FLTECHS LLC END USER SERVICES AGREEMENT
(VoIP Service Agreement)
This End User Services Agreement (the “Agreement”) is entered into and made effective as of the date on which the Customer accepts the terms herein (the “Effective Date”), by and between FLTECHS LLC, a limited liability company duly organized and existing under the laws of the State of Florida (hereinafter, the “Provider” or “FLTECHS LLC”), and the entity or individual identified in the applicable service order (hereinafter, the “Customer”).
1. BINDING NATURE AND ACCEPTANCE
1.1. Agreement to Terms
This Agreement constitutes a legally binding contract between the Customer and FLTECHS LLC, including its subsidiaries, affiliates, and permitted assigns. By accessing, installing, using, or otherwise engaging with the Provider’s services or equipment, the Customer expressly agrees to be bound by the terms and conditions set forth herein.
1.2. Authorized Capacity
By executing or accepting this Agreement, the Customer hereby represents and warrants that:
- (a) The individual accepting this Agreement on behalf of the Customer is at least eighteen (18) years of age or of legal age in their jurisdiction to enter into binding contracts; and
- (b) Such individual possesses full legal authority, right, and capacity to bind the Customer, whether a business entity, corporation, governmental body, or other legal organization, to the obligations contained herein.
1.3. Business Use
The services and equipment provided under this Agreement are intended exclusively for business or organizational use. FLTECHS LLC does not authorize use of its services for personal, residential, or non-commercial purposes unless explicitly agreed in writing.
1.4. Non-Acceptance
If the Customer does not agree to the terms and conditions of this Agreement, or does not have the authority to accept these terms on behalf of the legal entity they represent, neither the Customer nor its agents, employees, or authorized users shall download, install, access, or utilize any FLTECHS LLC services or equipment.
2. DEFINITIONS
For the purposes of this Agreement, the following capitalized terms shall have the meanings set forth below. Defined terms may be used in the singular or plural, as the context requires:
“Agreement” – This End User Services Agreement, including all exhibits, addenda, and incorporated documents, entered into by and between FLTECHS LLC and the Customer.
“Customer” – The individual, company, or legal entity that enters into this Agreement with FLTECHS LLC for the purchase and use of Services.
“FLTECHS LLC” or “Provider” – The service provider and contracting party to this Agreement, delivering IT, VoIP, and related managed services to the Customer.
“Services” – The hosted VoIP, managed IT, and related technical services provided by FLTECHS LLC pursuant to this Agreement, which may include, but are not limited to: remote monitoring, cybersecurity, network configuration, cloud infrastructure, technical support, and other professional services.
“Service Fees” – The recurring or non-recurring charges payable by the Customer for the Services as set forth in the applicable service order, pricing schedule, or this Agreement.
“Service Level Agreement” or “SLA” – A separate document that defines FLTECHS LLC’s commitments regarding service availability, support response times, and issue resolution targets, which may be modified from time to time.
“Support Hours” – The hours during which FLTECHS LLC provides customer support services, including standard business hours and designated periods for after-hours or emergency support.
“Critical Issues” – Any unplanned outage or technical malfunction that substantially impairs the Customer’s ability to conduct business operations and necessitates immediate remediation.
“Non-Critical Issues” – Technical issues, service requests, or inquiries that do not materially affect the Customer’s business continuity and may be addressed during standard support hours.
“Authorized User” – Any employee, contractor, or agent of the Customer who is designated by the Customer to access and use the Services under this Agreement.
“Billing Cycle” – The interval, as defined in the service order or plan, at which the Customer is invoiced for recurring Service Fees.
“Confidential Information” – Any non-public, proprietary, or sensitive business, technical, or financial information disclosed by either party to the other, whether orally, electronically, or in writing, and which is designated as confidential or would reasonably be understood to be confidential in nature.
“Term” – The period during which this Agreement remains in effect, including the initial term and any renewal periods, unless earlier terminated in accordance with the terms herein.
“Termination” – The cessation of this Agreement by either party, whether for cause or convenience, subject to the terms and conditions specified herein.
“Force Majeure” – An event or condition beyond the reasonable control of a party, including but not limited to acts of God, war, terrorism, natural disasters, pandemics, government orders, strikes, or failures of telecommunications or internet services, which prevents such party from performing its obligations under this Agreement.
“Third-Party Services” – Any services, products, or platforms provided by third-party vendors that may be used in conjunction with or integrated into the Services, and which are subject to their own terms of service.
“Data Security Measures” – The technical and administrative safeguards implemented by FLTECHS LLC to protect Customer data from unauthorized access, alteration, or destruction, including but not limited to encryption, access controls, firewall protection, and data retention policies.
3. SCOPE OF SERVICES
3.1 Service Overview
FLTECHS LLC (the “Provider”) shall provide the Customer with access to hosted Voice over Internet Protocol (VoIP) communication services (the “Services”), designed exclusively for business use. These Services enable users to place and receive voice calls over an internet connection, rather than through traditional public switched telephone networks (PSTN).
3.2 Features and Functionality
The Services may include, without limitation, the following features and capabilities:
- Inbound & Outbound Calling – Local, long-distance, and international voice calling.
- Call Management Features – Including call forwarding, call waiting, caller ID, call transfer, and voicemail.
- Unified Communications – Integration of team messaging, video conferencing, and mobile applications.
- Automated Attendant & IVR Systems – Interactive voice response (IVR) and customizable call routing features.
- Voicemail & Call Recording – Secure storage, access, and retrieval of voicemail messages and recorded calls.
- SMS & MMS Messaging – Text and multimedia messaging functionality for business communication.
- Toll-Free & Direct Inward Dialing (DID) Numbers – Local and toll-free number provisioning for inbound calling.
- Emergency Calling (E911) – Access to Enhanced 911 services, subject to specific limitations and conditions outlined in Section 8.
3.3 Service Availability and Reliability
FLTECHS LLC shall make commercially reasonable efforts to ensure the availability, reliability, and performance of the Services. The Customer acknowledges and agrees that:
- Service performance is contingent upon the quality and stability of the Customer’s internet connection and internal network infrastructure.
- FLTECHS LLC shall not be held liable for service interruptions or degradation resulting from causes beyond its control, including but not limited to: internet service provider (ISP) failures, Customer-side equipment issues, or events of force majeure, such as natural disasters, cyberattacks, power outages, or government actions.
3.5 Service Limitations
The Customer acknowledges the following limitations inherent in VoIP services:
- The Services are not a replacement for traditional telephone service and may be subject to limitations in the event of power failures, internet outages, or network disruptions.
- Certain non-voice equipment or systems (including but not limited to alarm systems, fax machines, credit card terminals, or elevator lines) may not be compatible with VoIP technologies.
- FLTECHS LLC does not warrant uninterrupted service and shall not be liable for service degradation or outages caused by circumstances beyond its reasonable control.
4. SERVICE TERM & RENEWAL
4.1 Term
The term of this Agreement shall commence on the Effective Date and shall continue for an initial period of twelve (12) months, unless otherwise expressly agreed in writing by both parties (the “Initial Term”).
4.2 Automatic Renewal
Upon expiration of the Initial Term, this Agreement shall automatically renew for successive one (1) year periods (each a “Renewal Term”), unless either party provides written notice of its intent not to renew at least sixty (60) days prior to the expiration of the then-current term.
4.3 Cancellation by Customer
The Customer may terminate this Agreement by providing written notice to FLTECHS LLC at info@fltechs.com no less than sixty (60) days prior to the expiration of the current term. Such termination shall become effective at the end of the then-current contract term.
In the event the Customer elects to cancel the Services prior to the expiration of the Initial Term or any Renewal Term, the Customer shall remain fully liable for:
- All Service Fees due for the unexpired portion of the contract term;
- Any applicable early termination fees (ETFs) as set forth in the applicable service plan or pricing schedule; and
- All previously invoiced but unpaid charges.
No refunds shall be issued for any prepaid fees. All termination notices must be submitted in writing and are subject to confirmation and acknowledgment by FLTECHS LLC.
4.4 Suspension for Non-Payment
FLTECHS LLC reserves the right to suspend the Services, in whole or in part, for non-payment. Suspension may occur without further notice if payment is not received by the applicable due date. Reactivation fees may apply prior to the restoration of any suspended services.
4.5 Termination by FLTECHS LLC
FLTECHS LLC may, at its sole discretion, suspend or terminate this Agreement and/or the Customer’s access to the Services for any of the following reasons:
- Material breach of this Agreement by the Customer;
- Non-payment or recurring late payment of Service Fees;
- Misuse, abuse, or fraudulent use of the Services; or
- Compliance with applicable laws, regulatory mandates, or third-party service restrictions.
4.6 Effect of Termination
Upon termination of this Agreement for any reason:
- The Customer shall remain liable for all accrued but unpaid Service Fees up to and including the effective termination date;
- All amounts owed under this Agreement shall become immediately due and payable; and
- The Customer shall promptly cease all use of the Services and return or destroy any proprietary materials or equipment, if applicable.
4.7 Modifications to Service Terms
FLTECHS LLC reserves the right to modify, update, or amend the terms and conditions of this Agreement, including without limitation changes to service features, pricing, or billing policies, by providing no less than thirty (30) days’ prior written notice to the Customer.
Such notice may be delivered via email, by publication on the FLTECHS LLC website, or through the customer portal.
If the Customer does not agree to the modified terms, the Customer may terminate the Agreement by providing written notice to FLTECHS LLC prior to the effective date of such changes. However, such termination shall not relieve the Customer of its financial obligations under an active fixed-term agreement.
The Customer shall remain liable for:
- All outstanding account balances;
- Applicable early termination fees, if any; and
- Service Fees due for the remainder of the current contract term.
The continued use of the Services following the effective date of any amendment shall constitute the Customer’s affirmative acceptance of the updated terms.
5. FEES & BILLING
5.1 Service Fees
The Customer agrees to pay all fees associated with the selected VoIP service plan as set forth in the applicable service agreement, order form, or pricing schedule. Such fees may include, without limitation, recurring service charges, one-time setup fees, and charges for optional or add-on features.
FLTECHS LLC shall provide fee details to the Customer during the ordering process unless otherwise stated in this Agreement. The Customer further agrees that any applicable taxes, regulatory fees, shipping and handling costs, and other nonrecurring charges shall be billed to the payment method on file.
Recurring charges shall be automatically billed to the Customer on the first day of each applicable billing cycle. The Customer's billing cycle shall commence on the date the Services are first activated.
5.2 Payment Terms
- Billing Commitment: Unless otherwise agreed in writing, the term of service under this Agreement shall be twelve (12) months. The Customer may elect to remit payment on a monthly or annual basis, as specified in the applicable service plan. Regardless of the selected payment frequency, the Customer acknowledges that this Agreement constitutes a binding commitment for the full term.
- Due Date: All payments shall be due and payable in accordance with the billing cycle designated in the service plan and must be received by FLTECHS LLC on or before the applicable due date.
- Accepted Payment Methods: The Customer shall provide a valid email address and an accepted payment method (e.g., credit card) upon execution of this Agreement.
- Automatic Billing Authorization: The Customer authorizes FLTECHS LLC to charge all fees and amounts due under this Agreement to the designated payment method. This authorization shall remain in effect until thirty (30) days after the Customer revokes such authority in writing.
- Credit Card Use and Updates: If a credit/debit combination card is provided, the Customer authorizes FLTECHS LLC to process it as a credit card. In the event of an automatic update by the issuing bank, FLTECHS LLC may charge the updated card without additional notice.
- Responsibility to Update Payment Info: The Customer shall promptly notify FLTECHS LLC of any changes to the payment method, billing address, or contact information.
- Liability for Debit Card Use: If a debit card is used, the Customer shall indemnify FLTECHS LLC from any liability, fees, or losses resulting from insufficient funds or transaction reversals.
- Failed Payment: If a payment is declined or otherwise fails, the Customer's access to the Services may be suspended until the balance is paid in full.
5.3 Taxes and Regulatory Fees
The Customer shall be responsible for all taxes, fees, and surcharges imposed by any governmental or regulatory authority in connection with the Services, including but not limited to sales, use, excise, and telecommunications taxes.
If the Customer claims tax-exempt status, it must submit a valid, government-issued certificate of exemption. Tax exemption shall apply only from the date such certificate is received by FLTECHS LLC.
5.4 Invoicing and Disputes
All invoices shall be delivered electronically. Unless otherwise specified, FLTECHS LLC will bill all service charges, taxes, and fees in advance.
Billed charges may include but are not limited to:
- Activation fees
- Porting fees
- Early Termination Fees (“ETFs”)
- Reactivation or reinstatement fees
- Returned payment or insufficient fund fees
Invoices for services outside the scope of the Customer’s recurring service plan (e.g., custom support, hardware, or additional features) shall be considered due upon issuance. FLTECHS LLC reserves the right to charge any such amounts to the Customer’s payment method on file without additional notice.
The Customer must notify FLTECHS LLC of any billing dispute within thirty (30) days of the invoice date. Failure to dispute a charge within this period shall constitute the Customer’s irrevocable acceptance of the invoice. FLTECHS LLC’s acceptance of late or partial payment shall not be construed as a waiver of its right to collect the full amount owed.
5.5 Non-Payment and Service Suspension
FLTECHS LLC reserves the right to suspend Services, with or without notice, under any of the following circumstances:
- Failure by the Customer to remit payment by the due date
- Decline or denial of payment by the Customer’s issuing bank or card provider
- Failure to update an expired or invalid payment method
In the event of payment failure, the Customer shall have forty-eight (48) hours to provide an updated payment method. If unresolved within seventy-two (72) hours, FLTECHS LLC may deactivate the Services.
Reinstatement is subject to FLTECHS LLC’s discretion and may incur a reactivation fee. The Customer shall also reimburse FLTECHS LLC for all collection costs, including attorney’s fees and agency charges, if necessary to recover unpaid balances.
5.6 Refunds and Credits
Unless expressly stated otherwise, FLTECHS LLC does not issue refunds for prepaid Services. Any credits issued for service interruptions or billing errors shall be provided solely at the discretion of FLTECHS LLC.
5.7 Fee Adjustments
FLTECHS LLC reserves the right to revise any fees under this Agreement upon providing not less than thirty (30) days’ prior written notice to the Customer.
Revised fees may apply to base service rates, surcharges, regulatory recovery costs, or other applicable charges and may take effect during an active contract term. Adjustments may reflect increased operating expenses, third-party rate changes, or regulatory compliance.
If the Customer does not accept the revised pricing, it may terminate the affected Services before the effective date of such changes. However, termination shall not relieve the Customer from payment of:
- Outstanding balances
- Any applicable early termination fees
- Remaining amounts due under the current contract term
Continued use of the Services after the effective date of any pricing change shall constitute acceptance of the new fees.
5.8 Collection
In the event of disconnection or default, the Customer shall remain fully liable for all outstanding charges and associated collection costs, including court fees, attorneys’ fees, and third-party recovery expenses. The Customer also agrees to pay any account-related penalties, such as interest or returned payment fees.
5.9 Billing Notices
The Customer acknowledges that it may not be possible for FLTECHS LLC to differentiate between credit and debit cards for processing purposes and hereby waives the right to receive ten (10) days’ notice under Regulation E.
Although FLTECHS LLC may send courtesy billing notices, it is not obligated to do so, and such notifications may be modified or discontinued at any time without notice.
5.10 Promotions and Discounts
The availability and continuation of any promotions or discounts are subject to FLTECHS LLC’s sole discretion. Promotional pricing granted for a fixed term may be modified or revoked following its expiration. Unless otherwise specified in writing, promotions shall not extend to contract renewals.
5.11 Cancellation Policy
The Customer must submit cancellation requests in writing to info@fltechs.com no less than sixty (60) days prior to the expiration of the current service term.
The most current version of FLTECHS LLC’s Cancellation Policy is posted on the company’s official website. FLTECHS LLC may amend such policy at any time, and changes shall become effective upon publication.
6. RESPONSIBILITIES OF EACH PARTY
6.1 Responsibilities of FLTECHS LLC
FLTECHS LLC (“Provider”) shall, throughout the Term of this Agreement, perform its obligations in a commercially reasonable and professional manner. Specifically, FLTECHS LLC agrees to:
- Provide the VoIP Services as described in this Agreement and any applicable service order(s) or pricing schedule(s).
- Use commercially reasonable efforts to maintain continuous availability of the Services, excluding periods of scheduled maintenance, emergency updates, technical malfunctions, or events beyond the reasonable control of FLTECHS LLC.
- Implement and maintain appropriate administrative, technical, and physical safeguards designed to protect the confidentiality and integrity of Customer Data and prevent unauthorized access, use, or disclosure.
- Respond to and address non-critical support inquiries submitted outside of regular business hours no later than the next business day, in the order in which support tickets are received.
- Provide prior notice, when reasonably practicable, of any planned maintenance windows or anticipated service interruptions.
6.2 Responsibilities of the Customer
The Customer shall cooperate with FLTECHS LLC to enable the delivery and proper use of the Services. The Customer’s responsibilities shall include, without limitation:
- Maintaining a high-speed, stable internet connection and using VoIP-compatible hardware and software, as may be required to support the Services.
- Providing FLTECHS LLC with accurate and up-to-date account information, including current billing and contact details.
- Using the Services only for lawful purposes and in accordance with all applicable laws, regulations, and FLTECHS LLC’s Acceptable Use Policy, as may be updated from time to time.
- Promptly notifying FLTECHS LLC of any service issues, suspected disruptions, or other technical problems that may affect performance.
- Ensuring the security of all login credentials, account access information, and authentication tools and reporting any actual or suspected unauthorized access or breach of security.
- Informing all Authorized Users within the Customer’s organization of the limitations and risks associated with 911 and Enhanced 911 (E911) services over VoIP.
- Making timely payments in accordance with Section 5 of this Agreement in order to avoid suspension or termination of Services.
7. SERVICE LEVEL AGREEMENT (SLA)
This Section outlines the standard support levels and response commitments provided by FLTECHS LLC in connection with the Services. The obligations under this SLA are subject to the Customer’s compliance with the terms of this Agreement and any applicable service order.
7.1 Support Availability
FLTECHS LLC provides technical support based on the severity of the issue and the time of day the request is submitted. Support availability is defined as follows:
- Business Hours: Monday through Friday, 9:00 AM to 5:00 PM (local time, excluding holidays)
- After-Hours: Monday through Friday, 5:01 PM to 8:59 AM; all day on weekends and recognized federal holidays
Support provided outside of Business Hours may be subject to different rates or procedures depending on the urgency and nature of the issue reported.
7.2 Support Request Channels
Support requests shall be submitted by the Customer using one of the following methods:
- Ticket Submission: info@fltechs.com
- SMS Support: (239) 986-8647
- Emergency Support (Call or Text): (239) 986-8647
- Billing Inquiries: info@fltechs.com
Support requests will be prioritized based on the severity of the issue and its impact on the Customer’s business operations.
7.3 Response and Resolution Commitments
FLTECHS LLC classifies service-related issues according to severity and strives to meet the following best-effort response and resolution times:
Issue Classification | Priority | Response Time | Resolution Time | Escalation Threshold |
Complete Service Outage (All Users Affected) | EMERGENCY | Within 2 hours | As soon as reasonably possible (Best Effort) | 2 hours (After-hours rates may apply) |
Major Degradation (Majority of Users Affected) | HIGH | Within 4 hours | As soon as reasonably possible (Best Effort) | 8 hours (After-hours rates may apply) |
| Partial Impact (Some Users Affected) | MEDIUM | Within 24 hours | As soon as reasonably possible (Best Effort) | 48 hours |
Minimal Impact (Single User Affected) | LOW | Within 48 hours | As soon as reasonably possible (Best Effort) | 96 hours |
Resolution times are estimates and may vary depending on issue complexity, customer cooperation, and third-party dependencies.
7.4 Support Tier Definitions
Support services provided by FLTECHS LLC are categorized into the following tiers:
Tier | Description |
Tier 1 Support | Basic diagnostics, call logging, and general troubleshooting of VoIP system functions. |
Tier 2 Support | Advanced troubleshooting, configuration adjustments, and more in-depth system review. |
Tier 3 Support (May require separate agreement or additional charges) | Escalated support requiring collaboration with third-party vendors or infrastructure-level expertise. Tier 3 services may require additional fees or a separate agreement. |
7.5 General SLA Terms
- FLTECHS LLC shall make commercially reasonable efforts to resolve all reported issues in a timely manner; however, resolution times are not guaranteed.
- The Customer is responsible for ensuring that accurate contact details, remote access credentials, and technical points of contact are available and provided to FLTECHS LLC upon request.
- This SLA does not extend to third-party hardware, software, or configurations unless expressly included in the applicable service agreement.
- Emergency support availability may vary depending on technician capacity and incident severity.
- A separate pricing schedule may apply for support services. Customers should refer to their service agreement or quote for billing terms applicable to support activity.
8. EMERGENCY SERVICES (911/E911)
The Customer acknowledges and understands that Voice over Internet Protocol (VoIP) services provided by FLTECHS LLC differ from traditional wireline telephone services with respect to the handling of emergency calls. The following provisions set forth the Customer’s responsibilities and the limitations of 911 and Enhanced 911 (“E911”) services when used in connection with FLTECHS LLC's VoIP platform.
8.1 Differences from Traditional 911 Services
- VoIP 911 calls may not automatically transmit accurate caller location or telephone number information to emergency dispatchers.
- Calls placed using VoIP may be routed to third-party emergency call centers instead of directly to the local Public Safety Answering Point (“PSAP”), which may delay response times.
- VoIP-based emergency calling functionality may become unavailable during power outages, internet disruptions, network failures, or suspension of the Customer’s account for non-payment.
8.2 Customer Responsibilities
The Customer is solely responsible for:
- Providing and maintaining a current and accurate physical service address for each device or user utilizing VoIP Services, which is essential for proper emergency call routing.
- Immediately updating the registered service address whenever a VoIP device is relocated to a different physical address.
- Maintaining an alternative method of access to 911 services, such as a mobile phone or landline, to ensure uninterrupted access to emergency assistance in the event of a VoIP failure.
8.3 Service Limitations
- FLTECHS LLC’s E911 capabilities rely on third-party networks and services, which may be subject to delays, technical limitations, congestion, or outages.
- E911 service may be unavailable if the Customer’s account is suspended, disconnected, or terminated for any reason.
- Certain geographic areas, particularly in remote or rural locations, may not support E911 functionality or may only provide limited capabilities.
8.4 Acknowledgment of Limitations
By using VoIP Services provided by FLTECHS LLC, the Customer expressly acknowledges and agrees to the risks, limitations, and differences described in this Section. The Customer further agrees that FLTECHS LLC shall not be liable for any failure or delay in completing emergency calls or for the inability to access emergency services due to circumstances beyond its reasonable control.
8.5 Disclaimer and Limitation of Liability
FLTECHS LLC makes no representations or warranties, express or implied, regarding the reliability, availability, or functionality of VoIP 911 or E911 services.
FLTECHS LLC shall not be held liable for any claims, damages, losses, injuries, or deaths resulting from:
- Failure to complete or properly route a 911 call;
- Incorrect or outdated location information provided by the Customer; or
- Disruptions in VoIP service due to power outages, internet failures, or other causes beyond the control of FLTECHS LLC.
9. CONFIDENTIALITY & DATA SECURITY
(How Customer Data Is Handled)
FLTECHS LLC is committed to maintaining the confidentiality, integrity, and availability of Customer data in accordance with applicable laws, regulatory requirements, and industry standards. The following terms govern the handling, storage, access, and protection of Customer information.
9.1 Customer Information Protection
FLTECHS LLC shall implement appropriate administrative, technical, and physical safeguards designed to prevent the unauthorized access, use, disclosure, alteration, or destruction of Customer data. These safeguards are intended to protect sensitive information throughout the service lifecycle.
9.2 Data Collection and Usage
FLTECHS LLC shall collect and use only the data necessary to provision and support the Services. This may include, but is not limited to:
- Customer contact information
- Call records and usage logs
- System configurations and provisioning details
Customer data shall not be sold, disclosed, or otherwise shared with third parties without the Customer’s express written consent, except as required by applicable law or court order.
9.3 Storage and Encryption
- Customer data is stored on secure servers with restricted access controls.
- FLTECHS LLC employs advanced encryption protocols to protect data in transit and at rest.
- Call records and other sensitive information are retained in accordance with defined retention schedules and securely deleted upon expiration.
- SMS records are not retained by FLTECHS LLC. Customers are solely responsible for downloading and preserving any SMS data required for their operations. FLTECHS LLC disclaims any responsibility for the retrieval, recovery, or availability of SMS content once transmitted.
9.4 Access and Control of Information
- Only FLTECHS LLC personnel with a legitimate business need shall be granted access to Customer data.
- Customers may submit written requests to access, correct, or delete their personal information, subject to applicable privacy laws and verification of identity.
9.5 Regulatory Compliance
FLTECHS LLC shall comply with all applicable federal, state, and international data protection regulations and standards relevant to the Services provided, including but not limited to:
- Personal information protection laws in the relevant jurisdiction(s)
- Federal Communications Commission (FCC) regulations applicable to VoIP services
- Telecommunications and cybersecurity best practices and frameworks
9.6 Security Incident Notification
In the event of a data breach or other security incident that materially compromises the confidentiality or integrity of Customer data, FLTECHS LLC shall:
- Notify affected Customers in a timely and commercially reasonable manner
- Take immediate action to investigate and remediate the incident
- Provide updates and guidance regarding mitigation steps as appropriate
9.7 Liability and Limitations
FLTECHS LLC shall not be liable for unauthorized access to, or loss of, Customer data where such incidents result from:
- The Customer’s failure to safeguard login credentials or system access information
- Cyberattacks or malicious actions beyond the reasonable control of FLTECHS LLC
- Incorrect or insecure system configurations implemented by the Customer or third-party vendors
10. INDEMNIFICATION & LIABILITY
(Limits of Liability for Service Disruptions)
10.1 Limitation of Liability
FLTECHS LLC shall make commercially reasonable efforts to provide reliable, uninterrupted Services; however, the Customer acknowledges and agrees that FLTECHS LLC does not warrant that the Services will be error-free or continuously available.
To the maximum extent permitted by law, FLTECHS LLC shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to loss of business, revenue, profits, or data, even if it has been advised of the possibility of such damages.
FLTECHS LLC’s total liability for any claim arising under this Agreement shall not exceed the total amount paid by the Customer for the affected Services in the twelve (12) months preceding the event giving rise to the claim.
10.2 Service Disruptions and Force Majeure
FLTECHS LLC shall not be liable for service interruptions, delays, or failures to perform due to causes beyond its reasonable control, including, without limitation:
- Natural disasters
- Cyberattacks
- Power outages
- Internet service provider (ISP) or telecommunications failures
- Labor strikes
- Government actions or regulations
- Acts of war, terrorism, pandemics, or public emergencies
Each of the above shall constitute a “Force Majeure Event.”
In the event of a Force Majeure Event, FLTECHS LLC shall promptly notify the Customer and shall use commercially reasonable efforts to resume performance as soon as practicable. Force Majeure shall not excuse the Customer’s obligation to pay amounts already incurred or due.
10.3 Customer Responsibilities
The Customer shall be solely responsible for:
- Maintaining a stable, high-speed internet connection suitable for VoIP Services
- Ensuring proper configuration and compatibility of all devices and network infrastructure
- Securing and protecting all account credentials and access points to the Services
FLTECHS LLC shall not be liable for any degradation in service quality, disruption, or loss arising from misconfiguration, misuse, or failure to comply with technical requirements by the Customer.
10.4 Indemnification
The Customer agrees to indemnify, defend, and hold harmless FLTECHS LLC, its affiliates, directors, officers, employees, and contractors from and against any and all claims, damages, liabilities, losses, judgments, settlements, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:
- Unauthorized or unlawful use of the Services by the Customer or its end users
- Breach of any representation, warranty, or covenant under this Agreement
- Violation of applicable laws or third-party rights by the Customer
10.5 Credits and Refunds
In the event that a service outage attributable solely to FLTECHS LLC exceeds the performance thresholds set forth in the applicable Service Level Agreement (SLA), the Customer may request a service credit pursuant to the SLA.
No refunds shall be issued for service disruptions or outages caused by third-party providers or Force Majeure Events. Any credits, if issued, shall be the Customer’s sole and exclusive remedy for such service interruptions.
11. DISPUTE RESOLUTION AND GOVERNING LAW
(How Legal Disputes Will Be Handled)
11.1 Negotiation and Informal Resolution
In the event of any dispute, controversy, or claim arising out of or relating to this Agreement, its interpretation, performance, or breach (a “Dispute”), the parties agree to first attempt to resolve the matter through good-faith negotiations.
The Customer shall provide FLTECHS LLC with written notice of the Dispute and allow a reasonable opportunity, not less than fifteen (15) business days, for the parties to engage in efforts to resolve the matter amicably before initiating any formal legal or arbitration proceeding.
11.2 Binding Arbitration
If the parties are unable to resolve the Dispute through negotiation, such Dispute shall be submitted to final and binding arbitration in accordance with the rules of the American Arbitration Association (AAA) or another mutually agreed-upon arbitration body.
- The arbitration shall be conducted by a single arbitrator in the State of Florida, USA.
- The arbitrator shall apply the substantive law of the State of Florida, without regard to its conflict-of-law rules.
- The decision of the arbitrator shall be final, binding, and enforceable in any court of competent jurisdiction.
11.3 Waiver of Class Action Rights
The parties expressly agree that all Disputes shall be resolved on an individual basis only, and not as a class, consolidated, or representative action. Each party waives the right to participate in any class action, class arbitration, or joint litigation of any kind against the other party.
11.4 Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, USA, without regard to its choice-of-law or conflict-of-law principles.
To the extent a Dispute is not subject to arbitration, the parties agree that any legal proceeding shall be brought exclusively in the state or federal courts located in the State of Florida, and each party consents to the personal jurisdiction and venue of such courts.
11.5 Exceptions
Notwithstanding the foregoing, FLTECHS LLC reserves the right to initiate legal proceedings in a court of competent jurisdiction to:
- Protect its intellectual property rights;
- Enforce its rights related to unauthorized use, misuse, or infringement of the Services;
- Pursue collection of unpaid fees or other amounts due under this Agreement.
Last updated April 2025