Business Phone Specialists, Inc.

966 E Lincoln Road Suite F, Idaho Falls, ID 83401

208-523-0006 V 208-523-0009 F

New Customer Set Up Form

Customer Information

Business Name or entity:

Address:

City, State, Zip:

Billing Address if different:

Contact:

Phone:

Alternative Phone/Cell:

Terms and Conditions

  1. Agreement Governs: Business Phone Specialists, Inc., (hereinafter “the Company”), and Customer agree that the terms and conditions of this Agreement will govern the Customer’s order of the products (referred to as Product) & services described on front & shall be effective upon acceptance by the Company. These terms and conditions will also apply to any subsequent orders, oral or written, accepted by Company, which terms may be subject to modification by Company upon notification to Customer.
  2. Title and Risk of Loss: Title to the Product shall pass to Customer upon full payment by Customer, or Customer’s designated leasing or financing Company, to the Company of the purchase price and all applicable taxes. Risk of loss for the Product shall pass upon delivery to the Customer’s premises.
  3. Limited Warranty: The Company warrants to Customer that the Product will be of merchantable quality and free from defects in workmanship and materials for a period of twelve (12) months from the date of delivery of Products to Customer’s premises unless otherwise noted on previous page. The terms of this warranty also extend to any in building wire or wiring which the Company installs. All Products and components are new unless otherwise specified as refurbished under the Product Description of the Agreement. If Customer notifies the Company of a defect within the warranty period, the Company, at its option, shall repair or replace the defective equipment. If the Company determines that the Product cannot be repaired or replaced the Company will refund the Product purchase price and related installation charges. The Company’s obligations under this limited warranty are contingent upon Customer’s full payment of the Product purchase price. Under this Agreement, the Company will provide warranty service only between 8:00 a.m. and 5:00 p.m. Monday through Friday, excluding the Company’s holidays. The Company will begin warranty service for major failures (i.e. failures that the Company determines materially affect the operation of the Customer’s telecommunication system) within four hours of notification. The Company will begin warranty service for minor service problems as soon as possible after of notification. Normally all work will be performed only during business hours unless extra billable work is authorized. The Company will not provide, without additional charge, any warranty service or parts in cases involving damage, malfunction or failures not covered by this limited warranty as outlined below. If the Customer requests that warranty service be provided outside of normal hours, such service will be invoiced to the Customer on a “time and materials” basis. Parts returned or removed during service become the property of the Company. Replacement parts may be new, remanufactured, or refurbished, at the option of the Company. The Customer shall permit the Company reasonable access to the Customer’s premises and Products for warranty service. The Customer shall also permit the Company to inspect the Products under normal operating conditions. The Company’s obligation under this limited warranty outlined here is the Customer’s exclusive remedy. Any claim must be made during warranty period or any period covered under an optional post warranty maintenance or support plan from Company, for claim to be covered, otherwise the Company reserves the right to bill normal time and material rates.

5. Disclaimer of Warranties: Except as specifically set forth above, the Company makes no warranties, express or implied, and specifically disclaims any warranties of merchantability or fitness for a particular purpose. The limited warranties provided above do not cover damages, defects, malfunctions or Product failures caused in whole or in part by any of the following:

  1. Failure to follow the Company’s and /or the manufacturer’s installation, operation or maintenance instructions;
  2. Unauthorized modification or alteration of the Product or the movement of the Product other than by an authorized agent of the Company;
  3. Misuse, abuse or negligent acts of persons other than the authorized agents of the Company; or
  4. The acts of third parties and acts of God (such as flooding, power surges, lightening, phreaking, etc.).
  5. Unauthorized use of common carrier communication services accessed through the Products of the Company (like toll fraud), including hacking.
  6. Common carrier facility problems or outages.
  7. Any additions to the system, moves of equipment, or other changes to system may be billable to Customer.
  1. Limitation of Liability: The liability of the Company for any claims, losses, damages or expenses, regardless of the form of the action—whether in contract, tort or otherwise—shall never exceed either the lower of the price the Customer paid for the Product to the Company, or Company’s price of the repair or Company’s replacement cost of the Product that directly gives rise to the claim. In no event shall the Company be liable for any incidental, special, reliance, consequential loss or damage arising out of this Agreement. This limitation of liability specifically includes but is not limited to, lost profits or lost revenues. Regardless of the form of claim, demand, action or suit, neither party shall be liable to the other or to any third party claiming through a party, for indirect, special, reliance, incidental or consequential loss or damage, including but not limited to lost profits or opportunities, lost revenues, and losses arising out of unauthorized use (or charges for such use) of common carrier telecommunications services, facilities and equipment (“toll fraud”, hacking, etc.), arising out of or resulting from performance or non-performance of a party under this Agreement. Any and all Customer claims must be made within 30 days of incident or Customer agrees to forever waive their right to any claim. THIS PARAGRAPH SHALL SURVIVE FAILURE OF AN EXCLUSIVE REMEDY.
  2. Payment: The Customer agrees to pay in full all amounts due under this Agreement when invoiced. Payments are due as noted under terms. Recurring charges will be billed in advance on a monthly or quarterly basis. One-time charges will be billed as incurred. Restrictive endorsements or other Customer statements on checks or drafts accepted by the Company shall have no effect. The Company may invoice the Customer for late payment charges for payments not received when due. Late payment charges will be computed at the rate of 1 ½ percent (1 ½%) of the overdue amount per month or the maximum lawful amount, whichever is less. The Customer will also be liable for all costs to collect any past-due amount, including any collection agency or attorney’s fees.
  3. Taxes: The Customer agrees to pay all applicable taxes imposed on any service or Product provided by the Company, as well as any permit fees if applicable.
  4. Cancellation Charge: If all or a portion of this Agreement or any subsequent order is canceled by the Customer prior to a scheduled installation date (or prior to the date of delivery for Customer installed Products), Customer agrees to pay any shipping charges plus a cancellation charge equal to 20 percent (20%) of the canceled Products total purchase price. Licenses and software are not returnable once they are ordered and Customer agrees to pay company list price of any ordered regardless of cancellation.
  5. Privacy, HIPPA or other Notifications: Customer releases Company and it’s employees from any and all liability and responsibility while Company’s employees are on Customer’s location and Customer agrees to provide any training on any privacy, HIPPA, or other regulations while on the Customer’s site that Company employees are required to follow while working at Customer’s location. Company and Company’s employees will not disclose protected health or other private information that might be seen or heard. In the event Company is asked to implement solutions that incorporate e-mail for the transmitting of voice mail, or for other features, Customer is hereby notified this process may expose protected information and well as other data if Customer does not enact additional safeguards. Customer agrees that Company exercises no control whatsoever over the content of the information passing over the Internet and Company specifically denies any responsibility for privacy of such information.
  6. Fore Majeure: The Company shall have no liability for damages due to: fire, explosion, power failure, strikes or other labor disputes, water, acts of God, or the engagement by the United States in hostilities, civil disturbances, acts of civil or military authorities, inability to secure raw materials or transportation facilities, fuel or energy shortages, acts or omissions of communications carriers, or unauthorized use (or charges for such use) of common carrier telecommunications services.
  7. Choice of Law: The construction, interpretation and performance of this Agreement shall be governed by the local laws of Bonneville County in the State of Idaho.
  8. Assignment/Subcontracting: This agreement is not assignable by Customer without the Company’s prior written consent, which consent shall not be unreasonably withheld. The Company may assign its rights and delegate its duties under this agreement. If the Company subcontracts any work, the Company shall retain responsibility for such work.
  9. Computers, Customer Network, and Internet. Company may, with Customer’s notification, install all or part of the phone equipment on Customer’s computer network. Customer hereby waives all claims to any and all forms of damages to Company in regards to this action. Consulting, diagnosing or programming done by Company in regards to Customer’s computer hardware, network, or set up, may be billed additionally. Customer grants Company or its assignees, permission, at Company’s sole discretion, to remotely access Customer’s phone system or programming software installed on a computer at Customers location for the purpose of diagnosing, repairing, upgrading, or other services and Customer agrees to hold Company completely harmless of any liability if such access is exercised by Company. Company reserves the right to bill for any of these services. Additionally, some phone system features such as voice mail messages to e-mail may be transmitted across the Internet using 3rd party services and providers, and Customer specifically authorizes Company to set up 3rd party services for said features and agree to said providers’ terms and conditions on Customer behalf. Customer specifically releases Company from all liability for provider network and other failures, and releases Company from all liability of all types when using said features and services. Neither Company nor its vendors will be liable for unauthorized access to Customers equipment or for unauthorized access to or alteration, destruction, or theft of Customer’s data files or information through accident, fraudulent means or devices, or other methods, regardless of whether such damage occurs as a result of Company’s or its vendors negligence.
  10. Entire Agreement: THIS AGREEMENT, INCLUDING ANY MAINTENANCE AGREEMENT ADDENDUM, IS THE ENTIRE AGREEMENT BETWEEN THE PARTIES WITH REPSECT TO THE PRODUCTS AND SERVICES PROVIDED HEREUNDER AND SUPERSEDES ALL PRIOR AGREEMENTS, PROPOSALS OR UNDERSTANDINGS, WHETHER WRITTEN OR ORAL.

Accepted by ______

Title______

Date ______

Please sign and return with a current W-9 via fax 208-523-0009 or email

Thank you!