Phonewire, Inc. (“Phonewire”) hereby agrees to provide various Telecommunications Services to Client pursuant to the Terms and Conditions set forth herein and in the Service Agreement.

TERM

This agreement shall be for a term of 1 year and shall automatically renew unless 30 days prior written notice has been given to the other party; however, if either party is in material default of this agreement, the other party may cancel this agreement pursuant to the terms below.

FIRST 30 DAYS

During the first 30-Days of service, services are cancelable by either party at any time.

PAYMENT

Regular service shall initiate on the date set forth in the Service Agreement.

On or before the first of the month immediately following Initiation Date, and on or before the first of every month thereafter, Client shall pay to Phonewire the Monthly Charge.

In addition to the Monthly Charge, Variable Charges may be assessed pursuant to the Service Agreement.

All payments must be received by Phonewire no later than 30 days after Due Date. The Due Date for the Monthly Charge is the first of the month for which service is provided. The Due Date for the Variable Charges is the first of the month immediately following the month for which service is provided.

Client shall, at all times, maintain a valid Credit Card(s) on file with Phonewire. Client hereby authorizes Phonewire to debit Client’s Credit Card(s) to satisfy any and all amounts due Phonewire.

In the event Phonewire does not receive full payment within 45 days of Due Date, Client will be considered to be in Material Default of this Agreement and Phonewire shall have the right to immediately terminate service without waiving the right to collect any and all amounts then due plus all Late Fees that may accrue thereafter.

LATE CHARGES

Any payment(s) not received within 30 days of the Due Date, and every 30 days thereafter, are subject to a Monthly Late Charge equal to $10 or 10% of the amount then due, whichever is greater.

LIABILITY

Phonewire makes no representations or warranties, express or implied, of any kind to Client or third party regarding Phonewire’s services. Phonewire shall use reasonable efforts to provide the agreed upon services however, in no event, shall Phonewire be liable to Client, or any third party, for any claims for loss or damages as a result of any action or inaction by Phonewire.

MISCELLANEOUS

Any telephone number assigned to Client by Phonewire shall remain the property of Phonewire.

These Terms and Conditions and the Service Agreement set forth the entire Agreement between the parties. This Agreement shall be binding upon all successors and assigns of the parties hereto.

JURISDICTION

The laws and jurisdiction of the state of Missouri shall govern any and all matters of dispute between Phonewire and Client.