Voice Supplemental Terms and Conditions

These Voice Supplemental Terms and Conditions (“Voice Supplement”) are made under and form a part of Customer’s Agreement with Sinch. This Voice Supplement governs Sinch’s provision and Customer’s receipt of the Voice Services (defined below). The definitions in the Agreement apply to any term not defined in this Voice Supplement.

1. Definitions

1. 1 “Prohibited Traffic” means any voice traffic that may be construed by any regulatory authority or governing body (including the Federal Trade Commission or Federal Communications Commission) to violate any law, rule or regulation and “includes, but is not limited to, “robo generated calls,” “blaster” calls, calls initiated by automated dialing equipment designed to play a pre-recorded message that does not comply with any legal requirements, and sequential number dialing for purposes of obtaining certain information.

1. 2 “Numbers” means any set of numbers or letters used as a unique identifier to originate or terminate calls or messaging service, assigned to Customer under the Agreement. This could include local telephone numbers, 10DLC, toll free, short code and alphanumeric.

1. 3 “Voice Services” means any service provided by Sinch involving the use of Numbers to receive or send voice calls, including without limitation, the following services: numbering, inbound calling, outbound termination, 8XX (inbound toll free calling), 8YY (outbound toll free calling), emergency calling services, voice platform, elastic SIP trunking, direct routing, voice API/programmable voice, fax API and operator connect.

2. Customer’s Use of Voice Services

2. 1 Acceptable Use Policy. The Acceptable Use Policy posted at https://sinch.com/legal/policies-statements/sinch-voice-policies-statements/acceptable-use-policy/ applies to Customer’s use of the Voice Services.

2. 2 Fraudulent Usage. Customer is responsible for protecting against fraudulent usage of the Service, including implementing systems and procedures to monitor, detect, and prevent fraud. Notwithstanding any provision to the contrary, Customer will be liable for any charges for the use of a Voice Service resulting from fraudulent usage or other unauthorized calling, regardless of whether Sinch could have detected the fraudulent usage or unauthorized calling.

2. 3 Prohibited Traffic. Under no circumstances will Customer send any Prohibited Traffic under its Agreement with Sinch. Sinch may in its sole discretion temporarily block Prohibited Traffic, duplicate or repeated numbers dialed in succession, or abnormally short duration calls, where Sinch considers the calls or attempted calls to be potentially harmful to the Sinch Network. Sinch shall have no liability for damages of any type to Customer for actions taken under this clause to protect the integrity of the Sinch Network.

2. 4 Tracebacks. Customer understands and acknowledges that if Sinch receives a request for information about traffic sent to Sinch, or other utilized underlying networks, which is reasonably believed to be Prohibited Traffic from an entity authorized to perform “tracebacks,” including the Industry Traceback Group (“ITG”) in the United States, Sinch will promptly respond to the authorized traceback request.  Sinch’s response will, among other things, indicate if Sinch is in the call path as the originating provider of the calls (i.e., Sinch received the calls from Customer’s end user) or (ii) an intermediate provider (i.e., Sinch received the calls from another voice provider). Customer understands and acknowledges that Sinch will provide all requested information to the traceback administrator without requiring a subpoena or similar legal process. Customer will (i) cooperate with the ITG or other entity authorized to perform tracebacks, (ii) respond promptly to requests for traceback information received from the ITG or other entities authorized to perform tracebacks, and in any event, within 24 hours for calls where Sinch is the US point of entry; (iii) conform to policies and procedures or ITG and other entities authorized to perform tracebacks; and (iv) respond to “Do Not Originate” or “Trace Forward” requests made by the ITG or other entities authorized to perform tracebacks.

2. 5 Disclosure of CPNI and Contact Information. The Parties acknowledge and agree that as between Sinch and Customer, Sinch will not have information related to the identity of the end users using any Numbers. If Sinch receives complaints or information requests from governmental agencies or third parties regarding Numbers or Customer’s use of the Voice Services, Customer acknowledges and agrees that Sinch can reveal Customer’s contact information, which may include Customer Proprietary Network Information (as defined by the Federal Communications Commission in the U.S.) so as to allow the complaining party to directly contact Customer to resolve any such matters.

2. 6 Tariffs. With respect to regulated voice services provided in the United States, nothing modifies any Sinch tariff in any manner, which tariffs are incorporated herein to the extent required or permitted by law.

2. 7 Minimum Fee. For Voice Services provided in the United States, unless otherwise agreed by the Parties in an Order Form, each month, Customer will pay Sinch the greater of (i) Customer’s actual charges for Services in such month or (ii) $1,000.

3. Indemnity. Customer will indemnify, defend and hold Sinch harmless against any and all claims against Sinch by any third party in connection with the Services, including but not limited to: (i) Customer’s use of any Services or related products, data and documentation provided to Customer hereunder, including where the same results in an alleged violation of any law, regulation or AUP; (ii) Customer Content; and (iii) Customer’s connection of any Sinch product or service to any third party service or network, including without limitation, damages resulting from unauthorized use of, or access to, the Sinch Network. Customer will indemnify Sinch from any damages, fines, penalties, reasonable attorneys’ fees, losses, expenses and costs incurred by any Sinch Indemnitee with respect to these claims, including any claim Sinch makes to enforce Customer’s obligations hereunder.