Terms and Conditions

Effective As Of May 1, 2005 Until Replaced

Thanks for choosing to connect with V-Global Communications. These terms and conditions are part of your agreement with V-Global Communications for local toll, in-state, and state-to-state enhanced long distance services (Services) using a telephone, cellular phone, pay phone or fax machine. As you will be subject to the most current version of the terms and conditions relating to your services, please visit our website at www.V-Global.net. If you registered for Services before the effective date of these terms and conditions, these terms and conditions (Terms) replace and supersede any previous terms and conditions. If you have questions about your Services, contact us via our Web site at www.V-Global.net.

Agreement The Services are provided to you by V-Global Communications (collectively, us,we,our or V-Global Communications). The Terms, the service and rate plan we agree to provide you (Service Plan) and any applicable federal and state law (collectively, Applicable Laws) are the agreement between you and us for Services (this Agreement). If there is a conflict, Applicable Laws control over the Service Plan and the Terms, and the Service Plan controls over the Terms. You accept this Agreement when the first of the following occur: (1) you register for Services or attempt to use our Services (including, without limitation, attempting to place a call using the Dialer, or dialing directly from a telephone, cellular phone or pay phone using an access number that we may have provided to you), and (2) you authorize us to accept a credit card or debit card payment.

Provision of Service Your purchase of Services does not mean that we must provide Services to you. We may not have Services available in your region or otherwise decide not to provide Services to you for any lawful reason. We may request that you provide us with any information we reasonably require to determine whether you qualify for Services. We reserve the right to deny or terminate service to you at any time and for any reason.

Not a Replacement for Basic Service None of the Services replace your basic telephone service or access for 411 or 911 services. You must maintain basic telephone service with your local telephone company to use the Services. If you are subject to a local metered calling plan with your local telephone company, you may be charged for local calls by your local telephone company, including the calls made by the Dialer device or to an access number to access the Services.

Changes to Agreement We may change this Agreement at any time (but see Service Plans). Any changes to the Terms are effective when we post new Terms on our Web site at www.V-Global.net. Changes to Applicable Laws are effective as provided in the Applicable Laws. If you use our Services or make any payment to us on or after the effective date of the changes, you accept the changes. If you do not accept the changes, you may terminate Services (but see Termination; Changing Service Plan). For purposes of the Agreement, use includes keeping the right to access the Network by not terminating Services. You may not modify the Agreement except for your Service Plan (see Termination; Changing Service Plans).

Service Plans You are registered for a month-to-month Service Plan (Non-Term Service Plan). Your Service Plan is based on a fixed dollar amount of usage. The Service Plan for which you qualify and are registered is determined at the time of registration. We may offer non-identical Service Plans to different individuals or entities. Services and coverage under some Service Plans may be more limited than under other Service Plans. Your Service Plan sets out the charges for Services and is your Service Plan until that Service Plan is changed, you switch to a different Service Plan, you are switched to a different Service Plan by us because you no longer qualify for the originally selected Service Plan or your Services terminate. Your Service Plan may require that you make a deposit, prepayment, or a series of deposits or prepayments, or be subject to an account spending limit, before Services are activated or maintained.

Changes to Service Plan You may change to a different Service Plan offered by us for which you qualify by contacting us. Any change is effective as specified by us at the time that you place your change order.

Use of Services and Equipment; Availability You must be at least 18 years old to register for our Services. We may require you to provide proof of your age and identity. Services and the Dialer device may not be used for any unlawful, fraudulent or abusive purpose, and by requesting Services, you agree that you will not use Services and the Dialer device in any unlawful, fraudulent or abusive manner. If you are using a Dialer device for the use of Services, you may only use the Dialer device on the telephone line designated by you and accepted by us. Services are available only in the regions in the United States designated by us. Coverage and quality of Services may be affected by conditions beyond our control. We do not guarantee that there will be no interruptions or delays in Services. Your Dialer device will not function properly or allow you to make calls on any other companys telephony network.

Number We assign an access number (Number) to you in order for you to the use the Services. If you use the Services through a Dialer device, the Number is programmed automatically into the Dialer device during the activation process. If you do not use the Dialer device to use the Services, we may provide to you the Number in the registration process. We may change the Number by giving you prior notice. You do not own the Number. You may not (1) modify the Number we program into your Dialer device, if you use a Dialer device, (2) use the number on any other equipment, or (3) transfer the Number to any other individual or entity. When using a toll free access number additional per minute charges apply. See rate plan descriptions at www.V-Global.net for more information.

Charges; Credit Cards You are responsible for paying all charges to your account, including but not limited to monthly recurring charges, and any taxes, surcharges, fees, assessments, or recoveries determined by us to be imposed on you or us as a result of use of the Service on your account or the purchase of equipment. If you subscribe to or activate Service on behalf of another but were unauthorized to do so, you will be personally responsible for all charges to the account and will be fully bound by this Agreement as though you had activated Service on your own behalf.

You have authorized payment by credit card or debit card and your credit card or debit card will be automatically credited/debited at the designated time for the full payment due on your account and no additional notice or consent will be required for billings to that credit card, debit card or account.

No additional notice or consent is required before we invoice your credit card or debit the account for all amounts due to us. We will notify you of any limits that we impose. If such limits are placed on your account, you may be required to pay for Service with a valid major credit card or debit card. If your card is a combination credit card/debit card, you authorize us to use it as a credit card. You also agree to indemnify us for any claims or expenses resulting from you providing a debit card instead of a credit card. YOU AGREE THAT WE MAY CHARGE YOUR CREDIT CARD OR DEBIT CARD FOR SERVICE USAGE. THIS PRACTICE MAY RESULT IN YOUR CREDIT CARD OR DEBIT CARD BEING CHARGED MORE THAN ONCE. If your credit card or debit card is declined, is invalid or payment is not made by the issuer of your credit card or debit card at the time that a charge is attempted, you will not be able to use the Service until your account is paid in full. We may change the rules governing this payment option.

Invoicing You will not receive a written invoice from us but may look at your charges and call detail at www.V-Global.net.

Late Payment Charges Any payment for Services and equipment not made when due accrues late charges until paid at the rate of 2.0% per month (or at the maximum rate allowed by Applicable Laws, if less). Late charges are prorated daily for each day that payment is past due, but are not compounded monthly. Acceptance of late or partial payments (even if marked paid in full) does not waive our right to collect all amounts that you owe us.

Disputed Charges You must raise any dispute that you have about any charges invoiced to you within 15 days of the date of the charge to you (or within any longer period required by Applicable Laws). You may notify us of any dispute by contacting V-Global Communications Customer Care by telephone or e-mail. Calls to our sales or general business offices are not notice of a dispute. You do not have to pay any properly disputed amounts while we investigate them; however, you must pay amounts not in dispute by the due date. If disputed invoice procedures are described on the invoice, you must follow them.

Termination You may terminate Services at any time by giving us notice and we may terminate Services at any time, with or without notice (subject to this Agreement). We may, without liability to you, terminate Services to you prior to you receiving notice of termination (if we give any notice). Termination by either of us may be with or without cause. You must pay all charges for (1) Services provided before termination and (2) equipment, regardless of who terminates Services. We may terminate or suspend Services to you without liability (1) if you breach any provision of this Agreement (including if you fail to pay any charges for Services) or (2) if you fail to pay any charges due us for equipment or otherwise. If you promptly cure the breach, we may, but are not obligated to, reactivate Services to you.

Taxes and Other Governmental Levies We invoice you for taxes, tax-like fees and other charges levied by federal, state or local authorities, or foreign government on Services, or mandated to be paid in proportion to receipts from telecommunications services provided, or on sales of equipment (except for taxes based on our net income), if we pay these taxes or other mandated charges directly. Taxes, tax-like fees and charges not directly paid by us are not invoiced to you, but payment to the taxing or levying authority of any applicable taxes, tax-like fees and charges due from you are your responsibility. If you claim any tax exemption, you must provide us with a valid tax-exempt document. Any tax exemption applies only from the date we receive a valid tax-exempt document.

Dialer and Other Equipment Dialer devices and other equipment may be purchased and returned as provided in the purchase documents. We are not the manufacturer of the Dialer devices or other equipment and the only warranties on the Dialer devices or other equipment are any limited warranties extended by the manufacturers. We have no liability in connection with the Dialer devices and other equipment or for the manufacturers acts or omissions, or both.

Lost or Stolen Equipment If your Dialer device or other equipment is lost or stolen, you must notify us by contacting V-Global Communications Customer Care. You are responsible for all charges for Services provided to the Number for the lost or stolen equipment before you notify us of the loss or theft. We will deactivate Services to the Number upon notification to us of any loss or theft. You may be required to provide evidence of the loss or theft (e.g., a police report or affidavit). If the equipment is later found, we may require that you exchange it for another phone or other equipment before we reactivate Services (if we do reactivate Services), as well as require you to pay a reactivation fee. We will deactivate Services to any Number without prior notice to you if we suspect any unlawful or fraudulent use of the Number. You agree to reasonably cooperate with us in investigating suspected unlawful or fraudulent use.

Pay-Per-Call Service We will not complete calls from your Number to 900, 976 and similar numbers for pay-per-call services.

Non-Continental United States Calling On certain Service Plans, you will be able to make calls from your Number to destinations outside the Continental United States. Without exception, on all of our Service Plans, calls to Alaska, Hawaii, all other territories of the United States, Canada, Mexico, and all other international locations are charged at premium rates over the published Continental United States rates in our Service Plans. The current rates for non-Continental United States calling and the international locations to which you may place calls are available at www.V-Global.net or by contacting V-Global Communications Customer Care. The current rates for non-Continental United States calling and terms and conditions of use thereof are incorporated into this Agreement and our Service Plan.

Limitation of Liability Except as otherwise provided in this section, our sole liability to you for any loss or damage arising out of providing or failing to provide Services (including mistakes, omissions, interruptions, delays, errors, or defects) does not exceed (1) in cases related to an Dialer device or other specific piece of equipment, the charge for Services to the piece of equipment during the affected period, or (2) in cases not related to an Dialer device or other specific piece of equipment, the charges for Services to you during the affected period. We are not liable for any damage arising out of or in connection with: (a) any act or omission of any VoIP or telecommunication service provider other than us; (b) any directory listing; (c) any dropped calls; (d) any interruption of Services, including interruptions caused by equipment or facilities failure or shortages, transmission limitations or system capacity limitations; (e) traffic or other accidents; (f) any late or failed message delivery; (g) any interruption or failure of 911 or E911 emergency services or identification of the Number, address or name associated with any person accessing or attempting to access emergency services from your phone; (h) the installation or repair of any products or equipment by parties who are not our authorized employees or agents; (i) events due to factors beyond our control, including acts of God (including, without limitation, weather-related phenomena, fire or earthquake), war, riot, strike, or orders of governmental authority; (j) any use of Services not authorized by you; or (k) your negligent or intentional act or omission. UNDER NO CIRCUMSTANCES ARE WE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES OF ANY NATURE WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH PROVIDING OR FAILING TO PROVIDE SERVICES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOSS OF BUSINESS, OR COST OF REPLACEMENT PRODUCTS AND SERVICES. This section survives termination of this Agreement.

Indemnification You indemnify and defend us, our partners, directors, officers, employees and agents from and against any claim, action, damage, liability and expense arising out of or in connection with: (1) your acts or omissions that occur in connection with your use of the Services or equipment used in connection with the Services, or (2) any communications you make or receive using the Services. This indemnification extends to and includes any reasonable attorneys fees and costs incurred by us arising from any actions or claims to which this indemnification applies, or from contesting the applicability of this provision. This section survives termination of this Agreement.

DIALER PRODUCT LIMITED WARRANTY Manufacturer provides a 90 Day Limited Warranty on the product for use in accordance with the product directions and covers defects in workmanship and functionality of the product except for ordinary wear and tear or misuse and does not cover damages caused by accident, power surges, other hazards or acts of God. This Limited Warranty runs 90 days from the date of purchase and does not extend beyond the original purchaser. The Limited Warranty does not cover defects caused by modification, alteration, repair or attempted service by anyone other than the manufacturer, physical abuse to or misuse of the product or operation of it in any manner contrary to the accompanying product directions. THIS LIMITED WARRANTY IS PROVIDED IN LIEU OF ANY OTHER WARRANTIES, OBLIGATIONS OR LIABILITIES EXPRESSED OR IMPLIED INCLUDING BUT NOT LIMITED TO ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. Under no circumstances shall the manufacturer be liable to the purchaser or any other person for any special or consequential damages, whether arising out of breach of warranty or otherwise. Some states do not allow for the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you. This warranty gives you specific legal rights, and you may also have other rights, which vary from state to state

Waiver of Trial by Jury YOU AND WE EACH WAIVE OUR RESPECTIVE RIGHTS TO A TRIAL BY JURY OF ANY AND ALL CLAIMS OR CAUSES OF ACTION (INCLUDING COUNTERCLAIMS) RELATED TO OR ARISING OUT OF THIS AGREEMENT BROUGHT BY EITHER ONE OF US AGAINST THE OTHER. EACH OF US AGREES THAT ANY CLAIM OR CAUSE OF ACTION WILL BE TRIED BY A COURT TRIAL WITHOUT A JURY. THIS WAIVER APPLIES TO THIS AGREEMENT AS AMENDED OR MODIFIED. THIS SECTION SURVIVES TERMINATION OF THIS AGREEMENT.

Notices You may get our current address for written notice by calling V-Global Communications Customer Care. Written notice is deemed delivered 3 days after deposit in the U.S. mail, postage prepaid, and properly addressed. Unless required by this Agreement or Applicable Laws, (1) you may notify us by calling V-Global Communications Customer Care, and (2) we may notify you by leaving a message for your answering machine or with your answering service or by sending you an email to the email address on record for you. Notice addresses may be changed by giving notice as provided in this section.

Customer Proprietary Network Information (CPNI) Consent Consent Under federal law, you have a right, and we have a duty, to protect the confidentiality of information about the amount, type and destination of your Service usage (CPNI). Where permitted by law or regulation to consent in this manner, you consent to us sharing your CPNI with us, its affiliates, agents, contractors and other third party vendors and service providers, to develop or bring to your attention any products and Services, unless you tell us that you do not want us to use your CPNI. This consent survives the termination of your Service and is valid until you remove it. To remove this consent now or at any time, notify us in writing at the address designated in this Agreement or contact V-Global Communications Customer Care, providing your (1) name, (2) home address, (3) home telephone number including area code, (4) number including area code, (5) service billing address, and (6) service account number. Removing consent will not affect your current Service.

Use of Your Subscriber Information As we provide Services to you, we develop (1) information about the quantity, technical configuration, type, destination and amount of the Services you use and (2) invoicing information (collectively, Subscriber Information). We may use your Subscriber Information for purposes of marketing and selling services related to our existing total Services offering to you and other services and products in which we believe you may have an interest.

Choice of Law; Jurisdiction This Agreement is governed by and construed under the laws of the state of California without regard to choice of law principles. You agree to submit yourself to the personal jurisdiction of the courts of the state of California. You agree that all claims between you and us related to this Agreement will be litigated individually and that you will not consolidate or seek class treatment for any claim, unless previously agreed to in writing by both of us.

General If either of us does not enforce any right or remedy available under this Agreement, that failure is not a waiver of the right or remedy for any other breach or failure by the other party. Our waiver of any requirement in any one instance is not a general waiver of that requirement and does not amend this Agreement.

Agreement If any part of this Agreement is held invalid or unenforceable, that part is interpreted consistent with Applicable Laws as nearly as possible to reflect the original intentions of the parties and the rest of this Agreement remains in full force and effect. Section headings are for descriptive purposes only and are not used to interpret this Agreement. You may not assign this Agreement to any other person or entity without our prior written approval. This Agreement (including any referenced documents and attachments) makes up the entire agreement between you and us and replaces all prior written or spoken agreements, representations, promises or under-standings between you and us. The provisions of this Agreement that are contemplated to be enforceable after the termination of this Agreement survive termination of this Agreement. Copyright 2005 V-Global Communications. All rights reserved.