Customer agrees to defend,
indemnify, and hold harmless GlobalPOPs, its officers, directors, employees,
affiliates, and agents and any other service provider who furnishes services to
Customer in connection with the Service, from any and all claims, losses,
damages, fines, penalties, costs, and expenses (including, without limitation,
reasonable attorney fees) by, or on behalf of, Customer or any third party user
of the Service relating to the failure or outage of the Service, including
those related to 911 Emergency Dialing. Customer acknowledge that GlobalPOPs does
not offer Lifeline service, and that we strongly recommend that Customer always
have an alternative means of making 911 emergency service calls.
2. CPN Translations. Customer understands that all End User calls must he delivered with the
appropriate calling party number (“CPN”) representing the caller’s
actual geographic location. Customer will be responsible for 911 configurations
for all active CPNs. Customer will indemnify
and hold GlobalPOPs harmless from any and all claims, damages, charges, fees,
expenses, penalties, or other costs (including without limitation reasonable
attorney’s fees) arising from the inaccuracy of any information
provided by Customer, or the inadequacy of any procedure or personnel relating
to the activation and implementation or provision of 911 services.
Delivery of
valid CPN is a material obligation of Customer under these TOS. GlobalPOPs
makes no representations or warranties of its ability to successfully complete
calls that are delivered to GlobalPOPs without valid CPN. For outbound calls
other than calls to 911, if Customer does not deliver valid CPN, GlobalPOPs will
use commercially reasonable efforts to complete the call. For calls to 911, if
Customer does not deliver valid CPN, or if Customer delivers valid CPN for
which GlobalPOPs was not responsible for entering into the relevant emergency
databases, GlobalPOPs will not complete the call. Customer will indemnify and hold GlobalPOPs harmless from any and all
claims, damages, charges, fees, expenses, penalties, or other costs (including
without limitation reasonable attorney’s fees) arising from the failure of
Customer to deliver valid CPN for which GlobalPOPs was responsible for entering
into the relevant emergency databases. “Valid CPN” means the
calling party’s actual assigned ten (10)-digit telephone number within
the North American Numbering Plan assigned by GlobalPOPs, excluding special
purpose phone numbers. such as 8XX, 950, 555 and N11.
3. Database Updates. Customer will utilize order
forms provided by GobalPops to provide accurate data required by GlobalPOPs to
complete all updates to the LIDB (“Line Information Database”),
CARE (“Customer Access Record Exchange”), LNP (“Local Number
Portability”), Directory Assistance and any other necessary databases. GlobalPOPs
will invoice Customer for all charges associated with performing these updates
and Customer agrees to pay GlobalPOPs for performing these updates. In regards to LNP, Customer agrees to
complete and verify LNP before updating the 911 database.
4. LIMITATIONS
OF LIABILITY
CUSTOMER AGREES THAT CUSTOMER HAS READ THIS AGREEMENT AND
UNDERSTANDS THE LIMITATIONS OF SERVICE DESCRIBED HEREIN.
EXCEPT IN CASES OF GROSS NEGLIGENCE OR WILLFUL
MISCONDUCT, NEITHER GLOBALPOPS NOR
ITS AFFILIATES, EMPLOYEES, OWNERS, OFFICERS, DIRECTORS, AND AGENTS, AND ANY
OTHER SERVICE PROVIDER WHO FURNISHES SERVICES TO CUSTOMER OR ENABLES IT TO
FURNISH SERVICES TO CUSTOMER OR ENABLE IT TO FURNISH SERVICE TO CUSTOMER IN
CONNECTION WITH THIS AGREEMENT SHALL HAVE ANY LIABILITY TO CUSTOMER ON ACCOUNT
OF ANY ACT OR OMISSION OF GLOBALPOPS. NOTWITHSTANDING THE FOREGOING, IN NO
EVENT SHALL GLOBALPOPS HAVE ANY LIABILITY TO CUSTOMER WHATSOEVER ON ACCOUNT OF
ANY ACT OR OMISSION OF GLOBALPOPS RELATED TO 911 EMERGENCY DIALING. UNDER NO CIRCUMSTANCES WILL CUSTOMER BE
ENTITLED TO ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY
DAMAGES, REGARDLESS OF THE FORM OF ACTION. THE OFFICERS, DIRECTORS, EMPLOYEES,
AGENTS, CONTRACTORS, AND REPRESENTATIVES OF GLOBALPOPS WILL HAVE NO LIABILITY
WHATSOEVER FOR ANY DAMAGES OR MODIFICATIONS TO, OR LOSS OR DESTRUCTION OF, ANY
OF CUSTOMERS SOFTWARE, FILES, DATA, OR PERIPHERALS. FURTHERMORE, IN NO CIRCUMSTANCES WILL THE
AGGREGATE LIABILITY OF GLOBALPOPS OR ITS AFFILIATES ARISING WITH RESPECT TO
THIS AGREEMENT EXCEED THE TOTAL AMOUNTS PAID BY CUSTOMER IN THE TWELVE MONTHS
UNDER THIS AGREEMENT IMMEDIATELY PRECEDING THE CLAIM.
5. WARRANTY
LIMITATIONS
EXCEPT FOR THE LIMITED WARRANTY SET FORTH IN THE
MATERIALS ACCOMPANYING ANY EQUIPMENT FURNISHED BY GLOBALPOPS, GLOBALPOPS MAKES
NO WARRANTIES OF ANY KIND REGARDING THE SERVICE, EQUIPMENT, OR ANY OTHER
EQUIPMENT AND EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTIES, INCLUDING ANY
WARRANTIES OF MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR
NON-INFRINGEMENT, OR ANY WARRANTIES THAT THE SERVICE WILL MEET CUSTOMER
REQUIREMENTS. WE ALSO MAKE NO
WARRANTY THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE. WE DO NOT AUTHORIZE ANYONE, INCLUDING,
BUT NOT LIMITED TO, EMPLOYEES, AGENTS, OR REPRESENTATIVES, TO MAKE A WARRANTY
OF ANY KIND ON OUR BEHALF AND CUSTOMER SHOULD NOT RELY ON ANY SUCH STATEMENT.
6. DISPUTE
RESOLUTION BY BINDING ARBITRATION
IT IS IMPORTANT THAT CUSTOMER READS THIS ENTIRE SECTION
CAREFULLY. THIS SECTION PROVIDES
FOR RESOLUTION OF DISPUTES THROUGH FINAL AND BINDING ARBITRATION BEFORE A
NEUTRAL ARBITRATOR INSTEAD OF IN A
COURT BY A JUDGE OR JURY OR THROUGH A CLASS
ACTION.
Any dispute or claim between Customer and GlobalPOPs arising
out of or relating in any way to the Service or the Equipment provided in
connection with this Agreement shall be resolved by arbitration before a single
arbitrator administered by the American Arbitration Association in accordance
with its Commercial Arbitration Rules. The arbitrator’s decision shall be
final and binding. In conducting
the arbitration and making any award, the arbitrator shall be bound by and
strictly enforce the terms of this Agreement and may not limit, expand, or
otherwise modify its terms. Without
limiting the foregoing, the parties agree that no arbitrator has the authority
to award relief in excess of what this Agreement provides.
NO DISPUTE MAY BE JOINED WITH ANOTHER LAWSUIT, OR IN AN
ARBITRATION WITH A DISPUTE OF ANY OTHER PERSON, OR RESOLVED ON A CLASS-WIDE
BASIS. THE ARBITRATOR MAY NOT AWARD
DAMAGES THAT ARE BARRED BY THIS AGREEMENT, INCLUDING PUNITIVE OR EXEMPLARY
DAMAGES. CUSTOMER WAIVES ANY CLAIMS
FOR AN AWARD OF DAMAGES THAT ARE EXCLUDED UNDER THIS AGREEMENT.
The arbitration shall be conducted in English in Allegheny County, Pennsylvania
and judgment on the arbitration award may be entered into any court having
jurisdiction thereof. Either Customer
or GlobalPOPs may seek any interim or preliminary relief from a court of
competent jurisdiction in Pittsburgh,
Pennsylvania necessary to protect
the rights or property of Customer or pending the completion of arbitration.
CUSTOMER ACKNOWLEDGES THAT THIS ARBITRATION PROVISION
CONSTITUTES A WAIVER OF ANY RIGHT TO A JURY TRIAL.
7. MISCELLANEOUS
A. General Provisions. These
TOS do not provide any third party, including, without limitation,
Customer’s End Users, with a remedy, claim, or right of reimbursement. These TOS, and all other aspects of the
use of the Service and the website, shall be governed by and construed in
accordance with the laws of the Commonwealth
of Pennsylvania, without
regard to its choice of law rules. This
governing law provision applies no matter where Customer resides, or where Customer
uses or pays for the Service. These
TOS constitute the entire agreement between us regarding the subject matter
hereof and supersede all prior agreements, understandings, statements, or
proposals concerning the Service, including representations, whether written or
oral. No written or oral statement,
advertisement, or service description not expressly contained in these TOS will
be allowed to contradict, explain, or supplement it. Neither Customer nor GlobalPOPs is
relying on any representations or statements by the other party or any other
person that are not included in these TOS. If any provision in these TOS are found
to be invalid or unenforceable, the remaining provisions shall remain in full
force and effect.
B. Force Majeure. GlobalPOPs
will not be responsible to Customer for any delay, failure in performance,
loss, or damage due to fire, explosion, power blackout, earthquake, volcanic
action, flood, the weather elements, strike, embargo, labor disputes, civil or
military authority, war, acts of God, acts or omissions of carriers or GlobalPOPss,
acts of regulatory or governmental agencies, or other causes beyond our
reasonable control.
C. Privacy. The Service
utilizes, in whole or in part, the public Internet and third party networks to
transmit voice and other communications. GlobalPOPs is not liable for any lack of
privacy which may be experienced with regard to the Service
D. Survival. The
provisions of these TOS relating to indemnification (including those relating
to 911 Emergency Dialing), limitations on liability, warranty limitations,
billings, and Customer’s obligations to pay for the Service provided,
including any additional usage charges, shall survive any termination of this
Agreement or termination of the Service indefinitely.
E. Non-Waiver. Failure
by GlobalPOPs to insist upon strict performance of any terms or conditions of
these TOS or failure or delay to exercise any rights or remedies provided
herein or by law shall not release Customer from any of the warranties of
obligations of these TOS, and shall not be deemed a waiver of any right of to
insist upon strict performance hereof or any of its rights and remedies.
F. Changes to the TOS. GlobalPOPs
may change the TOS from time to time. Any changes will be posted at the Terms
of Service section of the GlobalPOPs website, currently located at www.GlobalPOPs.com.
Notice will be considered received
by Customer and any such changes will become binding and effective on the date
the changes are posted to the website, except as otherwise provided for in these
TOS, when GlobalPOPs will comply with the notice commitments described above. IF CUSTOMER CONTINUES TO USE, OR PAY FOR
THE SERVICE AFTER ANY CHANGES IN THE PRICES, CHARGES, TERMS, OR CONDITIONS, CUSTOMER
AGREES TO THE CHANGES. Any current
TOS as posted supersedes all previously agreed to electronic and written terms
of service.