Terms & Conditions

Sparkplug-IP Terms and Conditions

We updated the Sparkplug-IP Terms of Service on May 30, 2018. These changes will be effective June 30, 2018, to customers who signed up for Sparkplug-IP service before June 30, 2018.

THESE ONLINE TERMS OF SERVICE, including the Order(s) and any applicable Service Attachments, which by this reference are incorporated herein (“Agreement”), are a binding agreement between Sparkplug-IP, Inc., a Michigan corporation with its primary office at 1737 Hillsboro Ave SE, Grand Rapids, MI  49546, (“Sparkplug-IP”), and the legal entity identified in the Order (“Customer”). Sparkplug-IP and Customer may be individually referred to as a “Party” or collectively as the “Parties.” Services provided are based on the terms and conditions contained herein and are subject to change with updated versions of this document available for viewing and download at www.sparkplugip.com.  Updated versions of this document will take effect posted with the month and year they become effective.  Customer should therefore check the site periodically for updated versions.  Customer accepts the said Terms and Conditions, as acknowledged by signature on the relevant Service Order or Bid to Order Form and agrees to be bound by them.

 

  1. Services Provided.Provided that Customer is not in default of its obligations stated herein, Sparkplug-IP shall provide Customer with the Service ordered in the Sparkplug-IP Service Order Form, which Service Order Form is incorporated herein by reference, for the Service Term, the Service Term being defined in Section 11. If Customer has purchased or leased Equipment from Sparkplug-IP or its certified third-party leasing company then the Customer must install Equipment in accordance with instructions provided by Sparkplug-IP (or its third-party vendor).  In addition, Sparkplug-IP Equipment must be used solely for the purpose of Service utilization. Customer is solely responsible to obtain, use and operate any equipment not provided by Sparkplug-IP that may be used in association with the Service.

 

  1. Service Description.Sparkplug-IP SIP Trunks with/without DID may be bundled virtually to provide inbound, outbound local and long-distance voice services via a Sparkplug-IP assigned DID. The service will route between a Customer’s IP address and either the PSTN or another IP address with Sparkplug-IP delivering traffic to the Customer’s gateway device or IP-PBX via an internet protocol connection using Session Initiation Protocol (“SIP”) signaling. Each SIP Trunk with DID enables a single concurrent call but can be oversubscribed with multiple Sparkplug-IP assigned DIDs being accessible via a single trunk. SIP Trunks with DID may also include static 911 services, 411, Operator services, inbound caller id, caller location or white page listing. These services require Customer to provide their own legitimate service address. Only TNs or Toll-Free TNs provided by Sparkplug-IP or ported to the Sparkplug-IP network can be used in conjunction with this service.

 

  1. Service Limitations.Sparkplug-IP SIP Trunk service does not include any Class 5 features (e.g. call waiting, call forwarding, voicemail, etc.), nor will the service provide any of the following call types: 976, 900, or 1010xxx. Outbound local, 911, outbound 800 calls or 411 calls are only available if the call’s originating Automated Number Identification (ANI) is a Sparkplug-IP assigned DID or a DID that has been ported to the Sparkplug-IP network. All special configurations are subject to Sparkplug-IP’s approval and Sparkplug-IP reserves the right to terminate this agreement where proper interoperability testing has not been completed when required. Any traffic deemed to jeopardize the integrity of Sparkplug-IP’s network may be blocked by Sparkplug-IP.  Service Moves.  Sparkplug-IP Service requires a contracted Service Address. Sparkplug-IP Services may not be moved from a contracted Service address without written notification from the customer to Sparkplug-IP. Should Customer fail to notify Sparkplug-IP of a service move then Sparkplug-IP, at its sole discretion, may immediately suspend Customer service until such time as a Customer Move Order is processed. Customer accepts that failure to properly notify Sparkplug-IP of an intended service move may result in Customer service being E911 non-compliant. Customer understands that said failure may cause incorrect routing of Emergency Services and any consequences of such rest solely with the Customer. Additionally, customer understands that continuation of existing ELS DIDs may be restricted by the location of the moved service.

 

  1. Emergency Services Dialing.Customer will have access to either basic 911 or Enhanced 911 (E911) as their default emergency calling service.

With E911 service, when a caller from the Customer’s Registered Address dials the digits 9-1-1, the Sparkplug-IP telephone number and subscriber’s registered address is automatically sent to the local emergency center serving your location. The emergency operators will have access to this information regardless of whether the caller is able to verbally provide such information to the emergency call taker.  Accordingly, with E911 service, the emergency call-taker will have the caller’s call-back telephone number and registered address information just by virtue of the caller placing the call using the digits 9-1-1. In limited circumstances, Customers equipped with E911 may have their calls routed to the national call center. Please see the description below for an explanation of when this would occur and how this service operates.

With basic 911 service, when a caller from the Customer’s Registered Address dials the digits 9-1-1, the call is sent to the local emergency center serving your location. But operators answering the call will not have automatic access to the caller’s call-back telephone number or the Registered Address because the emergency center will not be equipped to receive, capture or retain Customer’s assigned Sparkplug-IP telephone number and Registered Address. Accordingly, callers must be prepared to provide both call-back and address information. If the call is dropped or disconnected, or if the caller is unable to speak, the emergency operator answering the call will not be able to call the caller back or dispatch help to the caller’s address. As additional local emergency centers become capable of E911 functionalities, Sparkplug-IP may automatically upgrade customers from basic 911 to E911 service. We will not notify Customer of the upgrade. Customers that have not specifically requested 911 or E911 service may be charged a one-time call charge of $75.00 for such an emergency call.  In limited circumstances, Customers equipped with basic 911 may have their calls routed to the national call center. Please see the description below for an explanation of when this would occur and how this service operates.

National Call Center Service Certain Sparkplug-IP customers do not have access to either basic 911 or E911. If Customer does not have access to either E911 or basic 911, emergency calls placed using the digits 9-1-1 will be sent to a national emergency call center. A trained agent at the emergency call center will ask for caller’s name, telephone number, and location and then transfer the caller to the appropriate local emergency center or otherwise determine the best way to provide emergency services to the caller. Like Basic 911, the trained operators answering calls in the national call center will not have automatic access to the caller’s telephone number or Registered Address information because the national call center is not equipped to receive, capture or retain Customer’s Sparkplug-IP telephone number and Registered Address, so the caller must be prepared to provide this information. Customer’s 911 calls may also be sent to Sparkplug-IP’s national emergency call center if there is a problem validating the Registered Address provided by Customer during provisioning, if Customer is located in an area that is not covered by the land line 911 network, or if Customer has basic 911 or E911 service but these call fails to complete and are routed to the national emergency call center for failover purposes.

 

DISCLAIMER OF LIABILITY:

CUSTOMER ACKNOWLEDGES AND AGREES THAT SPARKPLUG-IP’S SERVICE IS INTERNET BASED AND THAT 911 SERVICES ARE DIFFERENT THAN THAT OF TRADITIONAL WIRELINE SERVICE. FOR BASIC 911 OR E911 TO BE ACCURATELY ROUTED TO THE APPROPRIATE EMERGENCY RESPONDER, THE CUSTOMER MUST PROVIDE THE TN ASSOCIATED WITH THE SIP TRUNKING SERVICE FOR THE REGISTERED ADDRESS, IN THE ‘USERPART’ OF THE ‘FROM URI’ CONTAINED IN THE SIP ‘FROM’ HEADER.  CUSTOMER ACKNOWLEDGES THAT THE SPARKPLUG-IP SIP TRUNK WITH DID SERVICE MAY NOT SUPPORT BASIC 911 OR E911 DIALING IN THE SAME MANNER AS TRADITIONAL WIRELINE PHONE SERVICE. CUSTOMER AGREES TO INFORM OF THE POTENTIAL COMPLICATIONS ARISING FROM BASIC 911 OR E911 DIALING. SPECIFICALLY, CUSTOMER ACKNOWLEDGES AND AGREES TO INFORM ALL EMPLOYEES, GUESTS, AND OTHER THIRD PERSONS WHO MAY USE THE SERVICE THAT BASIC 911 AND E911 SERVICES WILL NOT FUNCTION IN THE CASE OF A SERVICE FAILURE FOR ANY OF THE FOLLOWING REASONS: (A) POWER FAILURES, (B) SUSPENDED OR TERMINATED BROADBAND SERVICE, (C) SUSPENSION OF SERVICES DUE TO BILLING ISSUES, AND/OR (D) ANY OTHER SERVICE OUTAGES NOT DESCRIBED HEREIN. CUSTOMER FURTHER ACKNOWLEDGES THAT FAILURE TO PROVIDE A CORRECT PHYSICAL ADDRESS IN THE REQUISITE FORMAT MAY CAUSE ALL BASIC 911 OR E911 CALLS TO BE ROUTED TO THE INCORRECT LOCAL EMERGENCY SERVICE PROVIDER. FURTHERMORE, CUSTOMER RECOGNIZES THAT USE OF THE SERVICE FROM A LOCATION OTHER THAN THE LOCATION TO WHICH THE SERVICE WAS ORDERED, I.E., THE “REGISTERED ADDRESS,” MAY RESULT IN BASIC 911 OR E911 CALLS BEING ROUTED TO THE INCORRECT LOCAL EMERGENCY SERVICE PROVIDER.

CUSTOMER ACKNOWLEDGES AND AGREES THAT SPARKPLUG-IP, ITS UNDERLYING CARRIER, OR ANY OTHER THIRD PARTIES INVOLVED IN THE ROUTING, HANDLING, DELIVERY, OR ANSWERING OF EMERGENCY SERVICES OR IN RESPONDING TO EMERGENCY CALLS, NOR THEIR OFFICERS OR EMPLOYEES, MAY BE HELD LIABLE FOR ANY CLAIM, DAMAGE, LOSS, FINE, PENALTY OR COST (INCLUDING, WITHOUT LIMITATION, ATTORNEYS FEES) AND CUSTOMER HEREBY WAIVES ANY AND ALL SUCH CLAIMS OR CAUSES OF ACTION, ARISING FROM OR RELATING TO THE PROVISION OF ALL TYPES OF EMERGENCY SERVICES TO CUSTOMER. CUSTOMER FURTHER AGREES AND ACKNOWLEDGES THAT IT IS INDEMNIFYING AND HOLDING HARMLESS SPARKPLUG-IP FROM ANY CLAIM OR ACTION FOR ANY CALLER PLACING SUCH A CALL WITHOUT REGARD TO WHETHER THE CALLER IS AN EMPLOYEE OF THE CUSTOMER. CUSTOMER ACKNOWLEDGES AND AGREES TO HOLD HARMLESS AND INDEMNIFY SPARKPLUG-IP FROM ANY CLAIM OR ACTION ARISING OUT OF MISROUTES OFANY 911 CALLS, OR WHETHER LOCAL EMERGENCY RESPONSE CENTERS OR NATIONAL EMERGENCY CALLING CENTERS ANSWER A 911 CALL OR HOW THE 911 CALLS ARE HANDLED BY ANY EMERGENCY OPERATOR INCLUDING OPERATORS OF THE NATIONAL CALL CENTER. THE LIMITATIONS APPLY TO ALL CLAIMS REGARDLESS OF WHETHER THEY ARE BASED ON BREACH OF CONTRACT, BREACH OF WARRANT, PRODUCT LIABILITY, TORT AND ANY OTHER THEORIES OF LIABILITY.

 

  1. Service Availability.The Service is available throughout the Service Term, except in the case of scheduled maintenance of the Sparkplug-IP network and/or its underlying carrier’s network. Sparkplug-IP will use commercially reasonable efforts to provide prior notification via electronic mail (“email”) to Customer regarding any scheduled maintenance of Service. Sparkplug-IP may interrupt its provision of Service for unscheduled emergency maintenance without notice to Customer or Customer’s customers.

 

  1. Interoperability Requirement. Customer shall review the appropriate Interoperability requirements provided by Sparkplug-IP tech staff to identify all necessary interoperability requirements. Sparkplug-IP takes no responsibility for installation or configuration of customer Phone System, or any responsibility related to connecting a customer’s Phone System to any Sparkplug-IP provided equipment.

 

  1. IP originated traffic. All user traffic must be IP originated. “IP Originated” shall mean voice traffic which Customer represents and certifies as utilizing TCP/IP as a transmission protocol from the Customer’s originating equipment (i.e. SIP phones, SIP PBX, TDM to SIP Gateway, IP adapter, etc.) to a TCP/IP gateway. Traffic identified as non-IP originated is subject to at least incremental $.05 per minute charges.

 

  1. Porting Numbers. Sparkplug-IP will require a completed and signed Letter of Authorization (“LOA”) for any numbers or toll-free numbers the customer wishes to port. Applicable LOAs are attached hereto. In addition, Sparkplug-IP will require a recent, applicable copy of the Customer’s current phone bill which contains the Customer’s Billing Telephone Number (“BTN”) as well as a record of any numbers that need to be ported. Necessary LOA(s) and Bill Copy(s) must be received by Sparkplug-IP before Sparkplug-IP initiates the port request.

 

  1. Service Activation Date.Sparkplug-IP will work with the Customer to establish an initial activation date upon which their SIP Trunk solution will be activated. This date will be based on the Customer’s requested date as well as the Confirmed Port Date Sparkplug-IP receives from its underlying provider. The Confirmed Port Date is the date upon which the Customer’s current voice provider has agreed to port the numbers to Sparkplug-IP. The Confirmed Port Date typically cannot be set any earlier than two (2) to four (4) business weeks after the port request was initiated. Upon submission of the port request, Sparkplug-IP will request a port date that coincides as closely as is reasonably possible with the initial activation date arrived at with the Customer. However, since the port interval is a product of the accuracy of the information provided to Sparkplug-IP by the Customer as well as the processing speed of the Customer’s current voice provider, Sparkplug-IP makes no guarantees about how soon a Customer’s number can be ported, but will work with its underlying carrier and the Customer to make sure the port date coincides as closely as possible with the activation date requested by the Customer. When Sparkplug-IP receives the Confirmed Port Date, Sparkplug-IP will assign a Service Activation Date based on the aforementioned criteria and will communicate this date to the customer. If the Customer wishes to change the requested service activation date, Customer must communicate, in writing, the new requested date to their VoIP Installation Specialist within forty-eight (48) hours of the issuance of the service activation date.  Such further date changes by Customer will be met by Sparkplug-IP on a best effort basis.

 

  1. Service Activation Appointment.Sparkplug-IP will attempt to arrange an Activation Appointment with the Customer on the Service Activation Date, whereupon, a Sparkplug-IP Service Activation Specialist will contact the Customer to provide relevant information and facilitate test calls. Such test calls will consist of outbound and inbound calls between the Customer site and Sparkplug-IP. It is the customer’s sole responsibility to ensure that their premise and all equipment is prepared for service activation by the Service Activation Date. The Service Commencement Date shall be the date when the voice components are delivered and confirmed by a Sparkplug-IP SIP Trunking Confirmation email, whether or not an Activation Appointment has occurred. The Service Commencement Date shall equal the first date of billing for the services delivered.

 

  1. Service Agreement Term and Service Term.The initial Service Agreement Term shall be at least one (1) year and up to three (3) years from the Effective Date of the unique, or any, Service Order Form(s) signed by Customer, with the specific initial Term of the Service Agreement as stated on each such Service Order Form. The term of the Service Agreement will automatically renew for successive one (1) year periods unless terminated in writing by Sparkplug-IP or by Customer pursuant to the Termination Section of this Agreement at least thirty (30) days prior to the expiration of the then existing Term of the Service Agreement. When the Term of the Service Agreement expires or is terminated, existing Services continue in effect for the remainder of the Service Term(s) and will continue to be governed by the Agreement. In the event of automatic renewal, Sparkplug-IP reserves the right to: (i) maintain the same prices and rates for the Service(s) as stated on affected Service Order Form, or (ii) Terminate the Service(s) as stated on affected Service Order Form.

 

  1. Service Support. Sparkplug-IP provides support for the Services as described at, as guaranteed by the applicable Service Level Agreement (“SLA”), posted at www.SPARKPLUG-IP.com, DOES NOT SUPPORTCUSTOMER SERVICES BEYOND THE SPARKPLUG-IP POINT OF DEMARCATION.

 

  1. CPE Maintenance, Support, and Repair.If Customer has rented CPE from Sparkplug-IP, then Customer shall allow Sparkplug-IP reasonable access to the CPE as required to provide Service ordered by Customer. Equipment provided for service may be new or recertified. All CPE and CPE provider service purchased from Sparkplug-IP is subject to the terms and conditions set forth in the Manufacturer’s or Publisher’s warranty, end-user license, or agreement applicable to such CPE or CPE provider service, with no warranty of any kind from Sparkplug-IP.  Third Party Customer Installation waiver:  Customer understands that Sparkplug-IP is not responsible for the customer’s Third Party (CPE Vendor) physical installation of equipment at the customer’s location.  It is the customer’s responsibility to coordinate installation, CPE configuration, and insuring the necessary steps to secure such CPE to protect against the hacking such CPE and or use of the equipment to make unauthorized calls.  Customer shall reimburse Sparkplug-IP, on a time and materials basis as documented in an invoice, for the entire cost to repair and/or replace CPE in the event of (a) misuse, (b) failure to exercise reasonable care, (c) altering original Sparkplug-IP configuration, (d) CPE hacked device, (e) theft, or (f) disaster. If Sparkplug-IP CPE requires maintenance not caused by one of the events set out in the sentence above, Sparkplug-IP or its agents shall either arrange to repair the CPE at Customer’s premises or ship an equivalent pre-configured replacement to Customer. If replacement CPE is shipped to Customer, Customer shall return the faulty CPE to Sparkplug-IP within ten (10) days of receiving the replacement CPE or pay for such CPE. Customer will not receive compensation for downtime associated with CPE replacement or repair. In addition, if Customer has rented CPE, Customer shall return (at Customer’s own expense) Sparkplug-IP CPE to Sparkplug-IP within ten (10) days of termination. If this CPE is not returned in good working condition to Sparkplug-IP Customer shall be invoiced and pay for this CPE. Should Customer terminate CPE rental prior to fulfillment of initial or renewal service term then Sparkplug-IP may charge Customer a twenty percent (20%) restocking fee, as calculated according to the original purchase price of rented CPE.

 

  1. CPE Purchase. All CPE and CPE Provider Service purchased from Sparkplug-IP is subject to the terms and conditions set forth in theManufacturer’s or Publisher’s warranty, End-User license or agreement applicable to such CPE or CPE Provider Service, with no warranty of any kind from Sparkplug-IP. Should customer receive purchased CPE that is damaged or dead on arrival Customer must notify Sparkplug-IP Customer Care within ten (10) days of receipt. Returns will only be accepted on brand new factory-packaged products within thirty (30) days of the date CPE was shipped. All products must be fully complete including all original manufacturer boxes with the UPC code and packing materials, all manuals, blank warranty cards, accessories and any other documentation included with the original shipment. Products returned in used or altered condition will not be accepted. After thirty (30) days from initial product ship date, all sales are final. Customer is responsible for shipping charges to the Sparkplug-IP distribution center for all products being shipped for return or exchange. Customer is responsible for all risk of loss and damage to products being shipped for return or exchange. Should Customer desire to return or exchange purchased CPE, pursuant to the above conditions, then Customer must e-mail Customer Care at [email protected]  to request a Return Materials Authorization (RMA). All returns and exchanges will incur a twenty percent (20%) restocking fee, as calculated according to the original purchase price. If the RMA is in response to CPE delivered dead on arrival or damaged, and said CPE is found to be operating within manufacturer specifications upon return, said CPE shall be subject to the restocking fee outlined above.

 

  1. Charges for Service.

Monthly Reoccurring Charges (MRC) The monthly recurring charge(s) (“MRC”) and any non-recurring charge(s) (“NRC”) for Service is stated in said Service Order Form. Service charges are exclusive of applicable taxes and surcharges, including the Federal Universal Service Fund surcharge that Sparkplug-IP passes on to its Customers if it is charged to Sparkplug-IP. At its sole discretion, Sparkplug-IP may require a security deposit to continue providing Service should Customer’s credit profile yield insufficient credit. Additionally, at its sole discretion, Sparkplug-IP reserves the right to demand immediate payment by wire and block Customer’s voice traffic should Sparkplug-IP determine Customer’s usage exceeds their approved level of credit. Except for items outlined in this agreement, Sparkplug-IP shall not increase pricing during the initial Term of a Customer Order, but thereafter Sparkplug-IP may increase pricing upon at least thirty (30) days’ written notice.

Regulatory and Legal Changes – All rates and charges are subject to change immediately in the event there are mandated surcharges or taxes imposed by federal, state or governmental agency.  Notwithstanding the foregoing, in the event of Regulatory Activity, Sparkplug-IP reserves the right, at any time with as much advance written notice as reasonably possible and without liability, to: (i) pass through to Customer all, or a portion of, any changes or surcharges or taxes directly or indirectly related to such Regulatory Activity; (ii) modify the Service, rates (including any rate guarantees), promotions, terms and/or conditions of this Agreement in order to conform to such action; or (iii) if such Regulatory Activity materially and adversely impairs the provision of Service under the Agreement, as reasonably determined by Sparkplug-IP, terminate the Agreement.

 

  1. Billing Disputes.In the event Customer disputes any invoiced charges, Customer shall pay in full all charges invoiced by the Due Date and submit written notification in the form of an email sent to, with “Notice of Billing Dispute” in the subject line of the email. Such email notification must include the Customer’s contact information, the specific dollar amount in dispute, detailed supporting reasons for the dispute, and any supporting documentation if available. Sparkplug-IP shall respond to Customer, in writing, within thirty (30) calendar days of receiving a dispute notification from Customer. Any dispute resolved in favor of Customer shall be credited as appropriate on the next available invoice. In the event that any disputed amounts are deemed to be correct as billed and in compliance with this Agreement, Customer shall be notified in writing that the charges have been deemed valid and legitimate, and the dispute will be considered resolved by both parties; in such cases, if there should be any amount due from Customer related to the dispute, then all such amounts shall be due and payable immediately. Provider reserves the right to deny or delay any and all billing disputes and/or credits if the Customer’s account is in arrears or otherwise not in good standing.

 

  1. Specific Charges for Sparkplug-IP SIP Trunk Service.

LNP Charges: For cancelled LNP request more than 48 hours before FOC, a non-recurring charge of $25 per TN will be charged. For cancelled LNP requests within 48 hours of FOC, a non-recurring charge of $75 per TN will be charged. For any request to reinstate, within 24 hours, a newly ported phone number to the original carrier, a non-recurring charge of $350 per number will be assessed.

Payphone Surcharges: In the event the Customer’s 800/Toll-Free TN receives any inbound calls originating from a Payphone, these calls will be subject to a charge per call. The charges are based on regulated FCC Payphone Compensation rules. These regulatory charges (approximately $0.60 per call) will be passed through directly to the customer.

Call Duration Thresholds: All per minute rates (Interstate LD, Intrastate LD, Local if applicable, 800 Domestic) assume at least 95% of calls terminating will be of a call duration of no less than six (8) seconds in length. If 5% or more of Customer’s completed calls are equal to or less than six (8) seconds in length during any billing cycle then Sparkplug-IP reserves the right to charge, and Customer shall pay, a $0.05 charge per short duration call. This charge will be in addition to Customer’s current rates.

Local & Inbound Minute Thresholds: Each SIP trunk with/without DID is subject to a monthly cap limiting the amount of inbound and local outbound minutes to a “plan” of minutes per trunk. Any inbound or local outbound minutes exceeding the plan will be billed at $.025per domestic minute. This cap is a soft cap, meaning that its enforcement will not be automatic but will be at the discretion of Sparkplug-IP should the customer’s usage exceed this usage cap in any given month.

Long Distance Minimum Threshold: For any month in which the average sum of a Customer’s SIP Trunks’ in/out going interstate, intrastate or international long-distance traffic does not reach 300 minutes, Sparkplug-IP reserves the right to enforce a minimum threshold of 300 minutes. The per-minute rate applied will be at least $.025. This threshold is a soft threshold meaning that its enforcement will not be automatic but will be at the discretion of Sparkplug-IP should the customer’s long-distance usage not reach the minimum threshold in any given month.

Call Rating: Calls will be rated as local calls if they terminated within subscriber’s Local Calling Area associated with the call’s originating ANI (which must be a Sparkplug-IP assigned DID). All calls outside of a Subscriber’s Local Calling area shall be rated as either intrastate, interstate or international long distance. This distinction of inter versus intrastate versus international long distance will be determined based on the Originating Automatic Number Identification (ANI) and Terminating ANI provided in the call signaling. Sparkplug-IP utilizes the value in the ‘FROM’ field in the SIP header as the Originating ANI for establishing the jurisdiction of the call (i.e. interstate versus intrastate versus international). However, in the event a value is present in any of the SIP header fields used for caller id (e.g. Remote Party ID, P-Assert-Identity), Sparkplug-IP may use this in lieu of the “FROM” field as the Originating ANI to determine the jurisdiction of a call. If Sparkplug-IP cannot accurately rate a call due to an invalid or omitted Originating ANI, and its rating jurisdiction is not international, Sparkplug-IP will default to rating the call at the prevailing Intrastate long-distance rate.  Sparkplug-IP will determine the originating or terminating carrier by evaluating the Terminating ANI down to the NPA-NXX-X level.  Customer is also required to maintain the originating ANI for all outbound calls and abstain from any level of ANI manipulation in the call signaling.

Local Call Rating Exclusion: Rating outbound calls as Local only applies to calls that utilize telephone numbers (DIDs) assigned by Sparkplug-IP or that have been ported to Sparkplug-IP’s service as the originating ANI. Termination of calls from DIDs not provided by Sparkplug-IP or ported to Sparkplug-IP’s service will be rated as either Interstate or Intrastate long distance. This distinction of inter versus intrastate long distance will be determined based on the Originating Automatic Number Identification (ANI) and Terminating ANI provided in the call signaling. If Sparkplug-IP cannot accurately rate a call due to an invalid or omitted Originating ANI, and its rating jurisdiction is not international, Sparkplug-IP will default to rating the call at the prevailing Intrastate long-distance rate.

International Rates: If no rate schedule is attached, international rates are available at upon request. International per minute rates are subject to change. Sparkplug-IP reserves the right to block all or a number of high cost international routes.  Customers may request to have this block removed by requesting in writing to and copying their dedicated Sparkplug-IP account executive.

Interstate LD Rates: All interstate dialing will be billed at the quoted flat, per-minute rate or rate schedule. LD interstate calls terminating to Alaska are an exception and can be billed up to a $1.30 per minute rate.

Intrastate LD Rates: Intrastate calls are rated and billed at a flat, per-LATA per-minute rate. These per-LATA rates can be viewed at and are subject to change every three (3) days.

800 Domestic Rates: Domestic 800 inbound calls are billed at the quoted flat, per-minute rate or rate schedule. 800 service is only available to 800/Toll-free DIDs provided by or ported to Sparkplug-IP’s network.

800 Offshore Rates: 800 inbound calls are rated at the quoted flat per minute rate or rate schedule with the exception of calls originating from the following locations:  Subject to change based on an averaged Sparkplug-IP’s termination cost.

 

  1. Alaska $.45
  2. Canada $.08
  3. CNMI $.30
  4. Guam $1.15
  5. Hawaii $.05
  6. Puerto Rico $.19
  7. USVI $.18

 

The per-minute rates for these locations are subject to change every fifteen (15) days and updates shall be posted in a revised Terms and Conditions document which may be viewed at www.sparkplug-ip.com.

Directory Assistance and Operator-Assisted Dialing:  Sparkplug-IP’s SIP Trunk with DID service may provide Directory Assistance (i.e. 411) and traditional Operator Assisted Dialing. Specific per call or per minute of use rates may apply.

RBOC / Wireless Thresholds for Flat Rate Charges: All flat-rate per-minute rates (Interstate LD, Intrastate LD, 800 Domestic) assume at least 6 October 5, 2009 October 5, 2009  5% of calls terminate (or originate for 800 domestic inbound) on either an RBOC or Wireless PSTN providers. If this threshold is not met, Sparkplug-IP reserves the right to charge up to an additional $.06 per minute on the number of minutes needed to meet this threshold.

Usage Charges Incurred with Bulk Forwarding Number Management to the PSTN: Sparkplug-IP provides the capability for inbound calls to a TN associated with this service to be forwarded to a number on the PSTN (i.e. landline or cell phone) or another VoIP line. Should Customer utilize this feature, Customer will incur any applicable usage charges for the inbound leg to the original TN in addition to usage charges for the outbound forwarded leg which may be rated as interstate or intrastate depending on the TN of the originating caller or value used in the caller-id field. It is important to note that if an inbound call is forwarded to another of Customer’s Sparkplug-IP provided TNs, the usage associated with the forwarding leg will be billed as either local, intrastate or interstate.

 

  1. Billing and Payment.Sparkplug-IP shall bill Customer for Service rendered at the rates stated in said Service Order Form. Invoices shall include all applicable federal, state, and local taxes. all such 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 Sparkplug-IP, Inc., which shall be payable by the Customer. However, if Customer provides proof of its specific tax-exempt status, Provider shall not charge applicable taxes due to such exemption.  Customer shall supply Provider a valid and properly executed tax exemption certificate(s). In such cases the Customer remains responsible for and agrees to pay, any and all remaining non-exempt charges; tax exemption status validation is solely the responsibility of the Customer and Provider will not be obligated to consider any retroactive tax exemption. Sparkplug-IP shall commence billing for the monthly recurring charges and usage (the Service) on the Service Commencement Date. First and second month charges for the recurring Service(s) are billed upon Service Commencement. Where applicable, service charges for the first partial month of service will be pro-rated and billed. Call usage charges are billed after the actual calls and usage has occurred. Payments are due within fifteen (15) days of the invoice date. After fifteen (15) days of nonpayment, all fees will accrue interest at a rate of one and one-half percent (1.5%) per month or any part thereof, or the highest rate allowed by applicable law, and customer shall pay all collection costs incurred by Sparkplug-IP (including, without limitation, reasonable attorney’s fees).  Some Customers installed prior to two-thousand-and-eight (2009) may be subject to payment terms whereby payments are due within thirty (30) days from the invoice date; Sparkplug-IP reserves the right to amend said Customers to a fifteen (15) day payment term should they fail to make satisfactory payments pursuant to their current account payment term. At any point beyond provided invoice due date, where Customer has failed to make satisfactory payment as so judged by Sparkplug-IP, then Sparkplug-IP may give Customer written notification, by email, that Customer has committed a material breach of the Agreement due to non-payment. Said notification will be provided five (5) business days prior to Service suspension or termination. Customer must pay all outstanding charges, within said notice period, to avoid suspension or termination of Service. If Service is terminated due to non-payment, then the Termination fees described in the Material Breach Section shall apply. In its sole discretion, Sparkplug-IP may: (i) require a security deposit to continue the provisioning of Service(s) if Customer’s approved level of credit is deemed insufficient; (ii) change payment terms, billing cycle, and/or Due Date; (iii) demand immediate payment by wire or other means and discontinue Service(s) without notice should Provider determine Customer’s usage exceeds their approved level of credit; (iv) immediately block Customer’s Service(s) if a Customer’s pre-paid balance is depleted or is at a level that cannot cover Customer’s estimated traffic during the time required for the Customer to replenish their prepaid balance, or if Customer refuses to make any requested payments. Sparkplug-IP retains the right to bill, including any amended or corrected billing, for the Service(s) for a period of up to twelve (12) months, commencing from the date the billed Service(s) were provided to Customer. Sparkplug-IP shall retain such billing rights for this twelve (12) month period notwithstanding any prior billing to Customer for the same period(s) and regardless of any otherwise conflicting billing conditions in this Agreement. Customer agrees that for the duration of this twelve (12) month period, Sparkplug-IP shall not be deemed to have waived any rights with regard to billing for the provided Service(s) that are subject to this period, nor shall any legal or equitable doctrines apply, including estoppel or laches.

 

  1. Resumption of Service.If Customer requests that Service be restored after a suspension or termination, Sparkplug-IP has the sole and absolute discretion to restore such Service and may condition restoration upon satisfaction of such conditions as Sparkplug-IP determines is necessary for its protection, including requiring Customer to execute a new agreement, pay all past due statements in full, pass Sparkplug-IP’s credit approval, and/or make advance payments. New nonrecurring charges also may apply to restore Service.

 

  1. Additional NRC (if applicable).In addition to the standard NRC listed above, the following NRC, if applicable, will apply: Service Reinstatement Fee: $200.00 plus any charges imposed by underlying carrier(s):

Missed Appointment Fee: $200.00

Rejected Credit Card/Unpaid Check: $40.00 (or legal limit)

Relocation: Relocation within same rate center is $75.00;

Relocation to new rate center is $275.00

Upgrade Charge: Dependent on specific upgrade

Downgrade Charge: Dependent on specific downgrade

 

  1. Inside Wiring for VoIP Component.It will be the customer’s responsibility to provide any needed internal wiring or extensions (and required conduit, facilities, power, etc) for the Equipment and phones required to use the service.

 

  1. Material Breach. Sparkplug-IP or Customer may terminate this Agreement and the Service(s) provided hereunder in the event of a material breach that is not cured within thirty (30) days following the delivery of written notice specifying said breach, except in the case of serious material breaches, so judged by Sparkplug-IP.  Such notice from Customer must be in the form of an email sent to [email protected], with “Notice of Material Breach” in the subject line of the email and Customer’s contact information and detailed explanation, including supporting documentation if available, in the body of the email. Such notice from Sparkplug-IP shall be in the form of an email to the Customer. In the event of an uncured material breach by Sparkplug-IP, the Agreement and Service(s) shall be terminated without further liability to the Customer, however, in such cases Customer shall remain responsible for: (a) charges for Service(s) actually and properly received prior to the date of Breach notification, (b) one hundred percent (100%) of the past due balance at the time of termination, and (c) any non-recurring charges originally waived by Sparkplug-IP. In the event of an uncured material breach by Customer, such as early termination of this Agreement, the following termination fees shall apply: (a) charges for Service(s) actually and properly received prior to the date of Breach notification, (b) the total of monthly minimum commitments for all components of the Service(s) for the remainder of the Service Order Term(s) and any additional early Termination fees included in any and all relevant Service Order Form(s), (c) one hundred percent (100%) of the past due balance at the time of termination, and (d) any non-recurring charges originally waived by Sparkplug-IP.

 

  1. Termination

Termination for Cause

Either Party may terminate this Agreement and any Services purchased hereunder in whole or part by giving written notice to the other Party if the other Party: i) breaches any material term of this Agreement and fails to cure such breach within thirty (30) days after receipt of such notice; ii) at the written recommendation of a government or regulatory agency following a change in either applicable Law or the Services; or iii) upon the commencement by or against the other Party of insolvency, receivership or bankruptcy proceedings or any other proceedings or an assignment for the benefit of creditors.

Effect of Termination

  • a) If Customer terminates the Services, a portion of the Services, or this Agreement in its entirety due to Sparkplug-IP’s material breach under Section 24(A) (Termination for Cause), Customer will not be liable for any fees or charges for terminated Services for any period subsequent to the effective date of such termination (except those arising from continued usage before the Services are disconnected), and Sparkplug-IP will provide Customer a pro-rata refund of all any prepaid and unused fees or charges paid by Customer for terminated Services.
  • b) If this Agreement or any Services are terminated for any reason other than as a result of a material breach by Sparkplug-IP or as set forth in Section 15(B) (Regulatory and Legal Changes) the Customer must, to the extent permitted by applicable Law and without limiting any other right or remedy of Sparkplug-IP, pay within thirty (30) days of such termination all amounts that have accrued prior to such termination, as well as all sums remaining unpaid for the Services for the remainder of the then-current Term plus related Taxes and fees.

 

Sparkplug-IP reserves the right to suspend or discontinue providing Services generally, or to terminate Customers Service, at any time in its sole discretion.  If Sparkplug-IP discontinues providing Services generally, or terminates a customer’s Service without a stated reason, customer will only be responsible for charges accrued through the date of termination, including the pro-rated portion of any final month’s reoccurring charges.

 

Number Transfer on Service Termination. Upon termination of the Service, Sparkplug-IP may, at its sole discretion, release a telephone number that was ported in from a previous service provider to Sparkplug-IP by you and used in connection with your Service provisioned by Sparkplug-IP to your new service provider, if such new service provider is able to accept such number, and provided that (i) your account has been terminated; (ii) your Sparkplug-IP account is completely current including payment for all charges and disconnect fees; and (iii) you request the transfer upon terminating your account.

 

  1. Limitation of Liability.EXCEPT AS PROVIDED IN SECTION 26, IN NO EVENT WILL SPARKPLUG-IP OR CUSTOMER BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS) ARISING OUT OF OR IN RELATION TO THE SIP TRUNK, DEDICATED INTERNET ACCESS SERVICE, CPE, AND/OR ANY PRODUCTS OR SERVICE PROVIDED BY THIRD PARTIES UNDER THIS AGREEMENT. SPARKPLUG-IP’S MAXIMUM LIABILITY UNDER THIS AGREEMENT IS LIMITED TO SERVICE CREDITS NOT TO EXCEED THE FEES PAID TO SPARKPLUG-IP BY CUSTOMER FOR THE SERVICE PROVIDED.

Sparkplug-IP SIP Trunk with/without DID service does not include any Class 5 features (e.g. call waiting, voicemail, etc.), nor will the service provide any of the following call types: 976, 900, or 1010xxx. Outbound local, 911, outbound 800 calls or 411 calls are only available if the call’s originating ANI is a Sparkplug-IP assigned DID or a DID that has been ported to the Sparkplug-IP network. All special configurations are subject to Sparkplug-IP’s approval and Sparkplug-IP reserves the right to terminate this agreement where proper interoperability testing has not been completed when required.

 

  1. Both parties shall indemnify and hold harmless each other, its Officers, Employees, Agents, and Affiliates from and against any and all alleged or actual losses, costs, claims, liability of any kind, damages (including to any tangible property or bodily injury to or death of any person), or expense of whatever nature, (including reasonable attorneys’ fees) to or by any third party, relating to or arising from (a) the use of the Service provided to Customer, whether or not Customer has knowledge of or has authorized access for such use, (b) any damage to or destruction of CPE not caused by Sparkplug-IP or its agents, and (c) any material breach of this Agreement by either party. Customer has the sole and exclusive responsibility for the installation, configuration, security, and integrity of all Customer systems, equipment, software, and networks (the “Customer Equipment”) used in conjunction with or related to the Service(s) provided by Sparkplug-IP. Customer therefore shall indemnify and hold harmless Sparkplug-IP from and against any actual or alleged losses, costs, claims, liability of any kind, damages, or expenses or fees (including reasonable attorneys’ fees) on the part of or which may be incurred by Customer or a third-party relating to or arising from the use or operation of the Customer Equipment. Customer’s indemnification in this subsection includes any alleged or actual losses or claims in connection with unauthorized access to or use of the Service(s) by any third-party through Customer Equipment, regardless if such unauthorized access is unintentional, accidental, intentional or by fraud and regardless of whether Customer had knowledge of such unauthorized access. In all such cases of unauthorized access Customer agrees that it retain full and sole responsibility for any and all charges for the Service(s) provided by Sparkplug-IP. In the event Sparkplug-IP grants Customer access, either by online access, by application programming interface (API), or access by any other means, to a service ordering/management system and other related electronic tools (collectively, the “Electronic Tools”), Customer agrees that it is fully and exclusively responsible for all information accuracy, charges, costs, transactions, and activities conducted through such Electronic Tools. Customer agrees that it is fully and exclusively responsible to safeguard, monitor, manage, and maintain access to the Electronic Tools, and to only allow authorized use of the Electronic Tools to persons that Customer designates. Customer therefore agrees that it shall indemnify and hold harmless Sparkplug-IP from and against any actual or alleged losses, costs, claims, liability of any kind, damages, or expenses or fees (including reasonable attorneys’ fees) on the part of or which may be incurred by Customer, or a third-party, relating to or arising from the use or operation of the Electronic Tools. Customer’s indemnification in this subsection includes any alleged or actual losses or claims in connection with unauthorized access to, use, transactions, or activity conducted through the Electronic Tools, regardless if such unauthorized access is unintentional, accidental, intentional, or by fraud, and regardless of whether Customer had knowledge of such unauthorized access. In all such cases of unauthorized access Customer agrees that it retains full and sole responsibility for any and all charges for the Service(s) provided by Sparkplug-IP.

 

  1. No Warranties and Customer Assumption of Risk.SPARKPLUG-IP MAKES SERVICE COMMITMENTS UNDER THE APPLICABLE SERVICE LEVEL AGREEMENT (“SLA”); SAID SLA IS INCORPORATED HEREIN BY REFERENCE. HOWEVER, SPARKPLUG-IP MAKES NO WARRANTIES, EXPRESS OR IMPLIED, FOR THE SPARKPLUG-IP SERVICE (INCLUDING SPARKPLUG-IP CPE) PROVIDED UNDER THIS AGREEMENT AND SPECIFICALLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. SPARKPLUG-IP DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THE SERVICE WILL MEET CUSTOMER’S REQUIREMENTS OR THAT THE SERVICE WILL PREVENT UNAUTHORIZED ACCESS BY THIRD PARTIES. SPARKPLUG-IP EXERCISES NO CONTROL OVER, AND HEREBY DISCLAIMS ANY RESPONSIBILITY FOR, THE ACCURACY AND QUALITY OF ANY INFORMATION TRANSMITTED WITH THE USE OF THE SERVICE. CUSTOMER HEREBY EXPRESSLY ASSUMES THE RISK OF ITS OR ITS CUSTOMERS’ USE OF ANY INFORMATION TRANSMITTED VIA THE SERVICE.

 

  1. Customer acknowledges and understands that Customer is to receive the Service detailed in this Agreement and the 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. Handwritten alterations or additions to this agreement made by Customer will not be considered part of this Agreement. This Agreement may only be modified, or any rights under it waived, by a separate written document executed by both parties. This Agreement shall be governed by, construed under, and enforced in accordance with, the laws of the State of Michigan without reference to its choice of law principles. For any action or suit to enforce any right or remedy of this Agreement, (except for actions to enter or collect on judgments) the parties’ consent to exclusive jurisdiction and venue in the courts for Kent County, Michigan and the prevailing party shall be entitled to recover its costs, including reasonable attorney’s fees. In the event of a conflict between this Agreement and any applicable tariff, the tariff shall prevail. Customer may not assign this Agreement without Sparkplug-IP’s prior written consent. This Agreement shall be binding on the parties hereto and their respective personal and legal representatives, successors, and permitted assigns. If any provision of this Agreement is held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Agreement shall not be affected thereby.  Customer signatory certifies that (s)he is an officer or certified representative of the Customer, and as such is authorized to enter into this binding Agreement. In the event any specified time frame or deadline denotes calendar days, it is agreed that when the last date of required action or response falls on a weekend or holiday, the action and/or deadline shall automatically extend to the next business day. Agreement headings are provided for reference purposes only.

 

THIS AGREEMENT, TOGETHER WITH ANY ATTACHMENTS, INCLUDING ANY SCHEDULES, ADDENDUMS, PRICE LISTS, SERVICE ORDERS, TERMS AND CONDITIONS, SERVICE LEVEL AGREEMENTS, AND ACCEPTABLE USE POLICIES, WHICH MAY BE POSTED AT:  WWW.SPARKPLUG-IP.COM, AND WHICH ARE INCORPORATED HEREIN BY REFERENCE, CONSTITUTE THE ENTIRE UNDERSTANDING BETWEEN THE CUSTOMER AND SPARKPLUG-IP, 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.

 

  1. Acceptable Use Policy.All use of Service must comply with Sparkplug-IP’s Acceptable Use Policy (“AUP”), which is posted at www.sparkplug-ip.com , and is incorporated herein by reference. By accepting Sparkplug-IP Service, Customer agrees to comply with this AUP and any subsequent modifications thereto. Sparkplug-IP reserves the right to modify this AUP from time to time, effective upon posting the AUP as modified at the URL shown above. Violation of the AUP shall be considered a material breach of this Agreement pursuant to Section 23.

 

  1. RFC 3261 Compliance.This service is based on RFC 3261 – “SIP-Session Initiation Protocol” and requires Customer to conform to this standard. In the event Sparkplug-IP determines that Customer is in violation of RFC 3261 and this violation prevents Sparkplug-IP from accurately rating or billing Customer’s calls, Sparkplug-IP reserves the right to bill the customer based on their estimated usage and rates, based on Sparkplug-IP’s discretion.

 

  1. Resale Prohibition.The Service provided shall be for Customer use only with no authorization for the Customer to resale service to others.  Customer agrees to comply with said prohibition and understands should Customer fail to adhere to this provision Sparkplug-IP shall immediately terminate Customer service. Additionally, Sparkplug-IP shall find Customer in breach of contract with full termination penalties due as outlined in section 23 of this agreement. Customer will also be liable for any additional charges and damages which may be incurred as a result of unauthorized resale.

 

  1. Third Party Beneficiaries. The Parties do not intend by the execution, delivery, or performance of this Agreement to confer any benefit, direct or incidental, upon any person or entity not a party to this Agreement.

 

  1. Dispute Resolution Process and Applicable Law.(a) It is the mutual desire of the parties to promptly and fully resolve any dispute arising in connection with this Agreement in good faith, confidentially, and informally with minimal transaction costs and no public statement may be made by any party regarding any such dispute. If either party determines that the dispute cannot be resolved informally, then such party shall initiate an escalation process by giving written notice (“Escalation Notice”) to the other party. Each party shall name one executive as its representative, to be a person knowledgeable of the subject matter in dispute and someone with authority to discuss the dispute (hereinafter the “Officers”). The Officers shall meet in person or by conference call, together with any persons assisting them, within fifteen (15) days after delivery of the Escalation Notice. All negotiations conducted by the Officers are confidential and shall be treated as compromise and settlement negotiations for purposes of the Federal Rules of Evidence and any state rules of evidence. The Officers shall conduct such additional meetings as they deem necessary to exchange relevant information, will appoint staff to engage in resolution of any disputed facts, and will attempt to resolve the dispute.  Should the Officers be unable to resolve the dispute within such fifteen (15) days, or within such additional time as the parties may otherwise agree to in writing, either party may demand mediation, whereupon the parties shall, in good faith, mediate the dispute no later than thirty (30) days after such demand through the services of a mutually selected mediator, the cost of whom shall be borne equally by the parties, at a date and location selected by the mediator after consultation with the parties. If the dispute is not resolved after applying the escalation procedures set forth above, the parties agree to waive any right to trial by jury in any judicial proceeding arising under or related to the subject matter of this Agreement, and agree to submit all controversies, claims and matters of difference to arbitration according to the commercial rules and practices of the American Arbitration Association (“AAA”). Arbitration hereunder shall occur within sixty (60) days of the date of submission before a single neutral arbitrator having significant experience in the subject matter of this Agreement and who will selected in accordance with AAA rules. Arbitration proceedings shall take place in Grand Rapids, Michigan. Discovery shall be permitted, including the use of interrogatories, requests for admission and production of documents and depositions. If the amount claimed to be in dispute is less than $500,000 all applicable expedited.  Special Note on Applicable Law:  Applicable Law. This Agreement shall be governed and interpreted in accordance with the laws of the State of Michigan.  The Parties agree that the states courts of Michigan shall have sole and exclusive jurisdiction, and Kent County shall be the proper venue, of any claim or controversy regarding this agreement and or its subject matter including without limitation, claims of breach of contract, breach of warranty, statutory violation, and negligence or other tort.  The Parties irrevocably waive any right they may have to attack such jurisdiction or to seek the removal or transfer of any litigation from the courts of Michigan to the federal courts located in Michigan or elsewhere.

 

Optional Product and Service Offerings:

 

  1. Specific Charges for Unlimited Trunk Service.(If applicable “unlimited trunk” was purchased only):

Unlimited Definition & Guidelines: Unlimited inbound/outbound SIP Trunk Service is a business service provided for use with a Phone System and is designed for small to medium sized business use. Unlimited inbound/outbound SIP Trunk Service may be used only for lawful, proper and appropriate purposes and may not be used in any way that is illegal, improper or inappropriate. Unlimited inbound/ outbound SIP Trunk Service inappropriate and prohibited use restrictions include, but are not limited to: resale or transfer; auto-dialing; continuous or extensive call forwarding; continuous connectivity; fax broadcast/blasting; telemarketing; predictive dialing; or any other use or activity that is inconsistent with normal small to medium sized business usage. Sparkplug-IP reserves the right to measure for appropriate use and at its sole discretion may determine that the Service has been subject to inappropriate use. In the event inappropriate use is determined, Sparkplug-IP may request the customer change or modify the Service use and/or Service plan. Additionally, Sparkplug-IP reserves the right to immediately terminate Service and charge a minimum inappropriate use fee of $500 and/or charge $0.05 per minute for all calls made during such periods of prohibited use (plus applicable international charges), whichever is higher, as well as, all applicable Termination fees described in Section 24 under the terms of this Agreement.

 

Unlimited Charges: Unlimited inbound/outbound SIP Trunk Service as defined above includes, within the price quoted and agreed upon in the underlying Service Order Form or any other duly signed contract between Customer and Sparkplug-IP, appropriate use of: Local Outbound Calling, Intrastate Outbound Calling, Interstate Outbound Calling, Toll Free Outbound Calling, and Inbound Calling. Outbound Calling included in the Unlimited inbound/outbound SIP Trunk Service includes the 48 contiguous United States of America.

 

  1. Network Assessment for Hosted IP PBX.Prior to the provisioning of Service, Customer must successfully complete a Network Assessment with Sparkplug-IP.  In addition to this Agreement, Customer may receive a separate Network Assessment which is to be completed according to the Sparkplug-IP Sales Engineer (“SE”). Alternatively, a Network Assessment may be completed by an on-site technician provided by Sparkplug-IP. The purpose of the Network Assessment is to determine if the Customer’s premises and/or Local Area Network (“LAN”) will support the Sparkplug-IP VoIP services. After the completion of a successful credit check, Sparkplug-IP’s SE may contact Customer after reviewing the Network Assessment. The SE will communicate to Customer one of the following: a) That the Network Assessment is incomplete and still requires additional input from Customer; b) That the Customer’s network is compatible with the Hosted IP-PBX service; c) That the Customer’s network is not presently compatible with the Hosted IP-PBX service. In the case that the Network Assessment has not been completed, Customer must  provide the information requested by the Sparkplug-IP SE. Customer understands that the Service will not be provisioned until the Network Assessment has been completed and approved by the Sparkplug-IP SE. In the case that the Sparkplug-IP SE communicates to Customer that the Customer network is not presently compatible with the Service, the SE will provide Customer with a list of requirements that must be met prior to the activation of service in order to make the network compatible. These requirements may include inside wiring or cabling, or the acquisition and implementation of new or alternative LAN equipment, switches, or routers to the specifications of Sparkplug-IP. If Customer wishes to fulfill these requirements and proceed with service, Customer must communicate to Sparkplug-IP their intentions to proceed. Customer must meet the requirements set forth by Sparkplug-IP prior to the Activation Appointment as set forth in this Agreement. Should the Network Assessment yield compliance requirements the Customer does not wish to or cannot meet, the Network Assessment shall be marked as denied and this Agreement will be terminated without penalty to the Customer.

 

  1. Service Activation Date for Hosted IP-PBX with Bundled Internet Service.If Customer has ordered Hosted IP-PBX service with bundled internet service, Sparkplug-IP will work with the Customer to establish an initial activation date upon which their bundled internet and VoIP solution will be activated. This date will be based on the Customer’s requested date as well as two additional factors: 1) the successful installation of the Customer’s Dedicated Internet Access or DSL circuit, if the customer has ordered internet service from Sparkplug-IP; AND 2) the Confirmed Port Date Sparkplug-IP receives from its underlying provider if Customer is porting any numbers. The Confirmed Port Date is the date upon which the Customer’s current voice provider has agreed to port the numbers to Sparkplug-IP. The Confirmed Port Date typically cannot be set any earlier than two (2) to four (4) business weeks after the port request was initiated. Upon submission of the port request, Sparkplug-IP will request a port date that coincides as closely as is reasonably possible with the initial activation date arrived at with the Customer. However, since the port interval is a product of the accuracy of the information provided to Sparkplug-IP by the Customer as well as the processing speed of the Customer’s current voice provider, Sparkplug-IP makes no guarantees about how soon a Customer’s number can be ported, but will work with its underlying carrier and the Customer to make sure the port date coincides as closely as possible with the activation date of the Customer’s data circuit. When Sparkplug-IP receives the Confirmed Port Date, Sparkplug-IP will assign a Service Activation Date based on the aforementioned criteria and will communicate this date to the customer. If the Customer wishes to change the requested service activation date, Customer must communicate the new requested date to their VoIP Installation Specialist within forty-eight (48) hours of the issuance of the service activation date. Such further date changes by Customer will be met by Sparkplug-IP on a best effort basis.  In the process of coordinating the installation of the internet and number port for the initial install date, the internet circuit may be delivered before the VoIP service is activated. Once the internet circuit is delivered, Sparkplug-IP begins incurring cost from its underlying provider. Should the customer seek to change their activation date, Sparkplug-IP will make every reasonable effort to change any outstanding orders for the data circuit or number porting to have them both ready for the customer’s new, requested service activation date.

 

  1. Service Activation Date for Hosted IP-PBX without Bundled Internet Service.

If Customer is porting numbers, Sparkplug-IP will work with the Customer to establish an initial activation date upon which their Hosted IPPBX Service will be activated. This date will be based on the Customer’s requested date as well as the Confirmed Port Date Sparkplug-IP receives from its underlying provider if Customer is porting any numbers. Sparkplug-IP will receive a Confirmed Port Date from its underlying provider within one (1) to three (3) weeks of the port request. The Confirmed Port Date is the date upon which the Customer’s current voice provider has agreed to port the numbers to Sparkplug-IP. The Confirmed Port Date is typically set between two (2) and four (4) business weeks after the port request was initiated. This interval is a product of the accuracy of the information provided to Sparkplug-IP by the Customer as well as the processing speed of the Customer’s current voice provider. Due to this, Sparkplug-IP makes no guarantees about when a Customer’s number will be ported, but will do its best to work with the Customer to meet reasonable deadlines. Upon receiving a Confirmed Port Date, Sparkplug-IP will communicate this date to the Customer by phone or by email. Customer may change this date by contacting Sparkplug-IP up to forty-eight (48) hours prior to the port date.