WHOLESALE VOICE TERMINATION TERMS AND CONDITIONS
These Service Agreement Terms and Conditions are part of, and supplemental to, the Master Service Agreement (“MSA”) between OM TELENTIA (“OM TELENTIA”) and (“Customer”); and are in accordance with and pursuant to the terms and conditions of the MSA (including any related Rate Notifications, Exhibits, Attachments, Schedules, other applicable Addenda), and all of which are fully incorporated by reference within the Agreement between OM TELENTIA and Customer.
1. Service Description: These Terms and Conditions apply to OM TELENTIA Wholesale Non-IP Originating Termination Services (“Wholesale Voice Termination”) service which provides the termination of non- IP voice traffic from the Customer’s premise to the Public Switched Telephone Network (“PSTN”). OM TELENTIA WHOLESALE VOICE TERMINATION IS AN OUTBOUND CALL TERMINATION SERVICE ONLY AND DOES NOT INCLUDE E911/911.
2. Acceptance of Terms and Conditions for Service Provided: OM TELENTIA shall provide Customer with Wholesale Voice Termination service ordered on an OM TELENTIA SOF according to the terms of the Agreement, and as specified in the applicable MSA, Addendum and Exhibits, and other Attachments, specific to the Customer and the Service(s), and all of which are incorporated herein by reference. All Service(s) will be provided in accordance with applicable Tariffs, Exhibits, Rate Sheets, Price Sheets, Rate Schedules, or Price Lists (collectively “Rates”) for the jurisdictions in which Service(s) are provided, in accordance with the applicable provisions of the Agreement and other applicable documents incorporated into the Agreement by reference. In the event no Rates are attached or Customer utilizes OM TELENTIA Service(s) without first submitting a Service Order Form as required under the terms of the MSA, Provider’s standard rates will apply (“Rates”).
3. OM TELENTIA Right to Modify Terms and Conditions: These Terms and Conditions are subject to all applicable Terms and Conditions and business practices of OM TELENTIA and may be modified or changed at any time upon notice, which may be provided by notice to Customer as specified in the MSA. If the change in Terms and Conditions and business practices is materially adverse to Customer, as deemed solely by and within the unfettered discretion by OM TELENTIA, Customer may terminate the Wholesale Voice Termination service under these Terms and Conditions within thirty (30) days after receipt of such notice or date of posting by providing thirty (30) days written notice of termination to OM TELENTIA. If OM TELENTIA does not receive such written notice within the thirty (30) day period, Customer shall be deemed to have accepted such changes or modifications.
4. Customer Responsibilities: In addition to any Customer responsibilities set forth under this Agreement in the MSA or Attachments, or any other documents incorporated herein by reference, Customer shall, at its sole cost and liability, be responsible: (i) for all End User Tier 1 support, and, (ii) for all Class 5 features, such as dial tone, call waiting and call forwarding functionality. Customer may pass such obligations on to End User, but all information required to support Wholesale Voice Termination service shall be solely between OM TELENTIA and Customer. CUSTOMER SHALL INDEMNIFY AND HOLD HARMLESS OM TELENTIA AGAINST ANY AND ALL CLAIMS AND EXPENSES RESULTING FROM THE FAILURE OF CUSTOMER OR END USERS TO COMPLY WITH THIS SECTION.
5. Charges for Service: Under the Agreement, Customer shall be charged according to the Rates set forth in the Service Order Form, and according to the OM TELENTIA Wholesale Voice Termination service Attachment and any incorporated Exhibit(s). OM TELENTIA Wholesale Voice Termination service is primarily a Usage based service and Usage charges are based upon the following: (a.) Call Jurisdiction: For the purpose of determining each call’s jurisdiction (Interstate or Intrastate), both parties acknowledge that the call jurisdiction will be determined based on available call stream data. Both Parties warrant that they will not delete or modify in any way the call stream data. In the event that the appropriate call jurisdiction data is not available in the call stream, these indeterminate calls will be rated as intrastate unless a separate indeterminate rate is provided. For all calls, interstate or intrastate call jurisdiction shall be determined, on a per call basis, based on the originating automatic number identification (“ANI”) and terminating NPA-NXX in the call record, unless location routing number (“LRN”) information is available (“LRN/ANI”). If LRN information is available, jurisdiction will be determined based on LRN. LRN will also be used to determine call destination for billing purposes.
WHOLESALE VOICE TERMINATION Page 2 of 4 TERMS AND CONDITIONS Rev 5/2/16 (intra) Internationally originated traffic, as defined as calls originating outside the fifty (50) United States that are not valid in the LERG database for the originating ANI that terminate within the fifty (50) United States, will be rated as intrastate calls unless a separate indeterminate rate is provided. All calls that have an originating ANI and terminating LRN/ANI that are valid in the LERG database, including internationally originated ANI’s valid in the LERG, that originate and terminate in the same state will be rated as intrastate calls. All calls that have an originating ANI and terminating LRN/ANI that are valid in the LERG database, including internationally originated ANIs valid in the LERG, that originate and terminate in different states will be rated as interstate calls. For purposes of this section, “state” will be determined by the applicable field in the LERG database. If an originating ANI is not reflected on the call record, or does not conform to a valid ten-digit ANI format (i.e. alphanumeric, 8XX, 700, 911 or 976 number) the Parties will consider the call of an indeterminate jurisdiction and such call will be rated as an intrastate call unless a separate indeterminate rate is provided, based on the state of the terminating LRN/ANI. (b). International Rates: In the event Customer has executed an International Voice Termination agreement, rates shall be as set forth in any such Agreement. In the event Customer terminates a call to an International Call destination, and has not executed an International Voice Termination agreement, and/or has not been provided with Customer specific International Rates, then OM TELENTIA default International Rates shall apply as posted on the OM TELENTIA website. Unless otherwise agreed on the SOF, all International Rates provided are subject to change upon seven (7) days notice by OM TELENTIA to Customer. OM TELENTIA does not guarantee call delivery and may block specific routes at any time. (c). Billing Increments: Rates quoted are based on per minute of the duration of each call. Billing increments may be a subunit of minutes and are set forth below. Terminating Destination Initial Billing Increment (Seconds) Additional Billing Increment (Seconds) US Domestic 6 6 International (excluding Mexico) 1 1 Mexico 60 60 Any and all Rates provided to Customer do NOT include applicable federal, state or local taxes and all use, sales, commercial, gross receipts, privilege, surcharges, or other similar taxes, license fees, miscellaneous fees, and surcharges, whether charged to or against OM TELENTIA, all of which shall be payable by Customer, except in the case of exemption as provided for under the terms of the MSA.
6. Call Completion: OM TELENTIA Wholesale Termination service is generally available to the OM TELENTIA calling destinations for which the Customer has been provided Rates. OM TELENTIA reserves the right to block or otherwise restrict termination of calls to any and all calling destinations, whether or not included in Rates provided to Customer, and without notice to Customer. Wholesale Voice Termination under this Attachment does not include international call termination unless specifically included under an international termination addendum. OM TELENTIA does not guarantee call completion, and the failure to complete any or all calls, regardless of reason, shall not constitute a breach of this Agreement or the MSA. Therefore, OM TELENTIA Wholesale Voice Termination explicitly excludes any and all service level agreements. WHOLESALE VOICE TERMINATION Page 3 of 4 TERMS AND CONDITIONS Rev 5/2/16 (intra)
7. Conflicting or Controlling Terms: In the event of any conflict, ambiguity, or inconsistency between the terms of the Master Service Agreement (exclusive of this Attachment or any other Addendum, Exhibit, Attachments, or posted Terms and Conditions) and this Posted Terms and Conditions, then as it relates to OM TELENTIA Voice Termination service, the terms of the Rate Notification (“Rates”) shall control.
8. Short Duration Calls: Customer may not send calls equal to or under 6 seconds (0.1 rated minutes) when total amount of these calls equals or is greater than 20% of the customers total calls for the day. If short duration calls meet or exceed 20% of the customer’s total calls for the day then an assessment of $0.005 per call may be administered at the sole discretion of OM TELENTIA and will appear on the customer’s normal usage bill for that period. The Customer agrees to pay these charges if assessed according to the payment schedule established with OM TELENTIA.
9. Miscellaneous: THIS AGREEMENT, TOGETHER WITH ANY ATTACHMENTS, INCLUDING ANY SCHEDULES, ADDENDUMS, PRICE LISTS, RATES, SERVICE ORDERS, TERMS ANDCONDITIONS, SERVICE LEVEL AGREEMENTS, AND ACCEPTABLE USE POLICIES, WHICH MAY BE PROVIDED TO THE CSUTOMER AND/OR POSTED AT: WWW.OM TELENTIATELECOM.COM, AND WHICH ARE INCORPORATED HEREIN BY REFERENCE, CONSTITUTE THE ENTIRE UNDERSTANDING BETWEEN THE CUSTOMER AND OM TELENTIA, INC, WITH RESPECT TO THE SERVICE(S) PROVIDED HEREIN. CUSTOMER ACKNOWLEDGES AND UNDERSTANDS THAT CUSTOMER IS NOT RELYING ON ANY AFFIRMATION OF FACT, PROMISE OR DESCRIPTION FROM ANY PERSON OR ENTITY, NOR ANY OTHER ORAL OR WRITTEN REPRESENTATION OTHER THAN WHAT IS CONTAINED IN THIS AGREEMENT AND ANY INCORPORATED DOCUMENTS. IN WITNESS WHEREOF, the Parties have executed this Annex, or caused this Annex to be executed by a duly authorized officer, as of the date first above written. OM Telentia will not accept any kind of spam or fraud traffic. OM Telentia can terminate the service without any prior notification if our services has been used for any kind of fraud.