This is an Agreement between Telphin Inc. and the Customer (a.k.a. “you”) for the provisioning of Telephone Communications Services (“Service”). This Agreement is both for the Service itself and any devices that Telphin may send you in the process of delivering that Service. To sign up for Telphin’s Service, you must read, understand, and agree to the terms and conditions of this Agreement. If you are not of legal age, or if you have not read this Agreement in full, or if you do not agree with anything in this Agreement, you cannot subscribe to Telphin’s Service. If you have already done so, you have to cancel the Service immediately. To cancel the service, call the Telphin number or send an email to the address listed on our web site at www.Telphin.com.
1. Term of Agreement
This Agreement goes into effect on the day you subscribe to Telphin Service. It remains in effect until the last day of the month in which either you or TelpinUSA terminates the Agreement.
You agree that, at commencement of this Agreement, you will pay for all applicable Setup Fees and Monthly Charges. The Monthly Charge for the month after commencement will be prorated for the number of days remaining in that month. On the first day of each subsequent month, you will pay the Monthly Charges for the entire upcoming month. On the last day of each subsequent month, you will be receive an invoice by email for any additional charges accumulated by you during that month. You will pay for those charges within 15 days of receiving the invoice. All of your payments will be made by valid credit card or Pay Pal account. You authorize Telphin to automatically bill the Credit Card for the first payment and the subsequent Monthly Charges. You agree that it is your responsibility to ensure that the Credit Card or Pay Pal information is current and accurate at all times (for example, if the card is lost or stolen and you get a replacement with a different card number, you will contact Telphin and provide the new card number immediately) and the available limit sufficient to meet your obligations to Telphin. If any Credit Card or Pay Pal transaction fails, Telphin reserves the right to immediately terminate the Service. You agree that Telphin can automatically charge your Credit Card or Pay Pal account for any amounts outstanding that are either past due or are due at the time of termination of the Agreement. You agree that Telphin can charge the Credit Card or Pay Pal account for up to thirty days after this agreement is terminated if Telphin determines that there are amounts due on your account. You agree that Telphin can automatically charge your Credit Card or Pay Pal account for any taxes and usage fees on the Telphin’s Service provided to you, if those tax or usage charges are imposed upon Telphin by valid taxation authorities in the applicable jurisdictions. You further agree that, if those taxes are imposed on Telphin retroactively, Telphin can charge your credit card retroactively as well. You agree that if Telphin is unable to charge your credit card for the full amount owed to Telphin at any time, you will be responsible for Telphin’s full expenses on collection agencies and lawyers to collect the money owed to Telphin, in addition to a 1.5% monthly interest charge on the amount you owe.
3. Allowed Personal Use
When you choose to subscribe to any of Telphin’s “Personal Plans”, Telphin is providing this Service to you entirely and only for your personal use. The Service cannot be used for any business use whatsoever. This Service cannot be used for any commercial, professional, telemarketing, transfer or resale, or even home-office purposes. VERY IMPORTANT: Telphin can, at its sole discretion and without any additional evidence, determine that the way you use Telphin’s Service is not consistent with regular personal use of phone services. You agree that in such a case, Telphin can immediately terminate your Service or charge your credit card for the periods in which the use of Service did not correspond to Personal Use at a higher rate, or both – as Telphin deems appropriate.
4. Inaccessible Numbers and Services
You agree that the following numbers will not be accessible to you when you subscribe to Telphin Service:
– VERY IMPORTANT: There is no way to use 911 or E911 number from Telphin Service. You agree that you or anyone using the phone with Telphin’s Service will know that 911 or E911 Emergency Response Services are not accessible from Telphin phones. It is a good idea for you to maintain other ways of accessing 911 services.
– 900 numbers are not accessible from Telphin Service
– 0 (Operator) is not accessible from Telphin Service
– 411 (Directory Assistance) is not accessible from Telphin Service
– Collect calls cannot be accepted by Telphin Service
– Telphin Service will not work in case of power failure
– TelhinUSA Service will not work in case your access to Internet fails
It is important that you understand that Telphin’s Service is not intended as a full and complete replacement of your existing land-line telephone service. Telphin’s Service does not provide features and services that regular telephone services provide – some are listed above and there may be others. Furthermore, Telphin’s Service may be regulated differently and may have different applicable taxes and usage fees than the regular telephone service – and the differences may vary by country and location.
5. Compliance with Laws
You agree that you will not use Telphin Service or associated equipment for any purposes whatsoever that are illegal or unlawful or intended to avoid any payments lawfully due to Telphin or any governmental agencies. You agree to use Telphin’s Service in compliance with the relevant laws and regulations: The Laws of the location where you use the Telphin service; Federal Laws of The United States of America; Massachusetts State Laws; and International Laws. That includes paying applicable taxes and usage fees, paying for Telphin’s Service with valid credit cards, and not conducting any illegal activities over or with the use of the phone provided by Telphin’s Service. You agree to honor the Copyrights and Trademarks of all parties involved in the provision of Telphin’s Service. You agree to abide by usage and warranty rules of all manufacturers of hardware and software provided to you in provisioning of the Telphin’s Service. You further agree that Telphin can at its sole discretion discontinue your Service and/or report your activities to the appropriate law-enforcement agencies if Telphin determines that your use of Telphin Service does not adhere to laws and regulations.
6.1 Agreement Termination by you
You can terminate this agreement at any time for any reason. When you terminate this agreement, you agree that Telphin will automatically charge your credit card for all charges outstanding by that time plus $50.00. If you return the device provided to you by Telphin in good working condition within 30 days of terminating this agreement, $50.00 will be credited to your credit card account.
6.2 Agreement Termination by Telphin for violation by you of this Agreement
You agree that Telphin can terminate this agreement if it determines that you have violated a pertinent clause in this agreement. In this case Telphin will charge your credit card for the full month plus any outstanding amounts plus $50.00.
6.3 Agreement Termination by Telphin for any other reason
You agree that Telphin may terminate this agreement for any reason. In this case Telphin will charge your credit card for the amount due up to the date of termination. You will not be charged for the remainder of the month. You will be charged an additional $50.00. If you return the device provided to you by Telphin in good working condition within 30 days of terminating this agreement, $50.00 will be credited to your credit card account.
7. Limits of Liability
In no case and under no circumstances shall Telphin’s, and its Affiliated Entities and their respective directors, employees and agents liability exceed the amount you actually paid to Telphin.
In no event shall Telphin, and its Affiliated Entities and their respective directors, employees and agents be liable to you for any special, incidental, or consequential damages arising from or related to your use of Telphin’s Service – even if Telphin has been advised of the possibility of such damages. Indirect, Special, or Consequential damages include, without limitations, damages for loss of goodwill, work stoppage, computer failure or malfunction, loss of data or interruption of data processing, or information system, or any other commercial damages or losses, or any other damages including injury.
8. Telphin is a Reseller
You understand that Telphin does not actually provide the Service to you. Telphin is a reseller of the service provided by Telphin – a Russian Corporation that provides the service from outside of the United States. As a service provided by a foreign company, Telphin’s Service may be regulated differently than a service provided by a US corporation.
Telphin makes no warranties, whether express, implied, or statutory, including all limited warranties of merchantability and fitness for a particular purpose. Further, Telphin does not warrant, guarantee, or make any representations that any devices provided by Telphin will be free from defects or that their use of the use of Telphin Service will be uninterrupted or error-free or free from loss of content or degradation of quality or make any other representations regarding the use or the results of the use of the devices and Service in terms of correctness, accuracy, reliability, or otherwise. Some of the devices delivered by Telphin to you include limited Warranties by their manufacturers. You agree to accept those warranties and agree that Telphin provides no further warranties beyond those provided by the manufacturer.
10. Future changes to the agreement
Telphin may change this Agreement in the future. If we change the Agreement, we will email the updated Agreement to you and post it on our Web site. You agree that the new Agreement’s terms and conditions will apply to your Telphin Service and will supersede the current Agreement’s terms and conditions as long as you continue to use Telphin’s Service.
You will indemnify Telphin and its Affiliated Entities and their respective directors, employees and agents against any and all liability that arises from breach of this contract, and hold Telphin harmless from and against any and all damages, costs and expenses arising from any use of the Service, including the reasonable fees and expenses of the attorneys engaged by Telphin for the defense against such claims or allegations. This section will survive the termination of this Agreement.
12. Terms of Money Back Guarantee
Telphin offers a 15-day money back guarantee that will refund your activation fee, prorated amount of your first monthly fee, and shipping charges, if you cancel your service within 15 days of signing up and return the device sent to you by Telphin in good working order within 5 business days of cancellation.
You agree that The Money Back Guarantee Will Not Apply if you exceed 500 minutes of talk time between the time you sign up for the Telphin service and the time you cancel it. Furthermore, Telphin will not refund any other charges that you may have accrued while using the service, regardless of the reasons for accruing those charges.
Telphin reserves the right to terminate or revoke the Money-Back Guarantee at any time, without prior notice.
13. Dispute Resolution
You agree to let us know of any disputed amount charged to your credit card by Telphin within 10 business days of receiving your credit card statement. If you do not notify us within 10 business days, you agree to abide by and not dispute the charges any further.
You agree that, for any disputes related to this Agreement Telphin, you will allow at least 30 days after the dispute arises for Telphin to attempt to resolve the dispute amicably. You agree that all disputes related to this Agreement that cannot be resolved amicably will be resolved by arbitration and not in court. The arbitration will use the procedures described in the American Arbitration Association’s (“AAA”) Supplementary Procedures for Consumer-Related Disputes. You agree that you have at most one year to file the dispute for arbitration.
14. Governing Law
This Agreement shall be governed by the laws of the Commonwealth of Massachusetts.
15. Entire Agreement
This Agreement – in its most recent form – constitutes the entire agreement between you and Telphin and governs your use of the Telphin’s Service.
If any part of this Agreement is legally declared invalid or unenforceable, all other parts of this Agreement are still valid and enforceable. Such invalidity or non-enforceability will not invalidate or render unenforceable any other portion of this Agreement.
Telphin may assign all or part of its rights or duties under the Agreement without notifying you. You may not assign the Agreement or the Service or Device without prior written consent by Telphin.
The provisions of this Agreement relating to indemnification, limitations on liability, warranty limitations and disclaimers, resolution of disputes, billings and your obligation to pay for the Service provided and any additional usage charges shall survive the termination of the Agreement.
Last updated August 2005.