Terms and Conditions for Brightspeed Business Voice+ Products

1. "Brightspeed'" is defined for purposes of this Quote as Brightspeed Broadband, LLC, or its affiliated entities providing Services under this Quote. The Brightspeed entity providing Services is identified on the invoice for the Services. If this Quote identifies aspects of services that are procured by Customer directly from third parties, Brightspeed is not liable for such services.

2. This confidential Quote may not be disclosed to third parties and is non-binding until accepted by Brightspeed, as set forth below. Customer places this Order by clicking the “Acknowledge/Accept” option within the electronic communication received by Customer from Brightspeed that provides a link to these Terms and Conditions. The Quote may be referred to as an “Order” upon Customer’s selection of the linked “Accept” option.

3. Unless otherwise specified, pricing for On-Net Services is valid for ninety (90) calendar days from the date indicated, and pricing for Off-Net Services is valid for forty-five (45) calendar days from the Quote issue date, subject to the paragraphs below. An Order which does not include any transport type services will be considered On-Net for purposes of this Quote. If the Customer doesn't sign and return the Quote form to Brightspeed within the timeframes specified above, the Quote expires and the Customer must submit a request for a new Quote. Any construction costs reflected on the Quote is an estimate only and is subject to the terms of the paragraphs below.

4. Brightspeed will notify Customer of acceptance of requested Service in this Order by delivering (in writing or electronically) the date by which Brightspeed will install Service (the 'Customer Commit Date'), by delivering the Service, or by the manner described in a Service Schedule. Customer will pay Brightspeed's standard expedite charges if Customer requests a delivery date inside Brightspeed's standard interval duration. Provisioning intervals will be adjusted and the 'Customer Commit Date' may be adjusted as necessary to reflect any applicable notices and confirmations under the paragraphs below.

5. Brightspeed will deliver directly or through a third party vendor a written or electronic notice that the Service is installed (a 'Connection Notice'), at which time billing will commence, provided however, if Brightspeed cannot complete installation due to Customer delay or inaction, Brightspeed may begin charging Customer and Customer will pay such charges in the absence of a cancellation. If Customer notifies Brightspeed within five (5) business days after delivery of the Connection Notice that Service is not functioning properly, Brightspeed will correct any deficiencies and, upon Customer's request, credit Customer's account in the amount of 1/30 of the applicable monthly recurring charge (MRC) for each day the Service did not function properly. Such credits shall apply in lieu of any credits that would otherwise apply under an applicable Service Level Agreement (SLA) for the affected Service. A 'deficiency' in the Service will be deemed to exist for purposes of requiring correction under this paragraph if Customer would otherwise be entitled to credits under the applicable SLA if the Service had previously been functioning properly. Following expiration of the notice period specified in this paragraph and correction of deficiencies (if any) identified by Customer, subsequent non-performance, outages, failures to deliver or defects in Service will be governed by the SLA applicable to the affected Service, which shall be Customer's sole remedies for the items covered by the SLA.

6. At the expiration of the Service Term, unless otherwise specified in the applicable Service Attachment, Service will continue as follows: (A) for On-Net Service, month-to-month at existing rates, subject to adjustment by Brightspeed on thirty (30) days' advance written notice, until either Party provides thirty (30) days advance written notice of termination, and (B) for Off-Net Service, at existing rates subject to adjustment and/or termination in accordance with the notice provisions governing the applicable third party carrier arrangement, and in each case such Service shall continue to be subject to the terms of the Governing Documents specified herein, until terminated. An Order which does not include any transport type services will be considered On-Net for purposes of this Quote.

7. Equipment provided by Brightspeed to be located in Customer's premises ('CPE') is subject to the terms of the CPE Addendum. A copy of the CPE Addendum and a list of Services to which it applies is available upon request, and Customer acknowledges its acceptance of such terms based upon review or waiver of the right to request same. If requested by Customer, and for an additional charge, Brightspeed will provide assistance with activating and/or configuring equipment on Customer's side of the demarcation point ('Activation Support').

8. Charges for Service are exclusive of Taxes and Fees. Customer is responsible for all taxes and fees, in accordance with the Governing Documents specified herein. If Customer presents Brightspeed with a valid exemption certificate that eliminates Brightspeed's obligation to pay certain Taxes and Fees, the exemption will apply prospectively. Single prices shown for any bundled Services or for Services provided at multiple locations will be allocated among the individual Services for the purpose of applying taxes and regulatory fees and may also be divided on Customer's invoice by location served.

9. Governing Documents. As used herein, the term 'Governing Documents' refers to this Order and any additional terms and conditions described in this Section.

(A) The Service identified in this Order is subject to the Master Service Agreement (MSA), if any, entered into between Brightspeed and Customer. If the MSA does not include the Service Schedule(s) applicable to the Service(s) reflected in the Order, then Brightspeed's current standard Service Schedule applicable to the Services will apply, copies of which are available upon request and Customer acknowledges its acceptance of such terms based upon such review or waiver of the right to request same. If Brightspeed and Customer have not executed an MSA, Brightspeed's current standard Master Service Agreement and the standard Service Schedule(s) which are applicable to the Service(s) will govern, copies of which are available upon request and Customer acknowledges its acceptance of such terms based upon such review or waiver of the right to request same.

(B) This Order controls over any Customer-issued purchase order, and any terms or conditions contained in a Customer- issued purchase order or other Customer ordering document will have no force or effect; any reference to a Customer-issued purchase order number is for Customer's internal tracking purposes only.

(C) If Customer submits a change order or uses an online portal provided by Brightspeed or its vendor(s) to subsequently add to or adjust the quantity of items reflected in this Quote (e.g., the quantity of 'seats' or the number of IP devices or value added features utilized for Brightspeed Voice+ with RingCentral), Customer agrees that the Service, as supplemented or modified, will be subject to the Governing Documents to the same extent as if such adjusted quantity of items or features had been reflected in the original Quote and Customer's signature on this Quote shall constitute Customer's agreement to be bound to such Governing Document with respect to the adjusted quantity and/or features.

(D) FOR THE BRIGHTSPEED Voice+ WITH RINGCENTRAL SERVICE, THE CUSTOMER ACKNOWLEDGES THAT BRIGHTSPEED IS SELLING SERVICES THAT ARE PROVIDED BY A THIRD PARTY VENDOR, RINGCENTRAL, THAT HAS ENTERED INTO AGREEMENT WITH BRIGHTSPEED AUTHORIZING SUCH SALES. CUSOMER AGREES TO THE FOLLOWING TERMS AND PROVISIONS AS A CONDITION TO THEIR ORDERING AND USE OF THE BRIGHTSPEED Voice+ WITH RINGCENTRAL SERVICE:

(i) BY INSTALLING, DOWNLOADING OR USING THE RINGCENTRAL SOFTWARE, OR AUTHORIZING OTHERS TO DO SO, CUSTOMER AGREES TO THE RINGCENTRAL END USER LICENSE AGREEMENT (EULA) THAT IS POSTED ONLINE BY RINGCENTRAL AT https://www.ringcentral.com/legal/last-update-september-1-2023/eulatos.html (OTHER THAN PROVISIONS THEREIN RELATING TO THE TERM OF THE AGREEMENT, RENEWALS, ORDERING BILLING, INVOICING, PAYMENT, OR TAXES OWED FROM THE CUSTOMER, OR CUSTOMER CARE WHICH ARE GOVERNED BY THE CUSTOMER'S AGREEMENT WITH BRIGHTSPEED), AND FOR SUCH PURPOSES THE CUSTOMER AGREEMENT WILL STIPULATE THAT CUSTOMER'S EXECUTION OF THE CUSTOMER AGREEMENT WILL BE DEEMED TO ALSO CONSTITUTE AN ELECTRONIC SIGNATURE AGREEING TO THE EULA..

(ii) CUSTOMER AGREES AND THAT SUCH EULA CREATES A BINDING CONTRACT BETWEEN CUSTOMER AND RINGCENTRAL, INC. OR THE APPLICABLE RINGCENTRAL AFFILIATE, AND THAT RINGCENTRAL MAY ENFORCE THE EULA DIRECTLY AGAINST CUSTOMER, WHICH ENFORCEMENT MAY INCLUDE TERMINATION OR SUSPENSION OF CUSTOMER'S ACCOUNT AT RINGCENTRALS'S SOLE DISCRETION. UNDER THE EULA, RINGCENTRAL MAY HAVE THE RIGHT TO AMEND THE EULA, AND THE EULA SETS FORTH THE RIGHTS AND OBLIGATIONS OF RINGCENTRAL AND CUSTOMER WITH RESPECT TO SUCH AMENDMENTS.

(iii) THE USE OF RINGCENTRAL SOFTWARE BY CUSTOMER MAY REQUIRE CUSTOMER TO ACCEPT RINGCENTRAL TERMS, INCLUDING AN UPDATED OR REVISED EULA, BY CLICKING A LINK OR AN OPTION WITHIN A SOFTWARE APPLICATION OR ONLINE (THE 'CLICK-THROUGH TERMS') AND CUSTOMER AGREES THAT THE CLICK- THROUGH TERMS WILL TAKE PRECEDENCE IF THERE ARE ANY DIFFERENCES BETWEEN THE CLICK-THROUGH TERMS AND THE EULA AS IF SUCH UPDATE HAD BEEN MADE TO THE RINGCENTRAL EULA AND THE CUSTOMER'S RIGHT OF TERMINATION UNDER THE RINGCENTRAL EULA FOR AMENDMENTS THERETO SHALL APPLY, WITH THE TIME PERIODS THEREIN COMMENCING FROM THE DATE THE CLICK-THROUGH TERMS WERE ACCEPTED BY CLICKING A LINK OR AN OPTION WITHIN A SOFTWARE APPLICATION OR ONLINE.

(iv) CUSTOMER AGREES THAT RINGCENTRAL MAY COMMUNICATE DIRECTLY WITH CUSTOMER FOR PURPOSES OF ENFORCEMENT OF THE EULA, AND THAT IF BRIGHTSPEED BECOMES AWARE THAT CUSTOMER OR ITS END USERS HAS VIOLATED OR IS REASONABLY SUSPECTED OF VIOLATING THE EULA, BRIGHTSPEED MAY NOTIFY RINGCENTRAL OF SUCH CIRCUMSTANCES. CUSTOMER AUTHORIZES BRIGHTSPEED TO PROVIDE RINGCENTRAL WITH A COPY OF THIS ORDER SIGNED BY CUSTOMER, IF NEEDED TO VERIFY CUSTOMER'S AGREEMENT TO THE EULA AND RELATED RIGHTS AND OBLIGATIONS OF THE PARTIES AND RINGCENTRAL.

(E) If any applicable Governing Documents do not contain a limitation of the following types of damages, then the following clause shall apply: Neither party will be liable for any damages for lost profits, lost revenues, loss of goodwill, loss of anticipated savings, loss of data or cost of purchasing replacement service, or any indirect, incidental, special, consequential, exemplary or punitive damages arising out of the performance or failure to perform under this Order.

10 Access to Emergency Response Services.

POTENTIALLY HAZARDOUS SITUATION WHICH IF NOT AVOIDED COULD RESULT IN DEATH OR SERIOUS INJURY.PLEASE READ CAREFULLY.

BRIGHTSPEED RECOMMENDS THAT CUSTOMER AND END USERS ALWAYS HAVE AN ALTERNATIVE MEANS OF ACCESSING TRADITIONAL EMERGENCY SERVICES.

(i). Geographic Limitation. This Service is intended for use only in the United States. Emergency calls originated outside of the United States may not be capable of routing to the proper emergency response agencies and Customer assumes the risk of any use outside of the U.S.

(ii). Emergency Calling Capability and Customer's Obligations and Acknowledgement of Limitations. Customer will ensure that user locations are current by providing address information (also known as automatic location identification/'ALI' and calling line identifier/'CLI' in North America) to Brightspeed (the 'Registered Location') conforming to the numbering schemes or regulatory requirements applicable to the jurisdiction for the Registered Location. Customer will obtain Brightspeed's approval of the Registered Location prior to using the Service and update the Registered Location via the portal or other method supplied by Brightspeed. Customer understands that Registered Location updates do not occur immediately. Brightspeed will provide Emergency Calling capability associated with the Service as required by law. 'mergency Calling' is the ability to access emergency response services associated with the Registered Location, subject to each party's obligations and limitations, by dialing the 911 emergency number. Customer is responsible for understanding the local jurisdictional laws pertaining to Emergency Calling, including but not limited to the requirements regarding the level of detail to be provided related to Registered Locations, associated with the Service. Brightspeed specifically disclaims any such obligation.

(iii). General Limitations. Service provides access to emergency response services on stationary and mobile devices. When using the Service for Emergency Calling purposes, Customer's end users should always state the nature of the emergency and include their location and telephone number. Emergency response services may not be able to call the end user back if the call is not completed, dropped or disconnected, or if end users are unable to provide their phone number and physical location. Access to emergency response services may not be available under certain circumstances. Brightspeed will provide labels that indicate that the emergency response services have limited availability and functionality when used with Service, and Brightspeed recommends that such labels be placed on or near the equipment associated with the Services. Disclosures of the general and Service-specific limitations associated with accessing emergency response services (the 'Advisory") are available to Customer at www.brightspeed.com/ew/legal-resources/privacy-notice/911-advisory.html. Effective upon posting, Brightspeed may modify the Emergency Calling limitations or requirements provided in the Advisory if in Brightspeed's reasonable opinion modifications are necessary or advisable to comply with the currently evolving Emergency Calling laws, rules and regulations. Customer acknowledges that it has been advised of its obligations and the emergency services limitations contained in the Advisory, and further acknowledges its understanding by signing the applicable Order for Service. Customer will notify all end users of the limitations to access emergency response services as described above and in the Advisory. Customer should provide its end users with a copy of the Advisory and the associated URL.

(ii). Limitation of Liability.

(A) BRIGHTSPEED, ITS AFFILIATES, AGENTS AND CONTRACTORS WILL NOT HAVE ANY LIABILITY WHATSOEVER FOR ANY PERSONAL INJURY TO OR DEATH OF ANY PERSON, FOR ANY LOSS, DAMAGE OR DESTRUCTION OF ANY PROPERTY RELATING TO EMERGENCY CALLING. CUSTOMER WILL DEFEND AND INDEMNIFY BRIGHTSPEED, ITS AFFILIATES, AGENTS AND CONTRACTORS FROM ALL THIRD PARTY CLAIMS, LIABILITIES, FINES, PENALTIES, COSTS AND EXPENSES, INCLUDING REASONABLE ATTORNEYS' FEES, ARISING FROM OR RELATED TO CUSTOMER'S FAILURE TO PERFORM ITS OBLIGATIONS ASSOCIATED WITH EMERGENCY CALLING (INCLUDING WITHOUT LIMITATION, FAILURE TO ADVISE BRIGHTSPEED OF CORRECT ADDRESSES, FAILURE TO ADVISE END USERS OF ALL LIMITATIONS, FAILURE TO UPDATE THE REGISTERED LOCATION, OR USING THE SERVICE PRIOR TO BRIGHTSPEED'S APPROVAL OF THE REGISTERED LOCATION).

(B) CUSTOMER WILL DEFEND AND INDEMNIFY BRIGHTSPEED, ITS AFFILIATES, AGENTS AND CONTRACTORS FROM ALL THIRD PARTY CLAIMS, LIABILITIES, FINES, PENALTIES, COSTS AND EXPENSES, INCLUDING REASONABLE ATTORNEYS' FEES, ARISING FROM OR RELATED TO CUSTOMER'S, CUSTOMER'S END USER'S OR CUSTOMER'S THIRD PARTY PROVIDER'S ACTS, OMISSIONS (INCLUDING THE FAILURE TO PURCHASE OR IMPLEMENT FEATURES THAT ENABLE THE RECEIPT AND TRANSMISSION OF DIRECT-DIAL '911' CALLS OR MULTI-LINE TELEPHONE SYSTEM NOTIFICATIONS), OR FAILURES OF CONNECTIVITY THAT IMPEDE, PREVENT OR OTHERWISE MAKE INOPERABLE THE ABILITY OF CUSTOMER OR ITS END USERS TO DIRECTLY DIAL '911' OR TO RECEIVE OR TRANSMIT MULTI-LINE TELEPHONE SYSTEM NOTIFICATIONS, AS REQUIRED BY LAW, IN THE UNITED STATES.