EARTHLINK TRUEVOICE® TERMS OF SERVICE

READ THIS ENTIRE AGREEMENT CAREFULLY BEFORE INSTALLING OR USING THE EARTHLINK TRUEVOICE SERVICE.

• Agreement
• Emergency Services - Dialing 911
• 911 Disclaimer of Liability and Indemnification
• Account Requirements
• The Service
• Payment
• Cancellation
• Number Transfer on Service Termination
• Monitoring the Services
• Disclaimers and Warranties
• Jurisdiction
• Miscellaneous

1. AGREEMENT
This is an agreement between EarthLink, Inc. and you to provide EarthLink trueVoice Service ("the Service"). By establishing an account, using the Service, using the equipment or indicating agreement through the software or website, you agree to be bound by this Agreement, including future revisions and to use the Service in compliance with the current EarthLink Acceptable Use Policy. The most recent versions of all EarthLink agreements and policies may be found at www.earthlink.net/about/policies. This Agreement governs both the Service and any devices, such as an Analog Telephone Adapter or any other IP connection device ("Device" or "Equipment"), used in conjunction with the Service. If you purchased Equipment from a retail store, dealer or other provider other than EarthLink, you are a "Retail Customer" for purposes of this Agreement.

2. EMERGENCY SERVICES DIALING 911
The Service supports E911 access to emergency services however there are important differences from traditional 911 services. You must give EarthLink the physical location where you will be using the service for E911 service to function properly. If you move the device to a new location, you must register the new location with EarthLink for E911 service to function properly. You hereby acknowledge that registering your current physical location is your responsibility.

Your 911 Dialing feature may not be operational until you receive confirmation from EarthLink that E911 has been activated.

E911 will not function under the following circumstances:

• Before the Service is activated by EarthLink and notice is sent.
• In the event of a power failure or disruption. Following a power failure or disruption, you may need to reset or reconfigure the Device prior to utilizing the Service.
• Service outages or suspensions or terminations of service by your broadband provider or ISP.
• Service outages due to suspension or termination of your EarthLink True Voice Account.
• Your ISP or broadband provider or other third party may intentionally or inadvertently block the ports over which the Service is provided or otherwise impede the usage of the Service.
• Other Service Outages that occur for a variety of reasons, including, but not limited to, those reasons described elsewhere in this Agreement.
• Changing your number or adding or porting new numbers to your account without successfully registering your location of use for each changed, newly added or newly ported phone number.

There may be a greater possibility of network congestion and/or reduced speed in the routing of a 911 Dialing call made utilizing the Service as compared to traditional 911 dialing over traditional public telephone networks.

3. 911 DISCLAIMER OF LIABILITY AND INDEMNIFICATION
EarthLink does not have any control over whether, or the manner in which, calls using our 911 Dialing service are answered or addressed by any local emergency response center. We disclaim all responsibility for the conduct of local emergency response centers and the national emergency calling center. We disclaim any and all liability or responsibility in the event such third party data used to route calls is incorrect or yields an erroneous result. Neither EarthLink nor its officers or employees may be held liable for any claim, damage, or loss, and you hereby waive any and all such claims or causes of action, arising from or relating to our 911 Dialing service unless such claims or causes of action arose from our gross negligence, recklessness or willful misconduct. You shall defend, indemnify, and hold harmless EarthLink, its officers, directors, employees, affiliates and agents and any other service provider who furnishes services to you in connection the Service, from any and all claims, losses, damages, fines, penalties, costs and expenses (including, without limitation, attorneys fees) by, or on behalf of, you or any third party relating to the absence, failure or outage of the Service, including 911 Dialing, incorrectly routed 911 Dialing calls, and/or the inability of any user of the Service to be able to use 911 Dialing or access emergency service personnel.

If you are not comfortable with the limitations of the 911 Dialing service, you should consider having an alternate means of accessing traditional 911 or E911 services or terminating the Service.

4. ACCOUNT REQUIREMENTS
In order to order and receive the Service, you must be at least 18 years old and may have to provide a valid credit card. The Service must be available to your location. The Service requires a separate active broadband service in order for the Service to work. You are responsible for charges for the Service regardless of the status of these separate services. Changing service providers may result in substantial interruption of the Service and may result in fees associated with cancellation and setting up a new account. Your computer may have to meet certain minimum requirements, which may be found on the EarthLink homepage at: www.earthlink.net.

5. THE SERVICE
Current Service prices and features may be obtained by visiting our website www.earthlink.net or by calling (888) 327-8454. EarthLink reserves the right to change features of the Service at any time and prices of the Service upon 30 days notice.

The Service may be offered with a month to month plan or a fixed term plan. For month to month plans, you are purchasing the Service for full monthly terms, meaning that if you attempt to terminate Service prior to the end of a monthly term, you will be responsible for the full month's charges to the end of the then-current term, including, without limitation, unbilled charges, which will immediately become due and payable. You will also be responsible for the next full month's charges in the event that you do not provide the requisite ten-days notice of termination prior to the expiration of the then-current term. Expiration of the term or termination of Service will not excuse you from paying all accrued and unpaid charges due under this Agreement.

For fixed term plans (ie. twelve (12) months) you are purchasing the Service for the full term, to be paid monthly. You will automatically convert to a month to month plan after the initial fixed term is over. Cancellation of the Service after the first 30 days but before the end of the fixed term may result in an early termination fee to cover hardware and/or other setup costs. Early cancellation may also result in the loss of rebates or other promotional consideration.

The Service shall be used in a fixed location in certain areas of the United States. The Service is for residential use only. The Service should not be used as a mobile, business or international voice service. You shall not resell or transfer the Service or the Device to another party without our prior written consent. EarthLink reserves the right to immediately terminate or modify your Service if we determine, in our sole and absolute discretion, that your use of the Service or the Device is, or at any time was, inconsistent with normal fixed residential usage patterns. You shall use the Service and the Device only for lawful purposes. From time to time EarthLink may impose reasonable rules and regulations regarding the use of the Services.

The Service quality can vary depending on location, line quality, inside wiring, Internet traffic, and other factors beyond the control of EarthLink. EarthLink does not guarantee call quality and your sole remedy is to cancel the service.

The Service may not support 0+ or operator assisted calling (including, without limitation, collect calls, third party billing calls or calling card calls). The Service may not support 311, 511 and/or other x11 (other than certain specified dialing such as 911 which is provided for elsewhere in this Agreement) services in one or more (or all) service areas. The phone numbers you obtain from us will not be listed in any telephone directories. Phone numbers transferred from your local phone company may, however, be listed. As a result, someone with your phone number may not be able to utilize a reverse directory to lookup your address.

The Service may not be compatible with home security systems. You may be required to maintain a telephone connection through your local exchange carrier in order to use any alarm monitoring functions for any security system installed in your home or business. You are responsible for contacting the alarm monitoring company to test the compatibility of any alarm monitoring or security system with the Service.

The Service may not be compatible with certain broadband services. We do not warrant that the Services will be compatible with all broadband services and expressly disclaim any express or implied warranties regarding the compatibility of the Service with any particular broadband service.

6. PAYMENT.
You will be charged a monthly service fee and applicable taxes and other fees. Some service plans may also include charges for hardware, activation or early cancellation. EarthLink may offer, from time to time, certain promotions with different terms, activation fees, and monthly charges. You must provide accurate billing information including legal name, address, telephone number, and credit card/billing information, and report all changes to this information immediately.

You agree to pay all taxes, surcharges, and fees set by the government. We may not always give advance notice of changes to these items.

You are responsible for any charges to your account. Questions regarding charges to an account should be directed to EarthLink's Customer Service Department at (888) 327-8454. All charges are considered valid unless disputed in writing within thirty (30) days of the billing date. Adjustments will not be made for charges that are more than 30 days old.

Charges may be billed to your credit card each month for the Service and any additional usage, services, taxes and fees. EarthLink is not responsible for any charges or expenses (e.g., for overdrawn accounts, exceeding credit card limits, etc.) resulting from charges billed by EarthLink. You agree to maintain valid and current credit card information on file with EarthLink at all times.

7. CANCELLATION
EarthLink only accepts cancellation by phone, fax or U.S. Mail. We do NOT accept cancellations by email. Accounts are set to close at the end of the current billing period. You will be issued a confirmation number as your only proof of cancellation. We do not grant refunds or credits for any prior use including partial use during the last month of cancellation. If you do cancel by one of the prescribed methods and are mistakenly billed again, we will refund any erroneous charges upon proof of cancellation.

Phone Cancellation: (888) EARTHLINK

Fax Cancellation: 404-795-1034. Please include your account number and a current phone number.

Mail Cancellation: Send registered or certified mail, return receipt requested to:
EarthLink, Inc.
Cancel (list type of service)
1375 Peachtree Street, Level A
Atlanta, GA 30309

Please put the type of service you have in the address.

EarthLink may terminate this Agreement, your account, or your use of the Services for any reason, including, without limitation, if EarthLink, in its sole discretion, believes you have violated this Agreement, violated the EarthLink Acceptable Use Policy or if you fail to pay any charges when due. Termination notice will be by email or U.S. Mail to the address you provided for the Service.

8. RETURN OF DEVICE.

• Retail Customers. A retail customer may only return the device to the retail store, dealer, or other provider from which the Retail Customer purchased the Device. All returns will be subject to the return policy of such retail store, dealer, or other provider. EarthLink will not accept any device returned to from a retail customer.
• Non-Retail Customers. All equipment returns must have an EarthLink provided shipping label or they will be rejected. If you cancel your account and return all equipment within 30 days of your shipping date (the date EarthLink mails your equipment) in its original packaging (or equivalent) using an EarthLink supplied return shipping label, EarthLink will return any early termination fees.

EarthLink, in its discretion, may replace equipment due to manufacturer's defect at no cost to you under the following circumstances: You call the EarthLink Technical Support Department within one year of your original shipping date; The EarthLink Technical Support Department certifies that a defect has occurred and; You return the equipment in the original packaging (or equivalent) using an EarthLink provided shipping label within 30 days of certification. Upon certification, EarthLink will ship replacement equipment to you. Failure to return the certified equipment within 30 days of certification shall result in a charge for the new equipment. EarthLink will not accept the return of equipment without EarthLink Technical Support Department certification and shipping label after 30 days from the original shipping date. EarthLink will not replace any equipment, including replacement equipment, after one year from your original shipping date.

9. NUMBER TRANSFER ON SERVICE TERMINATION.
Upon the termination of your Service, we may, in our sole and absolute discretion, release to your new service provider the telephone number that you ported (transferred or moved over) to us from your previous service provider and used in connection with your Service if:

• such new service provider is able to accept such number;
• your account has been properly terminated;
• your account is completely current, including payment for all charges and applicable termination fees; and
• you request the transfer upon terminating your account.

10. MONITORING THE SERVICES
EarthLink has no obligation to monitor the Services, but may do so and disclose information regarding use of the Services for any reason if EarthLink, in its sole discretion, believes that it is reasonable to do so, including to: satisfy laws, regulations, or governmental or legal requests; operate the Service properly; or protect itself, its employees, its customers or others. See our Privacy Policy.

11. DISCLAIMERS AND WARRANTIES
CERTAIN EQUIPMENT MAY BE SUBJECT TO THIRD PARTY WARRANTIES, WHICH MAY BE PASSED THROUGH EARTHLINK TO YOU AT NO ADDITIONAL CHARGE. EARTHLINK WILL COMPLY WITH ALL REASONABLE REQUIREMENTS NECESSARY TO AFFECT THE PASS-THROUGH OF THE WARRANTY TO YOU. AT ITS SOLE OPTION WITHIN THE INITIAL TERM, EARTHLINK OR ITS AGENT MAY REPLACE A DEFECTIVE HARDWARE ON BEHALF OF THE MANUFACTURER, PROVIDED YOU FOLLOW ALL APPLICABLE PROCEDURES AND OBTAIN A RETURN MATERIALS AUTHORIZATION (RMA) NUMBER. THIS WARRANTY DOES NOT COVER DEFECTS RESULTING FROM ACTS OUTSIDE OF EARTHLINK'S CONTROL, USE CONTRARY TO SPECIFICATIONS OR INSTRUCTIONS, OR REPAIR OR MODIFICATION BY ANYONE OTHER THAN EARTHLINK OR ITS CONTRACTOR. EARTHLINK RESERVES THE RIGHT TO MODIFY THIS WARRANTY AT ANY TIME. EARTHLINK WILL NOT BE RESPONSIBLE FOR ANY EQUIPMENT DAMAGED BY ANY NATURALLY OCCURRING EVENT SUCH AS LIGHTNING, FLOOD, OR EARTHQUAKE OR OTHER EVENTS OUT OF EARTHLINK'S CONTROL SUCH AS FIRE, POWER SURGES, OR THE ACTS OF OTHERS. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. EARTHLINK DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR FREE OF VIRUSES, OR OTHER HARMFUL COMPONENTS. EARTHLINK MAKES NO EXPRESS WARRANTIES AND WAIVES ALL IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE REGARDING ANY MERCHANDISE, INFORMATION OR SERVICE PROVIDED THROUGH EARTHLINK OR THE INTERNET GENERALLY. NO ADVICE OR INFORMATION GIVEN BY EARTHLINK OR ITS REPRESENTATIVES SHALL CREATE A WARRANTY. EARTHLINK AND IT EMPLOYEES ARE NOT LIABLE FOR ANY COSTS OR DAMAGES ARISING DIRECTLY OR INDIRECTLY FROM YOUR USE OF THE SERVICES OR THE INTERNET INCLUDING ANY INDIRECT, INCIDENTAL, EXEMPLARY, MULTIPLE, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES. IN ANY EVENT, EARTHLINK'S CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS RELATING TO THE USE OF THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT OF SERVICE FEES PAID DURING THE THREE MONTHS IMMEDIATELY PRECEDING A CLAIM. EARTHLINK SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY CLAIMS, LOSSES, ACTIONS, DAMAGES, SUITS, OR PROCEEDINGS RESULTING FROM: OTHER USERS ACCESSING YOUR COMPUTER; SECURITY BREACHES; EAVESDROPPING; DENIAL OF SERVICE ATTACKS; INTERCEPTION OF TRAFFIC SENT OR RECEIVED USING THE SERVICES; YOUR RELIANCE ON OR USE OF THE EQUIPMENT OR SERVICES, OR THE MISTAKES, OMISSION, INTERRUPTIONS, DELETION OF FILES, ERRORS, DEFECTS, DELAYS IN OPERATION, TRANSMISSIONS, OR ANY FAILURE OF PERFORMANCE OF THE EQUIPMENT OR SERVICES;THE USE OF THE EQUIPMENT OR SERVICES BY YOU OR A THIRD PARTY THAT INFRINGES THE COPYRIGHT, PATENT, TRADEMARK, TRADE SECRET, CONFIDENTIALITY, PRIVACY, OR OTHER INDUSTRIAL OR INTELLECTUAL PROPERTY RIGHTS, PROPRIETARY RIGHTS OR CONTRACTUAL RIGHTS OF ANY THIRD PARTY; THE ACCURACY, COMPLETENESS, AND USEFULNESS OF ALL SERVICES, PRODUCTS, AND OTHER INFORMATION, AND THE QUALITY AND MERCHANTABILITY OF ALL MERCHANDISE PROVIDED THROUGH THE SERVICE OR THE INTERNET. THE FOREGOING LIMITATION APPLIES TO THE ACTS, OMISSIONS, NEGLIGENCE AND GROSS NEGLIGENCE OF EARTHLINK, ITS OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS OR REPRESENTATIVES WHICH, BUT FOR THIS PROVISION, WOULD GIVE RISE TO THE CAUSE OF ACTION AGAINST EARTHLINK IN CONTRACT, TORT, OR ANY OTHER LEGAL DOCTRINE. YOUR SOLE AND EXCLUSIVE REMEDIES UNDER THIS AGREEMENT ARE AS EXPRESSLY SET OUT IN THIS AGREEMENT. ANY WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS.YOU MAY ALSO HAVE OTHER RIGHTS, WHICH VARY FROM STATE TO STATE.

12. JURISDICTION
California residents are entitled to the following information:

• The Service is provided by EarthLink, Inc., 1375 Peachtree Street, Atlanta, Georgia 30309. Phone: (800) 890-6356
• Charges vary depending of the type of service. Current pricing may be obtained from our website: www.earthlink.net. EarthLink reserves the right to change prices and institute new fees at any time upon 30 days prior notice.
• Complaints and questions about the service should be directed to EarthLink Customer Service at (800) 890- 6356. The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1020 N. Street, #501, Sacramento, CA 95814 or by telephone at (916) 445-1254.
• Actions arising from this agreement may be brought in an appropriate California small claims court.

This Agreement is governed by Georgia law without regard to conflict of law provisions. Any controversy or claim arising out of or relating to this agreement, or the breach thereof, shall be settled by arbitration, and administered by the American Arbitration Association under its Commercial Arbitration Rules. Any such arbitration will be governed by Georgia law and will be held in Atlanta, Georgia. The arbitrator will be an expert in the field of Internet services. The arbitrator's award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. There shall be no class action arbitration pursuant to this agreement.

13. MISCELLANEOUS
This Agreement, the Acceptable Use Policy, and EarthLink's other Agreements and policies posted on EarthLink's website constitute the entire agreement between you and EarthLink with respect to your use of the Service. EarthLink may revise, amend, or modify the Agreements at any time and in any manner. Notice of any revision, amendment, or modification will be posted on EarthLink's website: (www.earthlink.net) and/or on your start pages and/or by email and/or in our various publications and mailings to you. This Agreement may not be amended or modified by you except by means of a written document signed by both you and an authorized representative of EarthLink.

You may not assign your rights or delegate any of your duties under this Agreement without the prior written consent of EarthLink, and any attempted assignment or delegation without such consent shall be void. If one or more provisions of this Agreement shall be held to be invalid, illegal, or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be affected or impaired thereby. EarthLink will amend or replace such provision with one that is valid and enforceable and which achieves, to the extent possible, the original objectives and intent of EarthLink as reflected in the original provision. Nothing in this Agreement or in the understanding of the parties construes upon the parties the status of agency, partnership, or other form of joint enterprise between the parties. EarthLink may subcontract any work, obligations or other performance required of EarthLink under this Agreement without your consent.

You shall indemnify and hold EarthLink harmless against all third party claims, demands, suits, actions, judgments, losses, costs, damages (direct, indirect and consequential), attorney's fees and expenses that EarthLink may sustain or incur by reason of any breach or alleged breach of any term or condition of this Agreement, the Acceptable Use Policy, and EarthLink's other agreements and policies and for any act or omission of you or your clients which are in any way related to the EarthLink Service.

Version: ETV2.2
Effective: July 2007