Etherspeak Communications, LLC Terms and Conditions for SureTrunk Tool-Box These Terms and Conditions must be accepted by you ("you", "your", "user" or "Customer") prior to EtherSpeak Communications, LLC ("Etherspeakl", "us", "we" or "our") granting you the capabilities of using hosted VOIP telecommunication, video communications and collaboration services and any related products or services ("services"). These Terms & Conditions govern both the services and any personally identifiable information ("PII") assigned to you in connection with the services. 1. Acceptance. Any of the following actions constitute your acceptance, without limitation or qualification, to be bound by, and to comply with, these Terms & Conditions: (i) your initialization or registration of the services, either on the telephone, by email, or through Etherspeak website (www.iEtherSpeak.com) or or through any of the Etherspeak subdomains (e.g. www.suretrunk.com) (the Etherspeak website and subdomains are collectively referred to herein as, the "Site." 2. Term. EtherSpeak is not requiring you to sign up to a long-term (i.e., one-year, two-year, etc.) service commitment. Once your account is set up with EtherSpeak, you may terminate your account and services at any time by providing written or email notice.   3. Order Acceptance Policy. Your submission of your phone, email or other PII through our Site and a receipt of an Etherspeak email confirmation signifies our acceptance of your order and the provision of your account. Etherspek may verify orders to prevent fraud. Should Etherspeak suspect the placement of a fraudulent order (even after you have received an email confirmation of acceptance of your order and the provision of your account), We may contact you by email or telephone regarding such suspected fraudulent order and, in Etherspeak's sole discretion, interrupt, restrict or terminate your account without notice to you. 4. Use of Services and Account. You represent and warrant that you are at least 18 years of age or the applicable state age of majority and that you possess the legal right and ability to accept these Terms & Conditions. You agree not to use the services and your account for any unlawful or abusive purpose or in any way which interferes with our ability to provide services to our customers, or damages our property. We have the right to interrupt, restrict or terminate services to your account, without notice to you, if we suspect fraudulent or abusive activity. You agree to cooperate with us in any fraud investigation and to use any fraud prevention measures we prescribe. Etherspeak is not responsible to you for unauthorized use of the services unless the unauthorized use results from Etherspeak's failure to meet its security obligations stated in these Terms & Conditions. You are responsible for the use of the services and any information communicated using the services by any employee of yours, any person to whom you have given access to the services, and any person who gains access to your services as a result of your failure to use reasonable security precautions, even if such use was not authorized by you. Unless you receive prior written consent from us, you may not: (a) modify the services or use them for sale or rental; (b) decompile, reverse engineer, or disassemble software, materials, content, or services; (c) remove any copyright or other proprietary notices from the materials, content, or services or; (d) unless otherwise provided herein, transfer or resell the services or your account with Etherspeak to another person, organization, or company. 5. Call Recording. If you choose to record sessions, it is your responsibility to insure that you are complying with Federal and state statutes governing the use of electronic recording equipment. If you have questions concerning the legal implications of recording or how these issues apply in particular states or the legal ramifications of the use of call recording, EtherSpeak advises you to contact an attorney for advice. EtherSpeak is not legally responsible for any misinterpretation, lack of understanding or lack of knowledge regarding your use of the recording services. It is your responsibility to acquaint yourself with the proper knowledge for legal use of this service. The following is not legal advice but is generally available public information regarding the use of call recording equipment: (1) there are both federal and state statutes governing the use of electronic recording equipment. The unlawful use of such equipment can give rise not only to a civil suit by the "injured" party, but also criminal prosecution. Accordingly, it is critical that you know the statutes that apply and what the rights and responsibilities are when recording and disclosing communications. (2) Federal law allows recording of phone calls and other electronic communications with the consent of at least one party to the call. A majority of the states and territories have adopted statutes based on the federal law, although most have also extended the law to cover in-person conversations. (3) Thirty-eight states and the District of Columbia permit individuals to record conversations to which they are a party without informing the other parties that they are doing so. These laws are referred to as "one-party consent" statutes, and as long as you are a party to the conversation, it may be legal for you to record it. (Nevada also has a one-party consent statute, but the state Supreme Court has interpreted it as an all-party rule.) (4) Twelve states require, under most circumstances, the consent of all parties to a conversation. Those jurisdictions are California, Connecticut, Florida, Illinois, Maryland, Massachusetts, Michigan, Montana, Nevada, New Hampshire, Pennsylvania and Washington. Be aware that you will sometimes hear these referred to inaccurately as "two-party consent" laws. If there are more than two people involved in the conversation, all must consent to the taping. (5) It is illegal in all states to record a conversation to which you are not a party, do not have consent to tape, and could not naturally overhear. (6) Federal law and most state laws also make it illegal to disclose the contents of an illegally intercepted call or communication. And undercover recording in a private place can prompt civil lawsuits for invasion of privacy. 6. Charges. This service is provided as a value-added benefit free-of-charge until midnight, 12:00 a.m. ET, December, 31, 2009. Afterward we may choose to establish monthly charges and/or future set-up fees to maintain your account. You may also be responsible for paying any third-party charges for software services associated with your order. If we decide to charge for these services, you must pay for all charges by credit card and must provide credit card information for EtherSpeak to keep on file to set up your account and activate your services. Your credit card will automatically be billed monthly and no additional notice or consent will be required for billings to your credit. You must advise us of any changes to your credit card account, such as account number, billing address, or expiration date changes. Billing cycle end dates may change from time to time. When a billing cycle covers less than or more than a full month, we may will make reasonable adjustments and pro-rations. Notice of any disputes must be in writing and received by us at our address within thirty (30) days after the invoice date or you waive any objection. 7. Default/Termination. You may terminate your services and close your account at any time with written or email notices. You must request termination by email to support@ietherspeak.com indicating your desire to terminate your service and close your account. We will generate a Cancellation email aknowledging your cancellation request. If you do not receive a Cancellation email, your termination notice may not have been received by us. You may contact our Customer Support Department at 703-221-9999 to verify your cancellation request. Because some usage-based services are billed in arrears, a final payment for any usage-based services will be charged to your account your next billing date after your final termination date. Likewise, you are responsible for returning Etherspeak’s supplied equipment. EtherSpeak will provide a box with pre-paild shipping labels prior to your final service termination date. If you do not return EtherSpeak’s equipment within fourteen (14) after your last day of service, you will be charged on your credit card for the equipment. You will also be charged if the equipment is not returned in good working condition. Your account will be in default if (i) you fail to pay any amount owed to us within 5 days after the due date, (ii) you have in the past failed to pay amounts due us, (iv) you are subject to any proceeding under the Bankruptcy Act or similar laws. If you are in default we may, in our sole discretion and with or without prior notice, restrict or terminate services and/or terminate your service, in addition to all other remedies available to us. Upon termination of your services, your right to use the services immediately ceases. We may require reactivation charges to renew services after termination or suspension. If terminated, you are responsible for paying all outstanding charges to your account. Accounts will be terminated if we are not able to confirm an order and do not receive any replies from you by email or phone. 8. Account Changes. You may change your service and service options by email or by phone. A confirmation email will be sent and your billing will be updated to upon activation of the changes requested. 9. Modification to Prices or Billing Terms. Etherspeak reserves the right, at any time after December 31, 2009, to change its prices and billing methods for services and accounts. At least 30 days advanced notice will be provided to you by email before any price or billing changes become effective. If you do not want to accept a change, you may terminate this your service by giving us written or email notice within 15 days of receipt of our notice. If you decide to terminate due to EtherSpeak notifying you of a change, EtherSpeak will accept your termination with 30 days advanced notice rather than the normal 60 days. 10. Modification to Terms & Conditions. We may change or modify these Terms & Conditions from time to time, but any such change will only be made after first providing you with notice of the change. You can review the most current version of the Terms & Conditions at any time at our Site (www.suretrunk.com ). If you do not agree to a significant change, you may terminate your services and close your account by giving us written or email notice within 15 days of receipt of our notice. 11. Assignment. We may assign all or part of our rights or duties with a sale of all or substantially all the assets of Etherspeak to a third party without notice to you; provided any such third party shall be obliged to honor these Terms & Conditions. 12. NO WARRANTIES. THE SERVICES AND ACCOUNTS ARE PROVIDED "AS IS." WE MAKE NO WARRANTIES REGARDING SERVICES AND ACCOUNTS WHATSOEVER AND DISCLAIM ANY AND ALL EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY, FITNESS FOR A PARTICULAR PURPOSE, OR WARRANTIES ARISING BY COURSE OF DEALING OR CUSTOM OR TRADE. WE DO NOT AUTHORIZE ANYONE TO MAKE A WARRANTY OF ANY KIND ON OUR BEHALF AND YOU SHOULD NOT RELY ON ANY SUCH STATEMENT. THIS PARAGRAPH SHALL SURVIVE TERMINATION OF YOUR SERVICES AND CLOSING OF YOUR ACCOUNT. Some jurisdictions do not allow the disclaimer of implied warranties. In such jurisdictions, the foregoing disclaimers may not apply to you insofar as they relate to implied warranties. 13. LIMITATION OF LIABILITY. IN NO EVENT SHALL ETHERSPEAK, ITS AFFILIATES AND THEIR RESPECTIVE MEMBERS, MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES, STOCKHOLDERS, AGENTS AND ANY UNDERLYING CARRIER BE LIABLE FOR ANY DAMAGES, INCLUDING BUT NOT LIMITED TO DIRECT, COMPENSATORY, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION) ARISING OUT OF OR RELATING TO (i) YOUR INABILITY TO USE THE SERVICES OR ACCOUNTS; (ii) YOUR MISUSE OF THE SERVICES OR ACCOUNTS; (iii) NONPERFORMANCE OR A FAILURE OF THE SERVICES CAUSED BY ACTS OR OMISSIONS OF ANOTHER SERVICE PROVIDER, (iv) EQUIPMENT OR SOFTWARE FAILURE OR MODIFICATION; (v) TELECOMMUNICATIONS OR COMPUTER EQUIPMENT FAILURES, OR (vi) ACTS OF GOD, OR OTHER CAUSES BEYOND OUR REASONABLE CONTROL. THE FOREGOING SHALL APPLY EVEN IF ETHERSPEAK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ETHERSPEAK ALSO MAKES NO REPRESENTATIONS OR WARRANTIES THAT YOUR ACCESS TO AND USE OF THE SERVICES AND ACCOUNTS (1) WILL BE UNINTERRUPTED OR ERROR FREE; (2) IS FREE OF VIRUSES, UNAUTHORIZED CODE, OR OTHER HARMFUL COMPONENTS; (3) IS SECURE; OR (4) WILL MEET YOUR SATISFACTION. YOU ARE RESPONSIBLE FOR TAKING ALL PRECAUTIONS YOU BELIEVE NECESSARY OR ADVISABLE TO PROTECT YOU AGAINST ANY CLAIM, DAMAGE, LOSS OR HAZARD THAT MAY ARISE BY VIRTUE OF YOUR USE OF SERVICES AND ACCOUNT. IN NO EVENT SHALL ETHERSPEAK. ITS AFFILIATES AND THEIR RESPECTIVE MEMBERS, MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES, STOCKHOLDERS, AGENTS AND ANY UNDERLYING CARRIER BE LIABLE FOR INJURIES TO PERSONS OR PROPERTY ARISING FROM USE OF THE SERVICES, OR ANY EQUIPMENT USED IN CONNECTION WITH THE SERVICES. IF ETHERSPEAK SHOULD HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY LOSS, HARM OR DAMAGE, YOU AND ETHERSPEAK AGREE THAT IN NO EVENT SHALL ETHERSPEAK'S LIABILITY TO YOU FOR ANY REASON EXCEED OUR SERVICE CHARGES DURING THE AFFECTED PERIOD GIVING RISE TO SUCH LIABILITY. YOU AND ETHERSPEAK AGREE THAT THIS SECTION OF TERMS & CONDITIONS, "LIMITATION OF LIABILITY", IS AN AGREED ALLOCATION OF RISK BETWEEN YOU AND ETHERSPEAK. YOU ACKNOWLEDGE THAT, ABSENT YOUR ACCEPTANCE TO THIS LIMITATION OF LIABILITY, ETHERSPEAK WOULD NOT PROVIDE THE SERVICES OR ACCOUNTS TO YOU. THIS LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND SHALL SURVIVE TERMINATION OF YOUR SERVICES AND ACCOUNT. 14. INDEMNITY. YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS ETHERSPEAK, ITS AFFILIATES, AND THEIR RESPECTIVE MEMBERS, MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES, STOCKHOLDERS, AGENTS AND ANY UNDERLYING CARRIER, HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, EXPENSES OR DAMAGES (INCLUDING ATTORNEYS' FEES), WHETHER KNOWN OR UNKNOWN, ARISING FROM, INCURRED AS A RESULT OF, OR IN ANY MANNER RELATED TO (A) YOUR USE OF THE SERVICES, (B) ANY OTHER PERSON'S USE OF THE SERVICES REGARDLESS OF WHETHER SUCH USE IS AUTHORIZED BY YOU, OR (C) YOUR PROMISES OR STATEMENTS MADE IN THESE TERMS & CONDITIONS. YOU HEREBY AGREE TO WAIVE ALL LAWS THAT MAY LIMIT THE EFFECTIVENESS OF THE FOREGOING RELEASES. NOTWITHSTANDING THE FOREGOING, YOU SHALL NOT BE LIABLE FOR CLAIMS, EXPENSES OR DAMAGES ARISING FROM THE INTENTIONAL OR GROSSLY NEGLIGENT ACTS OF ETHERSPEAK OR ITS EMPLOYEES, AGENTS, CONTRACTORS OR REPRESENTATIVES. THIS INDEMNIFICATION SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND SHALL SURVIVE TERMINATION OF YOUR SERVICES AND ACCOUNT. 15. Force Majeure. Either party shall be excused from any delay or failure in performance hereunder, other than the payment of moneys, caused by reason of occurrence or contingency beyond its reasonable control, including without limitation, acts of God, earthquake, fire, flooding, riots, terrorism, war or government requirements. 16. Privacy. Etherspeak's Privacy Policy is set forth on the Site (www.ietherspeak.com). In addition, you authorize our monitoring and recording of your calls to us concerning your account or the services and you consent to our contacting you from time to time by means of your etherspeak voicemail box. 17. Cooperation With Government Authorities. If necessary and in accordance with applicable law, Etherspeak will cooperate with local, state, federal, international and/or worldwide government authorities to protect the services, accounts, customers, Etherspeak, its affiliates and their respective members, managers, directors, officers, employees, stockholders and agents and operational providers, from the unauthorized use of the services and accounts. 18. Notices. Except as otherwise provided in these Terms & Conditions, notices and other communications shall be emailed to you or mailed by first-class mail, postage pre-paid at the addresses as kept in our files or at such other address as you shall have furnished to us in writing or by email. 19. Governing Law. These Terms & Conditions t shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia. 20. Governing Laws and Law Suits. These Terms & Conditions are governed by the laws of the Commonwealth of Virginia, exclusive of its choice of law principles, and the laws of the United States of America, as applicable. They shall not be governed by the United Nations Convention on the International Sale of Goods. Exclusive venue for all disputes shall be in the Commonwealth or federal courts in Prince William County, Virginia. You waive all objections to this venue and agree not to dispute personal jurisdiction or venue in these courts. You agree that you will not bring or participate in any class action lawsuit against Etherspeak or any of its employees or affiliates. Each of us agrees that we will not bring a claim more than two years after the time that the claim accrued. 21. General Information. If any part of these Terms & Conditions are held invalid or unenforceable, that portion shall be construed to reflect the parties' original intent, and the remaining portions shall remain in full force and effect. This constitutes the entire Terms & Conditions between Etherspeak and you with respect to your use of Etherspeak’s services and your account, and it supersedes all prior versions. The failure of Etherspeak to exercise or enforce provision of these Terms & Conditions shall not constitute a waiver of such right or provision.