LineOne^™ TERMS & CONDITIONS

These Terms and Conditions constitute the agreement (“Agreement”) between LineOne, LLC (formerly GreenSky.io, LLC) and the user of LineOne^TM business services and any related products or services (“Service”).This Agreement governs both the Service and any devices, such as IP phone, Multimedia Terminal Adapter, Paging Interface, Switch, Router or any other IP connection device (“Device” or “Equipment”), used in conjunction with the Service. If you purchase or rent Equipment from LineOne^TM, you are a “CUSTOMER” for purposes of this Agreement.

BY ACTIVATING OR USING THE SERVICE, YOU REPRESENT THAT YOU ARE OF LEGAL AGE TO ENTER INTO THIS AGREEMENT AND THAT YOU HAVE READ, UNDERSTAND AND FULLY ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT.

EMERGENCY SERVICES – 911 DIALING

E911 Dialing Service. Phones installed with LineOne^TM Service may NOT be able to contact emergency personnel by dialing 911. Alternatively, a “POTS” line (conventional telephone line) or cell phone can be used to access 911 service. If a “POTS” line is not available on site and a Device is using LineOne^TM Service, the caller must give the 911 dispatcher the physical address they need to dispatch; otherwise, the connected call to 911 may produce the physical address where the telephone was originally installed, not the address where the phone is in use. It is the Customer’s responsibility to educate its employees and End Users on these limitations and should place 911 disclaimer stickers on each Device if Customer deems necessary. LineOne^TM will not be liable for any damages, expenses, liabilities, risks, or harms arising out of or related to the Service provided through this Equipment.

Registration of Physical Location Required. If the Device is moved to another location, you must notify LineOne^TM of the new location. If the Device is not registered with the new address, any 911 calls may be sent to an emergency center near the old location. For 911 dialing purposes, you may only register one location at a time for each extension (or user) on the Service.

Disclaimer of Liability and Indemnification. LineOne^TM does not have control over whether, or the way, 911 calls are answered or addressed by local emergency response centers and/or the national emergency calling center. Neither LineOne^TM, nor its affiliates, managers, officers or employees may be held liable for any claim, damage, or loss, and you hereby waive all such claims or causes of action, arising from or relating to 911 emergency calling unless such claims or causes of action arose from our gross negligence or recklessness or willful misconduct. Customer shall defend, indemnify, and hold harmless, LineOne^TM , its managers, officers, directors, employees, affiliates and agents and any other service provider who furnishes services to you in connection with the Service, from any and all claims, losses, damages, fines, penalties, costs and expenses (including, without limitation, attorney’s fees) by, or on behalf of, Customer or any third party, relating to the absence, failure or outage of the Service, including 911 dialing, incorrectly routed 911 calls, and/or the inability of any user of the Service to be able to call 911 or access emergency service personnel.

SERVICE OUTAGES

Power Failure or Disruption. In the event of a power failure or interruption of power supply, the Service, including 911 dialing, will not function until power is restored. Following a power failure or disruption, you may need to reset or reconfigure the Device prior to utilizing the Service, including 911 dialing.

Internet Outage or Disruption of Broadband Service or ISP Service. Service outages or suspensions or terminations of service by your broadband provider or Internet Service Provider (ISP) will prevent all Service, including 911 dialing, from functioning.

Suspension or Termination of LineOne^TM Account. Service outages due to suspension or termination of your account will prevent all Service, including 911 dialing, from functioning.

ISP or Broadband Provider Blocking of Ports or Other Acts. Your ISP or broadband provider or other third party may intentionally or inadvertently block the ports over which the Service is provided or otherwise impede the usage of the Service. It is the Customer’s responsibility to notify LineOne^TM, and we will attempt to work with you and the third party to resolve the issue. During the period that the ports are being blocked or your Service is impeded, and unless and until the blocking or impediment is removed or the blocking or impediment is otherwise resolved, your Service, including the 911 dialing, may not function. Customer acknowledges that LineOne^TM is not responsible for the blocking of ports by your ISP or broadband provider, and any loss of service, including 911 dialing, which may result. In the event you lose Service as a result of blocking of ports or any other impediment to your usage of the Service, you will continue to be responsible for payment of the Service charges unless and until you terminate the Service in accordance with this Agreement.

Other Service Outages. If there is a Service outage for any reason, such outage may prevent all Service, including 911 dialing, from functioning. Such outages may occur for various reasons, including, but not limited to, those reasons described in this Agreement.

SERVICE

Term and Automatic Renewal. The Term of this Agreement commences on the date that LineOne^TM activates your Service and continues until all Services provided under this Agreement have been permanently discontinued. This Agreement shall be automatically renewed for (1) one year at LineOne’s then current rates and will be renewed annually thereafter, unless terminated by either party with 30 days advance written notice prior to the expiration of the then current term. Upon renewal, the terms and conditions of the then current LineOne^TM website posted Agreement (https://line.one/terms-conditions) shall replace and apply to any such renewal term.

Out of Contract Fee. Should Customer provide a 30-day written notice to not automatically renew contract nor sign a new contract, a 10% “Out-of-Contract Fee” will be added to monthly recurring charges until services have been disconnected or a new contract has been signed.

Early Termination Penalties. Should Customer choose to terminate contract prior to expiration date, Customer will be charged a termination fee, remaining monthly charges of the then current Term, any waived installation fees, and difference in charges if LineOne^TM provided any discounted Service in “good faith” during current Term. Expiration of the Term or termination of Service will not excuse Customer from paying all accrued and unpaid charges due under this Agreement.  Should Customer terminate contract prior to Services beginning and/or before telephone numbers are ported to LineOne^TM, Customer will be responsible for a minimum of one (1) month service charge, port cancellation fees, and restocking fees on equipment.

Reduction of Services. Customer is allowed to reduce Services up to 20% of current total or 20% of original contract total whichever is lesser.  Reduction of Services can only be requested 2 times per calendar year.

Use of Service and LineOne^TM Devices. You are prohibited from using the Service or the Device for auto-dialing, continuous or extensive call forwarding, telemarketing (including, without limitation, charitable or political solicitation or polling), fax or voicemail broadcasting or fax or voicemail blasting. We reserve the right to immediately terminate or modify your Service if we determine, in our sole and absolute discretion, that you have at any time used the Service or the Device for any of the aforementioned or similar activities.

Exclusions from Agreement. This agreement covers failure of the system caused by normal wear and tear and does not cover other failures including but not limited to acts of God, repairs or alterations by anyone other than LineOne, theft, accident, misuse in violation of manufacturer's instructions, non-compliance with environmental requirements, abuse, fire, wind, flood, or lightning. You are strongly encouraged to verify that your insurance policy covers your communications equipment against lightning.

VoIP Disclaimer. Call quality and expectations cannot be guaranteed without a full pre- deployment Network Assessment of all locations involved. LineOne^TM Service shall be available to Customer from at least two geo-diverse co-location facilities (currently hosted in Dallas, Texas and New York, New York). Up-time of the Service does not guarantee overall quality to the End-User. Customer and/or Customer’s End-User is ultimately responsible for the quality of the last mile Internet connection which is primarily determinative of the quality of service the End-User will experience. Bandwidth per simultaneous call is required for VoIP functionality. LineOne^TM recommends 115K (Minimum 29K).

Royalty Rights. LineOne^TM provides Music-On-Hold to its customers at no extra charge and owns all royalty rights. Should Customer upload any Music via the LineOne^TM portal, Customer MUST notify LineOne^TM and provide Royalty Rights of music and/or talent.

Number Transfer on Service Termination. Upon termination of Service, LineOne^TM will release Customer’s telephone numbers to new service provider if:

• such new service provider is able to accept such number;
• Customer account has been properly terminated;
• Customer account is completely current, including payment for all charges and applicable termination fees; and
• proper request to transfer numbers upon termination of account

Service Level Agreement. Unless otherwise specified in a contract adendum, LineOne will provide the following up-time commitments.

Core Services: 99.99% - Core services include all mission critical capabilities of the LineOne solution needed to maintain overall call processing, including the ability to route calls from Users to a provider of PSTN termination and the ability to receive calls from a DID origination provider and route them to a User's SIP device, or to a User's voicemail or any other system prompt or action as configured by LineOne.

Supporting Services: 99% - Supporting services includes all non-mission critical capabilities of the LineOne solution including Management Portals, Device Provisioning capabilities, and other back office management systems.

Prohibited Uses

Unlawful or Inappropriate Use. You shall use the Service and the Device only for lawful purposes. You shall not use the Service or the Device in any way that is threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, or any similar behavior. We reserve the right to immediately terminate your Service if, in our sole and absolute discretion, we determine that you have used the Service or the Device in any of the aforementioned ways or for an unlawful purpose. In the event of such termination, you will be responsible for the monthly charges to the end of the current Term, including, without limitation, unbilled charges, plus a termination fee, if applicable, all of which will become immediately due and payable upon termination of your Service. If we believe that you have used the Service or the Device for an unlawful purpose, we may forward the relevant communication and other information, including your identity, to the appropriate authorities for investigation and prosecution.

Tampering with the Device or Service. You shall not change the electronic serial number or equipment identifier of the Device or perform or attempt to perform a factory reset of the Device without our prior written consent. You shall not attempt to hack or otherwise disrupt the Service or make any use of the Service that is inconsistent with its intended purpose. We reserve the right to terminate your Service if we believe, in our sole and absolute discretion, that you have tampered with the Device. In the event of such termination, you will remain responsible for the full monthly charges to the end of the current Term, including, without limitation, unbilled charges, plus a termination fee, if applicable, all of which will immediately become due and payable.

Theft of Service. Customer should notify us immediately, in writing or by calling our customer support line, if the Device is stolen or if you become aware at any time that your Service has been hacked, fraudulently used or is otherwise being used in an unauthorized manner. Customer must provide account number and a detailed description of the circumstances of the Device theft, fraudulent use or unauthorized use of Service. Failure to do so in a timely manner may result in additional charges to you. Until we receive notice of the theft, fraudulent use or unauthorized use, you will be liable for all Service usage.

Incompatibility With Other Services

Security Systems. The Service may not be compatible with security systems. You may be required to maintain a telephone connection through your local exchange carrier in order to use any alarm monitoring functions. Customer is responsible for contacting the alarm monitoring company to test the compatibility of any alarm monitoring or security system with the Service.

EQUIPMENT/ DEVICES

DISCLAIMER OF WARRANTIES. LINEONE^TM IS NOT THE MANUFACTURER OF EQUIPMENT, AND MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THE CONDITION OF THE EQUIPMENT, ITS MERCHANTABILITY, ITS DESIGN, ITS CAPACITY, ITS PERFORMANCE, ITS MATERIAL, ITS WORKMANSHIP, ITS FITNESS FOR ANY PARTICULAR PURPOSE, OR THAT IT WILL MEET THE REQUIREMENTS OF ANY LAWS, RULES, OR SPECIFICATIONS. LINEONE^TM LEASES AND SALES EQUIPMENT “AS IS” AND DISCLAIMS ANY LIABILITY WHATSOEVER FOR LOSS, DAMAGE, OR INJURY TO CUSTOMER OR THIRD PARTIES AS A RESULT OF ANY DEFECTS IN THE EQUIPMENT.

Purchased Equipment
(Does not apply to Customers who Lease Equipment from LineOne^TM)

Ownership and Risk of Loss. Customer will own the Device and bear all risk of loss of, theft of, casualty to or damage to the Device, from the time Equipment is shipped.

Repair/ Replacement. Customer is responsible for any costs to repair or replace Purchased Equipment.

Return of Device. Purchased Equipment that is returned to LineOne^TM within 60 days of Term Effective Date shall incur a 30% restocking fee. No Equipment can be returned after expiration of this initial 60-day period.

Rental/ Lease Equipment
(Does not apply to Customers who purchase Devices from LineOne^TM or an alternate source)

Rental Charges. Customer will pay monthly for Lease Equipment. Charges will be listed on Customer’s monthly statement from LineOne^TM

Repair/ Replacement. LineOne^TM agrees to cover the costs to repair or replace Leased Equipment as needed during the Term of this Agreement. Customer is responsible for shipping broken or damaged Device to LineOne^TM office (206 Rue Louis XIV, Lafayette, LA 70508) at Customer’s expense. LineOne^TM will repair or ship a replacement at its expense upon receipt of damaged Equipment.

Ownership. LineOne^TM shall at all times retain ownership and title of Lease Equipment. Customer must notify LineOne^TM immediately in the event Lease Equipment has been removed from Customer premise.

Additional Equipment. If Customer orders additional Leased Equipment within their contract term, LineOne^TM has the right to provide refurbished equipment. If Customer wishes to deploy new Equipment, a new contract must be signed.

Return of Lease Equipment. Upon termination of Service, Customer is responsible for returning Lease Equipment to LineOne^TM within ten (10) days. Lease Equipment deployed less than 6 months shall incur a $100 restocking fee. Customer must ship at its own expense all Lease Equipment to 206 Rue Louis XIV, Lafayette, LA 70508. If Equipment is not received within (10) days of termination of Service or if Equipment is returned in unsatisfactory condition, LineOne^TM will invoice Customer the FULL RETAIL PRICE for each Device supplied by LineOne^TM.

CHARGES; PAYMENTS; TAXES; TERMINATION

Payment. LineOne^TM only accepts payment by credit card, debit card or ACH (electronic funds transfer), unless other payment terms have been explicitly agreed to in writing by LineOne^TM. Customer’s subscription to the Service authorizes LineOne^TM to charge Customer’s credit/ debit card or bank account. This authorization will remain valid until 30 days after we receive written notice from Customer terminating authority to charge the card or account, whereupon we will charge the credit or debit card for the termination fee, if applicable, and any other outstanding charges. If the Services are terminated prior to the end of the month (or other applicable billing period) in which Customer has prepaid to the end of the month, Customer shall not be entitled to any refund.

Collection. If payment is not paid when due, LineOne^TM may apply a late charge of 1.5% (or the maximum legal rate, if less) per month. In the event the Customer’s credit card is declined or bank account has insufficient funds to process ACH, a $30 fee will be assessed. If such occurrence happens three or more times during any  12 month period, LineOne^TM may, at its option, require Customer to provide a security deposit in an amount sufficient to meet 60 days’ worth of Service fees. Failure to provide such security deposit shall constitute cause for termination.

Reactivation Fee. Customer bills are generated on the first of each month and due by the 10th of the month. If Customer payment is not received by the 26th of the month, or more than 16 days past due, LineOne^TM reserves the right to temporarily suspend services until account is in good standing. A reactivation fee of $50 will be assessed upon each occurrence to reconnect services.

Declined Payment. After being notified by LineOne^TM of any defect in Customer payment, Customer shall have ten (10) days to cure such defect. If payment in full is not received by LineOne^TM on or before the 10th day, LineOne^TM shall have the right to suspend Service to Customer until such time that Customer has paid all charges, including any late payment fees and interest. In the event Customer does not bring its account current within 30 days from the date on which it is suspended, LineOne^TM may terminate the Agreement with 3 days prior notice to Customer. If Service is terminated, Customer will remain fully liable for all charges pursuant to this Agreement and all costs incurred to collect such amounts, including, without limitation, collection costs and attorney’s fees.

Disputes. If Customer, in good faith, disputes any amount charged, Customer must notify LineOne^TM, in writing, of such dispute within fourteen (14) days of the monthly statement date. LineOne^TM is not obligated to consider any Customer billing dispute not received in a timely fashion. All disputed and undisputed amounts must be paid in full pending the resolution of such dispute. All Customer disputes should be sent to Accounting@LineOne.com. A Customer is not entitled to receive a Service credit in the following cases:

• If any downtime was caused by Customer initiated actions whether implemented by Customer or by LineOne^TM
• If any downtime was caused by misuse by the Customer and not a failure on the underlying network and physical host infrastructure managed by LineOne^TM
• If any downtime was due to Scheduled Maintenance and within the defined Maintenance Window announced
• If any downtime was due to a force majeure event such as (but not limited to) acts of God, acts of nature, strikes, fire, war, riot, acts of terrorism and government actions
• If the customer account was suspended for any day of the month caused by non-payment of the any fees
• Downtime due to the acts or omissions of the customer, its employees, agents, third party contractors or vendors
• If the downtime was caused by violations of the LineOne^TM Acceptable Use Standards.
• Any event or condition not wholly within the control of LineOne^TM.

Taxes. Taxes and other fees, as well as certain charges related to international calling, may either be invoiced to Customer in advance or in arrears. Service charges, taxes and other fees will be paid by Customer to LineOne^TM via debit from the Customer’s bank account or charged to the Customer’s credit card. If Customer is exempt from payment of such taxes, an original certificate that satisfies applicable legal requirements attesting to tax-exempt status must be provided to LineOne^TM. Tax exemption will only apply from and after the date the certificate is received.

Call Center. If Customer exceeds 1,200 minutes per Device per month, LineOne^TM may upgrade the End User to a “Call Center User”. LineOne^TM will notify Customer in advance prior to reclassifying the user and educate on the enhanced features included in a “Call Center User”.

International Calling. International calls are billed on a per-minute of use basis and the rates differ depending on the country called.

Directory Assistance. Calls to Directory Assistance are available to End Users by dialing 411 from any registered Device. Calls to Directory Assistance shall be charged at a minimum rate of $1.00 per call.

ROBOCALL MITIGATION

Any call originated on the LineOne^TM network is subject to inspection and investigation if the call is suspected of being fraudulent, abusive, or illegal. Calls meeting any of these criteria will be blocked. If these conditions are repeated, becoming excessive, the subscriber may be disconnected from the LineOne^TM network, may be subject to further investigation by the FCC for enforcement of the TRACED Act and the subscriber may be subject to fines and penalties imposed by the FCC or the jurisdictional court.

LIMITATION OF LIABILITY; INDEMNIFICATION; DISCLAIMER

Limitation of Liability. We will not be liable for any delay or failure to provide the Service, including dialing 911, at any time or from time to time, nor will we be liable for any interruption or degradation of voice quality that is caused by any of the following:

• an act or omission of an underlying carrier, service provider, vendor or other third party;
• equipment, network or facility failure;
• equipment, network or facility upgrade or modification;
• force majeure events such as (but not limited to) acts of God, acts of nature, strikes, fire, war, riot, acts of terrorism and government actions;
• equipment, network or facility shortage;
• equipment or facility relocation;
• service, equipment, network or facility failure caused by the loss of power to you;
• outage of, or blocking of ports by, ISP or broadband service provider or other impediment to usage of the Service caused by any third party;
• any act or omission by Customer or any End User using the Service or Device; or
• any other cause that is beyond our control, including, without limitation, a failure of or defect in any Device, the failure of an incoming or outgoing communication, the inability of communications (including, without limitation, dialing 911) to be connected or completed, or forwarded.

Indemnification. Customer shall defend, indemnify, and hold harmless LineOne^TM, its officers, directors, managers, employees, affiliates and agents and any other service provider who furnishes services in connection with the Service, from any and all claims, losses, damages, fines, penalties, costs and expenses (including, without limitation, attorney’s fees) by, or on behalf of, you or any third party or user of the Service, relating to the Services, including, without limitation, 911 dialing, or the Device.

Disclaimer. Customer must give LineOne^TM written notice in reasonable detail for any claim of a breach of this agreement within 30 days of the alleged breach and allow LineOne^TM a reasonable time to remedy any default. Neither Party, nor anyone who has been involved in the creation, production, marketing, delivery, or installation of Service shall be liable for any direct, indirect, special, punitive, incidental, or consequential damages, including, but not limited to, lost profits or revenue, benefits, or data resulting from the use of the system or arising out of any negligence, strict liability, breach of warranty, breach of contract or otherwise or from the customer’s inability to use the system, either separately, or in combination with any other equipment or from any other causes, or from any other cause of action arising hereunder. LineOne^TM maximum aggregate liability to Customer for any claim or cause of action arising hereunder is limited to the purchase price paid by Customer for the Service. LINEONE^TM MAKES NO WARRANTIES, EXPRESSED OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, CONDITION, CAPACITY, OR OTHERWISE, EXCEPT AS HEREIN EXPRESSLY SET OUT, AND ALL OTHER WARRANTIES, EXPRESS OR IMPLIED (INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE), ARE EXPRESSLY DISCLAIMED. LINEONE^TM DISCLAIMS ANY WARRANTY THAT THE SYSTEM WILL MEET ANY PARTICULAR REQUIREMENT OR BUSINESS NEED OF THE CUSTOMER, EVEN IF LINEONE^TM HAS BEEN ADVISED OF SUCH REQUIREMENT OR NEED. The exclusion of consequential and incidental damages set forth above, and the provision of this Agreement limiting remedies hereunder to repair or replacement, are independent provisions, and any determination that the limitation of remedies fails of its essential purpose, or any other determination that either of such provisions is unenforceable, shall not be construed to make the other provision unenforceable.

Call Recording. LineOne^TM provides a function that allows an End User to record individual telephone conversations. The laws regarding the notice and notification requirements of such recorded conversations vary by state. Customer is solely responsible for applying the local laws in the relevant jurisdiction when using this feature.

STIR/SHAKEN EXTENSIONS

LineOne is a reseller of the SkySwitch VoIP platform.  All efforts to implement and enforce STIR/SHAKEN are handled by SkySwitch.

MISCELLANEOUS

Entire Agreement. This Agreement, including any future modifications as may occur within the terms of the Agreement, contains the entire understanding of the parties and there are no other agreements between the parties.

Attorneys’ Fees, Choice of Law and Jurisdiction. If the services of an attorney are engaged for the purposes of interpreting or enforcing any provisions contained herein by either party, the prevailing party shall be entitled to recover reasonable attorney’s fees, costs and related expenses, whether or not legal action is instituted in any court. This Agreement shall be governed and construed in accordance with the laws of the State of Louisiana and Customer agrees that any legal action instituted in connection with this agreement shall be filed in the 15th Judicial District Court for the Parish of Lafayette, State of Louisiana. Customer consents to the jurisdiction and venue of all courts located in Lafayette Parish, Louisiana.

Severability. If any part of this Agreement is legally declared invalid or unenforceable, all other parts of this Agreement will remain valid and enforceable. Such invalidity or non- enforceability will not invalidate or render unenforceable any other portion of this Agreement.

Future Changes to Agreement. LineOne^TM may change the terms and conditions of this Agreement from time to time. Notices will be considered given and effective on the date posted on www.Line.One. Such changes will become binding on you on the date they are posted to www. Line.One and no further notice by us is required upon your continued use of the Service. The Agreement as amended, as and when posted, supersedes all previously agreed to electronic and written terms of service, including, without limitation, any terms included with the packaging of the Device.

Terms & Conditions
Copyright 2022 LineOne^TM, LLC
All Rights Reserved