Vermont Telephone Company, Inc. Agreement for Residential Unlimited Voice Plan

IMPORTANT: THIS SERVICE AGREEMENT (“AGREEMENT”) MUST BE CAREFULLY REVIEWED AND ACCEPTED BEFORE USING VTEL’S RESIDENTIAL UNLIMITED VOICE PLAN (“PLAN”). YOUR USE OF THE SERVICE OFFERED UNDER THE PLAN (“SERVICE”) WILL CONSTITUTE YOUR ACCEPTANCE OF ALL THE FOLLOWING TERMS. APPLICABLE TARIFFS ON FILE WITH THE VERMONT PUBLIC SERVICE BOARD, NOW OR HEREAFTER, ARE INCORPORATED INTO THIS AGREEMENT BY REFERENCE. PLEASE NOTE THAT MANY ‘UNLIMITED VOICE PLANS’, INCLUDING THIS PLAN, ARE SUBJECT TO SOME LIMITS. WHILE VTEL RESERVES THE RIGHT TO CHANGE ITS DEFINITION OF ‘UNLIMITED’ AT ANY TIME AND AT ITS SOLE DISCRETION, VTEL’S PLAN WILL GENERALLY INCLUDE IN ‘UNLIMITED’ THE MAXIMUM MINUTES OF LONG DISTANCE VOICE CALLING USED BY MOST VTEL LONG DISTANCE CUSTOMERS. INDIVIDUALS WHO MAKE UNUSUALLY HIGH USE OF LONG DISTANCE CALLING PLANS MAY BE CHARGED $0.05/MINUTE BY VTEL AND MAY FACE DISCONNECTION.

You have the right to end your participation in the Plan at any time by calling VTel at (802) 885-9000, and VTel has the right to terminate your participation in the Plan at any time. VTel may, at its sole discretion and at any time, change the Service, prices, fees, and/or the other terms and conditions of this Agreement, initiate new plans, and terminate any or all plans including the Plan. Unless applicable law specifies otherwise, VTel will make reasonable efforts to inform you via any one of mail, e-mail, bill-inserts, bill messages, phone book information-page notices, calls, voice mail, or other, regarding significant changes to the pricing, terms or conditions of the Service, the Plan or this Agreement. Your use of the Service after receiving such notice will indicate your acceptance of all terms of the Agreement, including changes. If you do not agree with the changes, you have the right to cancel the Service before the effective date of any Agreement change by calling VTel at (802) 885-9000. Even if VTel has entered into a contract with you for a fixed duration, such as this Agreement, VTel has a right to cancel the Service, the Plan or this Agreement. If any provision of this Agreement is invalid or unenforceable under applicable law, it is, to that extent, deemed omitted and the remaining provisions will continue in full force and effect. This Agreement and performance hereunder will be governed by and construed in accordance with the laws of the state of Vermont, as applied to agreements entered into and completely performed in Vermont.

1. SUBSCRIPTION, SERVICE, AND USAGE FEES.

You agree to pay all subscription, service, usage fees, if any, and applicable taxes and surcharges, which you are charged by VTel for the Service within 30 days after receipt of your VTel bill, and agree that such fees may be changed without notice. In the event that VTel concludes that you participated in activities and calls not permitted under this Agreement, or that you substantially exceeded average VTel customer long distance usage, VTel has a right to bill you $0.05 per minute for calls exceeding what it deems to be normal usage. You agree to pay all costs, including attorney’s fees, if any, incurred by VTel in collecting overdue fees from you. You also agree to pay all federal, state and local taxes and regulatory recovery fees applicable to your use and/or receipt of the Service. Monthly fees for the Service do not cover certain types of calls, including, but not limited to, operator assisted services, “411” queries, and international calls. You will be billed additionally for these excluded call types on a measured basis and/or a per-call basis. Any charges you may incur with third-party service providers are solely your responsibility to pay, including applicable taxes. VTel may agree to provide billing services on behalf of some third-party service providers, as the agent of the third-party, but VTel shall not be responsible for any dispute, and such disputes must be addressed directly between you and the third-party service provider. VTel will make reasonable efforts to make information available to you regarding effective dates for any pricing or fee changes, unless the change is related to federal, state, and local taxes and/or regulatory fees and such notice is not required by applicable law, in which case VTel may elect not to provide notice. Service will be invoiced monthly and paid one month in advance. The initial partial or full month of Service will be prorated and billed within the initial bill. The due date for your payment is set forth on your VTel bill, and is in no case later than 30 days after the date of the bill. Your accounts will be considered in default if your payment is not received by the payment due date set forth on your bill. If your account is in default it may be deleted or cancelled or terminated at VTel’s sole discretion. If your account is deleted or cancelled or terminated, you will be subject to all applicable reconnection fees which must be paid prior to reactivation of Service.

2. LIMITATIONS OF LIABILITY.

BY ACCEPTING THIS AGREEMENT, YOU WAIVE ALL CLAIMS AGAINST VTEL FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR DIRECT, OR INDIRECT INCONVENIENCE, LOSSES AND/OR DAMAGES OF ANY KIND WHATSOEVER THAT RESULT FROM THE FAILURE, CANCELLATION, DELAY, INTERRUPTION, OR SHORT-TERM OR LONG-TERM LOSS OF ANY OR ALL OF THE USE OF THE SERVICE , NO MATTER THE CAUSE, INCLUDING NEGLIGENCE OF VTEL, ITS CONTRACTORS, OR ITS SUPPLIERS. VTel shall also not be liable for any loss resulting from any cause over which it does not have direct control including, but not limited to, failure of electronic or mechanical equipment or communication lines, or telephone or other interconnect problems, unauthorized access, theft, operator errors, acts of terrorism, or intervention by others to interrupt or listen in on calls, strikes or labor problems, or severe weather, or earthquakes. UNLESS SPECIFICALLY PROHIBITED BY LAW, YOU AGREE THAT THE LIABILITY OF VTEL ARISING OUT OF ANY LEGAL CLAIM (WHETHER IN CONTRACT, TORT OR OTHERWISE) IN ANY WAY CONNECTED WITH THE SERVICE, THE PLAN OR THIS AGREEMENT, WILL NOT EXCEED THE AMOUNT YOU PAID FOR THE SERVICE BASED ON VTEL’S MONTHLY BILL. FURTHERMORE IN THE EVENT OF BILLING ERROR YOU AGREE THAT VTEL SHALL NOT BE RESPONSIBLE FOR RECTIFYING, CURING, OR REFUNDING ANY AMOUNTS UNDER ANY CIRCUMSTANCES OF OVER THREE MONTHS DURATION, AND FOR MORE THAN THREE MONTHS PRIOR TO THE INITIATION OF YOUR QUERY OR DISPUTE.

3. USE OF SERVICES.

You will be liable for all authorized and unauthorized use of the Service at your premises or elsewhere. The Service may only be used for personal, residential, non-commercial calling purposes. You agree and warrant that you and/or any other user will not resell or permit another to resell the Service in whole or in part. You will not use or permit another to use the Service either directly or indirectly for the violation of any federal, state, or local law or regulation, or for any unlawful purpose or in violation of any VTel policy. You are accepting this Agreement on behalf of all users of the Service being billed to you. You are accepting sole responsibility for ensuring that all other users understand, and comply with, the terms and conditions of this Agreement and any applicable VTel policies. You are warranting that use of the Service will not result in any usage inconsistent with normal residential calling patterns, including, but not limited to, autodialing, extensive call forwarding, telemarketing, fax broadcasting or fax blasting. VTel reserves the right to immediately terminate or modify the Service without notice and/or to assess additional charges if we determine, in our sole discretion, that your use of the Service is in violation of this Agreement, or if your use exceeds what we determine to be normal and ordinary standards of voice use as set by a majority of our other customers.

4. OUR RIGHT TO TERMINATE SERVICES.

VTel reserves the right to change or terminate your participation in the Plan, the Service, or any portion of the Service, at any time, at VTel’s sole discretion, without limitation and with or without notice, for any reason including, but not limited to a breach of this Agreement, or use of the Service for any unlawful purpose, for mass faxing, for automated consecutive calling, for prolonged interconnection of sites or homes or offices, for reselling of services, or for any purposes other than conventional individual and family voice calling from one site to another. VTel also reserves the right to terminate the Service if VTel reasonably believes that the Service is being used for purposes prohibited by law, or if any or all services provided to VTel pursuant to the Plan are cancelled by others, or if prices charged to VTel are changed by others. In the event of a termination of the Service, the Plan or this Agreement by VTel, you waive any claims against VTel, provided, however, that if the termination is without cause VTel will refund the pro-rated portion of any paid Service charge for the portion of the paid Service not furnished to you at date of such termination.

5. INDEMNIFICATION.

You agree to defend, indemnify and hold harmless VTel and its officers, directors, employees, shareholders, affiliates, suppliers, and agents against any and all claims, losses, liability costs and expenses (including but not limited to attorneys’ fees) arising from your use of the Service or use of the Service by others on your premises or for use of the Service by others being billed to you or for any violation or breach of this Agreement or VTel’s policies or the policies of any third party by you or your affiliates or users of the Service on your premises or otherwise being billed to you. This obligation will survive the termination of this Agreement.

6. ACCESS AND SECURITY.

You agree to immediately notify VTel if you become aware of any theft or unauthorized use of the Service by you or by any other user of the Service.

7. GENERAL.

You acknowledge that, in providing you with the Service, VTel has relied upon your agreement to be bound by the terms of this Agreement. You further acknowledge that you have read, understood, and agreed to be bound by the terms of this Agreement.

8. VTEL GUARANTEE:

Once yearly, if you feel that we could ever have done a better job serving you (for any reason), simply let us know and we will apply a credit for one month of the affected service. We ask only that you tell us how we could have done a better job.

THANK YOU FOR PERMITTING VTEL TO SERVE YOU.