US-TELECOM, INC.

P.O. Box 970, La Verne, CA 91750

P: 800.217-9437 ◘ F: 626.205.1133

 

MAINTENANCE AGREEMENT TERMS AND CONDITIONS

 1.   MAINTENANCE SERVICES:  US-Telecom, Inc. agrees to furnish all necessary service, including parts and labor, to maintain the Equipment in good working condition.  US-Telecom, Inc. agrees to dispatch qualified technicians to the Equipment Location within three (3) hours, twenty-four (24) hours a day, seven (7) days a week after receiving notification of a Major Interruption of Service.  “Major Interruption of Service” for purposes of this Agreement shall be defined as no incoming or outgoing telephone service, or no station to station service within Customer’s Equipment system, Routine service requests will be responded to within twenty-four (24) hours of the Customer’s request between the hours of 8:00 a.m. and 5:00p.m., Monday through Friday, Holidays excluded.  Routine service requests for purposes herein is defined as any service call necessary to correct any other Equipment malfunction including but not limited to, repair of telephone instruments and other station equipment, distributor and house cabling which are malfunctioning or out of service.  US-Telecom, Inc. agrees to replace or repair necessary parts without additional charge.  Maintenance parts will be furnished on an exchange basis, and the replaced parts become the property of US-Telecom, Inc. Replacement parts may include reconditioned parts.  Service provided under this Agreement does not assume uninterrupted operation.

2.  EXCLUDED SERVICES:  Maintenance service under this Agreement does not include repair or service resulting from or required as a result of;  (1) neglect, theft, misuse or accidental damage of the Equipment;  (2) alterations or modifications to the Equipment performed by other than         US-Telecom, Inc.; (3) the failure of Customer to provide and maintain a suitable installation environment with all the facilities prescribed by US-Telecom, Inc. (including but not limited to proper electrical power, air conditioning or humidity control;  (4) the use of the supplies or materials not meeting US-Telecom, Inc. specifications;  (5) the use of the Equipment or other than the purposes for which it was designed; or;  (6) electrical work external to the Equipment or service connected with Equipment relocation, reconfiguration or additions.

3.  ADDITIONAL SERVICES:  If persons other than authorized US-Telecom, Inc. representatives perform maintenance or repair to the Equipment, and US-Telecom, Inc. is required to restore the Equipment to good operating condition by reason thereof, or if the Customer requests service outside the scope of this Agreement, such repair of service will be furnished at US-Telecom, Inc. applicable rates for time and material than in effect.

4.  EQUIPMENT ACCESS:  In performance of all these services, US-Telecom, Inc. shall have, and the Customer hereby grants, full and unrestricted access to the premises on which the Equipment is located. US-Telecom, Inc. responsibility for repair shall be limited to the Customer’s side of interconnecting devices connecting the Equipment to the telephone system operated by the utility service, or in the absence of interconnecting equipment, to the Customer’s side of the point of connection between Customer’s Equipment and utility service.

5.  TAXES:  In addition to the charges due under this Agreement, the Customer agrees to pay amounts equal to any taxes resulting from this Agreement, or any activities hereunder, exclusive of taxes based upon US-Telecom, Inc. net income.

6.  TERM; RENEWAL:  The term of this Agreement shall commence on the effective date set forth on the face of this Agreement and shall continue for a period of One (1) year.  This Agreement is renewable at the discretion of US-Telecom, Inc.

 

7.  ADDITIONAL EQUIPMENT:  If equipment is added to the Equipment set forth on the face of this Agreement by execution of a Schedule by authorized representatives of US-Telecom, Inc. and Customer, a new monthly rate will be computed, after its warranty period, to take into account the cost of servicing and maintaining the equipment added.

8.  LIMITATION OF LIABILITY:  In the performance of this Agreement, US-Telecom, Inc. shall be liable only for the expenses of providing routine repair and maintenance service.  Further, no liability will arise if the performance of such service is prevented by described government emergencies, civil disturbance, strikes, or other causes beyond US-Telecom, Inc. control.  Customer agrees that neither US-Telecom, Inc., its agents or employees shall be liable for any loss or damage to the Equipment or other property or injury or death of the Customer’s agents, employees or customers arising in connection with the maintenance services provided by US-Telecom, Inc. under this Agreement unless such loss, damage, injury or death results solely from the gross negligence or willful misconduct of US-Telecom, Inc. officers, its agents or employees.

IN NO EVENT SHALL US-Telecom, Inc., ITS AGENTS, OR EMPLOYEES, BE LIABLE FOR INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY LOSS OF BUSINESS, DAMAGE, OR EXPENSE DIRECTLY OR INDIRECTLY ARISING FROM CUSTOMER’S INABILITY TO USE THE EQUIPMENT EITHER SEPARATELY OR IN COMBINATION WITH ANY OTHER EQUIPMENT OR FROM ANY OTHER CAUSE)

9.  ENTIRE AGREEMENT:  The provisions contained in the Agreement constitute the entire Agreement by and between the Customer and US-Telecom, Inc. and all prior discussions or agreements, whether oral or written, are incorporated within US-Telecom, Inc. is not bound by any representatives or inducements not set forth herein.

10.  GENERAL: This agreement may not be amended except in writing, and signed by a duly authorized officer of both parties. Any attempt to assign or transfer any of the rights, duties, or obligations herein shall render such attempted assignment or transfer null and void. THIS IS A SOLICITATION FOR AN ORDER OF GOODS OR SERVICES, OR BOTH, AND NOT A BILL, INVOICE OR STATEMENT OF ACCOUNT DUE. YOU ARE UNDER NO OBLIGATION TO MAKE ANY PAYMENTS ON ACCOUNT OS THIS OFFER UNLESS YOU ACCEPT THIS OFFER. By remitting payment you are accepting this offer.

Any attempt to assign or transfer any of the rights, duties, or obligations herein shall render such attempted assignment or transfer null and void.

The laws of this state shall in all respects govern this agreement.  The parties hereby agree that any dispute relating to the services hereunder shall be subject to the courts

of appropriate jurisdiction.

US-Telecom, Inc. reserves the right to withhold without liability, but with prior written notice, any services authorized by the Customer under this Agreement if the Customer is delinquent in payment for any service, and to change the credit terms herein when, in US-Telecom, Inc. opinion, the financial condition of previous payment record of the Customer so warrants.

In the event of any proceedings, voluntary or involuntary, in bankruptcy or insolvency by or against the Customer, or in the event of the appointment, with or without the Customer’s consent, of an assignee for the benefits of creditors, or of a receiver, US-Telecom, Inc. failure to exercise any of its right hereunder shall not constitute or be deemed a waiver or forfeiture of such rights.

Stenographic, typographical, and clerical errors are subject to correction.

Any notices required to be given hereunder shall be given in writing at the address of each party set forth below or to such other address as either party may substitute by written notice to the other.

Customer represents that Customer is the owner of the Equipment specified under this Agreement, or, if not the owner, has authority from the owner to include the Equipment under this Agreement.