TERMS POLICY
OF THE SERVICE

1. THE PARTIES


This document “Vozy Terms and Agreements”, hereinafter referred to as “Agreement”, is agreed between Vozy Inc, with offices in Florida, USA. In the U.S., hereinafter, “Vozy”, and the person or party identified in the associated Registration Form or reseller agreement. In the case of a company request, this is the person who signs on behalf of the company and who, upon registration, acknowledges having power of representation for that company. Henceforth, this person will be referred to as a “Customer”. The “Customer” must provide the necessary identification and, in the case of company requests, the registration number, as specified in the Registration Form on the Vozy website (https://www.vozy.co).


2. PRELIMINARY TERMS

Electronic signatures and agreements: The Customer accepts the use of electronic communication to enter into contracts, place orders and other records and for the electronic delivery of notices, policies and records of transactions initiated or completed through the https: //www.vozy.co website. In addition, the Customer waives any right or requirement under laws or regulations in any jurisdiction that requires an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent permitted by applicable mandatory law. No emergency calls: By entering into this Agreement, the Customer acknowledges and accepts that the Vozy infrastructure is not intended and does not intend to support or carry emergency calls. No callback calls: By entering into this Agreement, the Customer acknowledges and accepts that DID numbers provided by Vozy cannot be used for callback applications. Jurisdiction Restrictions: If the Customer resides in a jurisdiction where the law prohibits offering or using Internet telephony, the Customer cannot enter into this Agreement. By entering into this Agreement, the Customer explicitly declares that he has verified in his own jurisdiction whether the use of Internet telephony is allowed. The Client will be solely responsible, bear all costs (including the reasonable costs of an attorney) and hold Vozy harmless if it violates the restrictions of the jurisdiction.

3. PURPOSE

This Agreement relates to the communication services offered by Vozy for Customer use, and defines the terms and conditions under which Vozy provides these services, which are accepted and used by the Customer. These services are offered under the trade name of Vozy. Vozy reserves the right to reject a request: — If the information provided is incomplete.— If Vozy has reason to doubt the accuracy of the information, or it is not supported by the required identification or, in the case of company requests, the required authorization.— If it is known that the Customer has committed fraud, or is bankrupt, or has given any reason to doubt their ability to fulfill their commitments under this Agreement. The Customer acknowledges that, when they want Vozy to make available a DID for the performance of the Service, the DID can only be assigned with respect to a country offered by Vozy. The assignment of DIDs as part of the Service does not constitute a transfer of ownership or sale of numbering rights by Vozy, and only constitutes a sale of the right to use DIDs exclusively for as long as the Service is being provided. As a result, the Customer has no right to claim such rights to the DID, and the DID will be reassigned to Vozy immediately upon termination of the Service.

4. FORMATION OF THE CONTRACT

4.1 Any error, omission or typographical error in any quote, offer, sales information, invoice or document provided by Vozy will be subject to correction in the Vozy notice and without liability.

4.2 Vozy may vary any provision of this Agreement, without the Customer's prior consent, if such a change is required due to regulatory, insurance, security or legal changes made after the date of this Agreement.


5. RESPONSIBILITIES AND OBLIGATIONS

5.1. Vozy

5.1.1 Vozy strives to provide the Customer with service numbers and network service, but despite this, Vozy is not obliged to provide the service numbers requested by the Customer. You can also change the numbers provided to the Customer if necessary for regulatory, legal or statutory reasons, and in such a case you must notify the Customer as soon as reasonably practical.

5.1.2. Vozy will make every reasonable effort to maintain adequate equipment to handle and end calls.

5.1.3. Vozy will notify the Customer as soon as reasonably practical, of any change in the fees payable or modification of the service offered.

5.1.4. Vozy will provide the Customer with reasonable technical and sales support, which Vozy, at its sole discretion, will consider necessary and appropriate.

5.1.5. From time to time, Vozy may make changes to the equipment used to answer calls and provide the service. Such changes are at the sole discretion of Vozy and can be made without the Customer's prior consent.

5.2. Customer

5.2.1. The Customer will prepay their account to ensure that their account is in credit at all times. If the Customer's account reaches zero credit, the service as prescribed will be automatically suspended until a new payment is received and confirmed.

5.2.2. The Customer shall ensure that they have all necessary approvals, permissions or authorizations for services operated through Vozy, including those offered to their End Users. The Customer will be responsible for the content, quality and delivery of the services offered, and for ensuring that these services comply with the laws and this Agreement. Vozy can recover from the Customer, who will keep Vozy harmless from all fines, claims or administrative expenses that are charged by any other regulatory body, as a result of a violation of the law or best practices.

5.2.3. The Customer must provide Vozy, upon request, with information or material about the service operated through Vozy, including those offered to its End Users or agents upon and to the extent of any request made by Vozy.

5.2.4. The Customer will ensure that the services provided are not used for any illegal purpose, including the transmission or offer of information or services that are illegal, abusive, harmful, threatening, defamatory or that in any way infringe copyright, intellectual property rights, trademarks, or that is pornographic, or any other material that may offend in any way.

5.2.5. The Customer specifically agrees to compensate Vozy against all costs and liabilities arising from all claims that result from, or involve an allegation of, any breach of clause 5.2.4.

5.2.6. The Customer will cooperate with Vozy in connection with any complaint, inquiry or investigation related to the services offered by the Customer. The Customer shall, at Vozy's discretion, without limitation, fully bear the costs associated with such complaints, investigations or inquiries or any action, whether or not purchased by Vozy.

5.2.7. The Customer shall ensure that any third party using its facilities is subject to the terms of this Agreement.

5.2.8. The Customer is responsible for ensuring that no intellectual property rights of third parties are infringed by their choice of the DID number for a particular service and will hold Vozy harmless from all costs and liabilities that arise from a violation or allegation of a violation of such third party intellectual property rights.

5.2.9. All notices, requests or other communications must be made in writing and addressed to the Customer by email. The Customer is fully responsible for receiving emails from Vozy, agrees to keep their email address updated at all times and will inform Vozy of any changes to their email address within 24 hours after the time of the change.


6. ASSIGNMENT

6.1. The Customer will not assign the rights and obligations of this Agreement to any other party without the express written permission of Vozy.

6.2. Vozy may assign the rights and obligations of this Agreement to a third party without the Customer's prior consent.
‍

7. PROVISION OF SERVICES AND GUARANTEES

7.1. Vozy cannot provide a fault-free service. Vozy does not guarantee that its network or services are continuous or fault-free. However, Vozy will take steps to ensure that its network and services are reasonably fault-free, and that that service is reasonably uninterrupted.

7.2. In addition to clause 7.1, Vozy does not provide any warranty or guarantee that the service is satisfactory or suitable for the Customer's purposes. All warranties related to the Vozy service are excluded, even if they are implied by law.

7.3. The parties acknowledge that no statement, warranty or statement made before concluding this Agreement forms part of the contract, nor has it induced either party.

7.4. The customer acknowledges that:

7.4.1. No representation, warranty or statement that is not detailed in this Agreement forms part of a Contract, nor has it induced the Customer to use Vozy.

7.4.2. The service provided by Vozy was not designed for the Customer's individual requirements, and it is up to the Customer to decide if the service provided by Vozy is of satisfactory quality and suitable for the purpose for which it is used.

7.4.3. Vozy depends on a third party for the delivery of incoming calls and, therefore, Vozy cannot be responsible of any nature for any delay in the provision of the same or for the use of the service by the Customer, in addition, Vozy does not guarantee that its network or services will be continuous or fault-free.
‍

8. FEES AND PAYMENTS

8.1. All bills must be paid in advance and will operate on a “deteriorated” basis. It is the Customer's sole responsibility to ensure that there is sufficient credit in the account. Credit will only be added to an account when it is confirmed that the cleared funds are in Vozy's bank account. The customer will not be entitled to a refund of the Prepaid Charges

8.2. Vozy may change the rates listed on the order form at any time, but will give the Customer 30 days of written notice of such change.

8.3. In the event that the sums due to Vozy under this Agreement are not paid on the due date, then Vozy will be entitled to charge interest at 7% on the base rate used by the European Central Bank for its main refinancing operations, at that time.

8.4. All rates detailed on the order form and in the monthly reports will be exclusive of all taxes or duties.

8.5. The Customer's call minutes will be calculated according to the data recorded by Vozy, which will be accepted, except in the case of a manifest error, as conclusive for the determination of the revenues due to the Customer.

8.6. In the event that the Customer fails to fulfill his payment obligation under this agreement after the date of a final notice, the parties agree that Vozy will be entitled to the application of Article 15.4 of this agreement.
‍

9. TECHNICAL SUPPORT

9.1. Vozy may, without liability, with the Customer's prior notice or consent, suspend the service, in case it wishes to carry out maintenance, improvements or backup tasks. Vozy will take steps to keep any consequential interruptions to the service to a reasonable minimum.

9.2. In the event that the Customer becomes aware of any failure in the service, he must notify Vozy as soon as possible.


10. INTELLECTUAL PROPERTY RIGHTS

10.1 All intellectual property rights of a party will remain vested in that party, and for greater clarity and to avoid doubts

10.1.1. All rights of any nature, commercial name, documents, drawings and information, including access codes provided to the Customer, and the information in the Vozy database accessed by End Users and the Customer remain vested in Vozy.

10.1.2. The information provided to the Customer by Vozy in accordance with this Agreement, pertaining to the Customer's End Users, is the property of the Customer.

10.2 The Customer will not use Vozy's name, trademarks or copyrights in any way that implies approval or connection with the services or products offered by the Customer.

10.3 Any right to use the services, and/or any service-related software, granted by Vozy to the Customer, will only be perceived as a license for personal, limited, non-exclusive and non-transferable use by Vozy of the services, and/or any software related to the services, only for the designated purpose.
‍

11. CONFIDENTIALITY

11.1 During and after the term of this Agreement, both parties will not disclose to any third party the information obtained in connection with this Agreement, nor the terms and payments due, but each party may disclose to its officers and employees information as may be required to perform the proper performance of their duties, and may be used in the proper exercise of their rights and obligations under this Agreement.

11.2 Trust obligations and disclosure restrictions will not apply in the following circumstances:

11.2.1. Where such information was already known before this Agreement;

11.2.2. When such information is already in the public domain, keep it as a result of a violation of Clause 11.1. ;

11.2.3. When a third party, who obtained the same from the disclosing party, lawfully disclosed such information to you; or

11.2.4. Where disclosure is required by law.

11.3 The Customer shall ensure that the confidentiality provisions of this Agreement bind all of its employees and agents and shall compensate Vozy for losses or damages suffered as a result of a breach of trust by employees or agents.

11.4 Vozy shall have the unconditional and irrevocable right to reveal the identity and address of the Customer and any End User in the event of any complaint received from any regulatory or governmental body, or any licensed telecommunications operator, in relation to the services offered by the Customer.


12. LIMITATION OF LIABILITY

12.1. Vozy will not be responsible for any indirect, incidental, special or consequential damages or for interrupted communications, loss of data, or loss of profits or economic losses arising out of or in connection with this Agreement and, in particular, will not be responsible for any delay in rectifying any such problem.

12.2 Direct Damage. Vozy can only be held responsible for direct damages that result from an attributable and faulty failure to comply with its obligations under these Terms of Service. Direct damages in this regard exclusively mean: a. All reasonable costs incurred by the Customer for Vozy to comply with its obligations under the Terms of Service; B. All reasonable costs incurred by the Customer to prevent or limit any direct damage as indicated in this article; c. all reasonable costs incurred by the Customer to establish the nature and extent of the direct damages as indicated in this article.

12.3 Maximum quantity. Direct damages caused as a result of Vozy's breach of this Agreement will in any case be limited to previous 1-month revenues generated by the Customer and received by Vozy, but in no case will they exceed $5,000 USD for an event or series of events.

12.4 Vozy shall have no liability to the Customer with respect to any demand or claim where;

12.4.1. The demand or claim arises as a result of negligence, misconduct or breach of this Agreement by the Customer and/or end user;

12.4.2. If the Customer does not immediately notify Vozy of any complaint;

12.4.3. If the Customer does not grant Vozy full authority to handle the claim, or fails to provide all the information requested by Vozy and full and adequate cooperation for Vozy to defend the claim.


13. FORCE MAJEURE

13.1 Vozy will not be responsible for any interruption, delay or failure in the service resulting from any matter or event beyond its control, including, but not limited to, any act of God, inclement weather, storm, flood, drought, lightning, fire, power failure, power shortage, alteration of power supplies, damage due to disconnection or alteration of telecommunications connections and cables, commercial disputes, government actions, embargoes, termination or refusal to grant a license, damage or loss of equipment or interruption, failure, or delay in any service provided to us by a third party, including governmental or regulatory authority or telecommunications operator, war, military operations, or riots.

13.2 Vozy will not accept any responsibility for the consequences resulting from a force majeure event.


14. INDEMNITY

14.1 Notwithstanding any other compensation mentioned in this or any other Agreement, the Customer agrees to compensate Vozy and its parents, subsidiaries, affiliates, officers and employees against any claim or demand, including any made by a third party, arising from the use of the service by the Customer or End User and all costs related thereto. The Customer agrees not to hold Vozy and its parent, subsidiaries, affiliates, officers and employees responsible for any direct or indirect damages resulting from the use of Vozy's software or services, in particular, but not limited to use or inability to use the Service, reliance on the information obtained, errors and omissions, defects, viruses, delays in transmission, interruption of service or loss of data.

14.2 The Customer agrees to compensate Vozy and its parent, subsidiaries, affiliates, officers and employees against any claim or demand, arising from any act of the Customer or a third party, including but not limited to;

14.2.1. A breach or allegation of breach of the terms of this Agreement;

14.2.2. Negligence, misconduct, or any allegation of negligence or misconduct on the part of the Customer or a third party;

14.2.3. The marketing or promotion carried out by or on behalf of the Customer;

14.2.4. The content of the service provided or marketed by or on behalf of the Customer, and all related costs.


15. TERM & TERMINATION

15.1 Term. The Agreement will take effect from the date of acceptance of the Customer by the Customer, and will remain in effect until terminated by either party as established in these Terms of Service.

15.2 Either party shall have the right to terminate this Agreement by notifying the other no less than two (2) months before the termination.

15.3 Consequences of the termination. Upon termination of the Agreement for any reason, all licenses and rights to use the VoIP service will end and the Customer will stop using the VoIP service.

15.4 Vozy may terminate this Agreement with immediate effect upon notice at any time, if;

15.4.1. The Customer is not complying with the terms of this Agreement;

15.4.2. The Customer says, or appears to have the intention, that it will not comply with the terms of this Agreement;

15.4.3. The Customer ceases to negotiate, convenes a meeting or makes an agreement with its creditors, has difficulties or other seizures of any of its assets, or does not satisfy any demand for payment from any legal entity;

15.4.4. Measures are taken to liquidate or dissolve the Customer, a recipient and/or designated manager or administrator of any asset;

15.4.5. Vozy believes that the Customer has allowed the services to be used for any illegal purpose or any use prohibited by this Agreement;

15.5 Either party may terminate this Agreement if;

15.5.1. Either party has committed a breach of the Agreement, and cannot remedy the breach within 30 days of the notification requiring it, and;

15.5.2. Either party takes steps to liquidate or dissolve, or a receiver and/or manager or manager is appointed to any asset;

15.6 Survival. All provisions that must survive to give effect to their meaning will survive the expiration or termination of the Agreement, including, but not limited to, all statements, guarantees and obligations of compensation of the Customer.


16. SEVERAL

16.1 This Agreement represents the complete understanding between the two parties. No other prior agreement, representation or understanding, orally or in writing, will be valid.

16.2 New versions of these Terms and Conditions. Vozy reserves the right to modify this Agreement at any time by providing such revised Agreement to the Customer or by posting the revised Agreement on the Website. If the Customer does not wish to accept this revised Agreement, they have the right to cancel their account, in writing or by email to support@vozy.co, starting from the date the revised Agreement would take effect. The Customer's continued use of the VoIP service will constitute their agreement to be bound by the terms and conditions of the revised Agreement.

16.3 Setting up the VoIP service. Vozy reserves the right to adjust the VoIP service at any time, for example to comply with legal and regulatory obligations. If the Customer does not wish to accept these adjusted VoIP services, they have the right to cancel their account, in writing or by email to support@vozy.co, starting from the date the adjusted VoIP service will be provided.

16.4 Ownership. All DID numbers leased and registered by Vozy for the Customer remain under the control of Vozy and can be reassigned at the end of this Agreement.

16.5. Changes in communication services and rates. Vozy reserves the right to change its rates for the services it offers at any time. Vozy will give 15 days in advance written notice of these changes.

16.6. Vozy's rights and powers under this Agreement are not affected if you fail to comply or choose not to enforce any of them at any time. If any part of this Agreement is not enforceable, it will not affect the rest.

16.7. Applicable law. The Agreement shall be governed by and interpreted in accordance with Irish law. This Agreement will be governed by Irish law and the Member consents to the exclusive jurisdiction of the Irish courts in all related matters.16.8. Competent court. The Customer accepts the exclusive jurisdiction of the Irish courts in all matters relating to the Agreement.16.9. Both parties agree that they do not have a joint venture, partnership or agency relationship as a result of this Agreement. Neither party will make any offer, guarantee or guarantee to a third party, with respect to the services, that seeks to bind the other party.


17. Acceptable Use of the Service

The Customer is prohibited from using the Service for callback calls, automatic dialing, continuous or extensive call forwarding, telemarketing (including, but not limited to, charitable or political request or survey), fax or voicemail transmission, or sending fax or voicemail. Vozy reserves the right to immediately terminate or modify any Customer Service if we determine, in our sole and absolute discretion, that the use of the Service generates excessive billing or violates that Customer's responsibilities and obligations under Section 5.2 of this Agreement. In any case, the Customer agrees to compensate Vozy against any costs and/or damages and/or expenses and/or claims and/or demands, including any fact by a third party, arising from the use of the service by the Customer or the End User. validation of this Acceptable Use of the Service and all costs related thereto, all of which will be immediately due and payable. In addition, the Customer will remain responsible for all charges up to the end of the current Service Period, including unbilled charges, plus a disconnection fee, if applicable, all of which will be due and payable immediately.