HomeMy WebLinkAbout2.City of Auburn_SIP services contract_Final.pdfAltigen, Inc. – CONFIDENTIAL 1
ALTIGEN CUSTOMER AGREEMENT
FOR SIP SERVICES
This Customer Agreement for SIP Services (“Agreement”), entered into and effective as of the date of the last signature below (the
“Effective Date”), is made by and between Altigen Communications, Inc., a Delaware corporation (“Altigen”) located at 670 N
McCarthy Blvd, Suite 200, Milpitas, CA 95035 and City of Auburn Washington
(“Customer”), located at 25 West Main Street, Auburn, WA 98001 and governs the use by
Customer of the SIP Services identified in this Agreement and in the Altigen SIP Trunk Terms of Service.
1. SIP SERVICES
1.1. Outbound Service. Altigen will provide call termination services to deliver voice traffic from Customer’s originating
equipment to Customer’s network to connect the Customer Interconnection Point to the owner of the dialed number.
1.2. Local Traffic. Outbound Service includes the termination of calls which originates and terminates in the same local
calling area based on the “calling number” and the “called number”.
1.3. Long Distance Traffic. Outbound Service includes the termination in the United States and Canada of (i) intraLATA
calls, which originate and terminate in different local calling areas within the same LATA; and (ii) interLATA calls, which
originate in one LATA and terminate in another LATA.
1.4. Inbound Service. Altigen will provide origination of domestic voice traffic for direct inward dialing (“DID”) calls with
termination to the Customer interconnection.
1.5. Emergency Service (911). Altigen does not offer traditional 911 or e911 service but does provide a 911-type service
which can be found in the published Terms of Service.
1.6. Toll Free Service. Altigen will provide origination of domestic voice traffic for toll free calls with termination to
Customer’s interconnection.
1.7. Direct Inward Dial (DID) and Toll Free Numbers. Altigen provides DID and Toll Free numbers which can assigned to
users or applications (like auto attendants) to receive calls from the public switched telep hone network (PSTN).
1.8. Number Port. Altigen works with partner carriers who, on our behalf, port DID and Toll Free phone numbers in
accordance with applicable Regulatory Rules and Industry Guidelines.
2. SERVICE ORDERING AND PAYMENTS
2.1 Ordering of Services. Service Orders for access to the SIP Services shall be submitted by Purchase Order or on the Altigen
online system. Altigen reserves the right to reject any Service Orders that do not comply with this Agreement. Customer waives any
terms and conditions set forth in any previous Customer document that may have been accepted by Altigen.
2.2 Payment. Customer must provide valid bank or credit card information from a financial institution acceptable to Altigen.
Customer authorizes Altigen to verify Customer’s bank or credit card information (including any updated information), to obtain
credit authorizations from Customer’s bank or credit card issuer, and to debit Customer’s bank account or credit card for any sums
payable by Customer to Altigen for amounts owed under this Agreement. Customer agrees to provide Altigen with accurate billing
information and with truthful, accurate, and complete contact information, including the name to be billed to, company name,
street address, e-mail address, and telephone number, and to update this information within thirty (30) days of any change to it.
If the contact information provided by Customer is false or fraudulent, Altigen reserves the right to suspend and/or terminat e
Customer access to the SIP Services immediately.
2.3 Fees. Altigen shall charge Customer for the SIP Services through the bank or credit card information provided to Altigen
pursuant to an accepted Service Order (the “Fees”) following the scheduling of the activation of SIP Services for Customer, or within
90 days of the effective date of this Agreement, whichever occurs first. Costs of currency conversion, outside collection and related
bank charges shall be paid by Customer. Fees for this Agreement are set forth in the Statement of Work attached to this Agreement
for the terms stated in Paragraph 3.1 of this agreement. Altigen reserves the right to change the recurring fees listed in the
attached Statement of Work, applicable charges, and usage policies and to institute new charges at any time with such charges to
be effective thirty (30) days advance notice to Customer, provided that such charges shall not affect contracted SIP Services until
the renewal date. The nonrecurring fees listed in the Statement of Work shall remain in effect for the term s stated in Paragraph
3.1 of this Agreement, unless otherwise agreed to by the parties.
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Altigen, Inc. – CONFIDENTIAL 2
2.4 Delinquent Fees. Customer’s account will be considered delinquent if Customer’s account remains unpaid thirty (30)
days following the invoice due date; provided however, that Customer’s account shall not be considered delinquent with respec t
to any disputed unpaid Fees, subject to Customer notifying Altigen in writing no later than ten (10) days after receipt of the invoice
on which the billing error first appeared specifying the Fees which are in dispute. Upon notification Altigen shall, within t en (10)
days, provide an adjustment or credit for any such Fees which have been incorrectly billed. Delinquent Fees are subject to interest
of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is less, plus all expenses of collection.
Notwithstanding the foregoing, Customer’s access to the Service may be suspended if Customer’s account is delinquent with
respect to any unpaid undisputed Fees. Altigen reserves the right to impose a reconnection fee in the event Customer is suspended
and thereafter requests access to the Service. Any account which is suspended for more than thirty (30) days will be terminated
by Altigen at its sole discretion without any obligation to maintain any Customer data.
2.5 Taxes. Prices for the SIP Services do not include any customs duties, sales, use, value added, excise, federal, state,
local, public utility, universal service or other similar taxes. All such taxes (computed automatically by Altigen and inserted in a
line-item fashion on Customer’s bill) shall be and paid by Customer and will be added to any amounts otherwise charged for
service to Customer unless Customer provides Altigen with an appropriate exemption certificate.
3. TERM AND TERMINATION
3.1 Term. The term of this Agreement shall be three (3) years from the Effective Date (“Initial Term”), and shall
automatically renew thereafter for successive one-year terms (each, a “Renewal Term”), unless either party provides the other
party with written notice of its intention not to renew at least sixty (60) days prior to the conclusion of the Initial Term or any
Renewal Term (collectively, the “Term”) and fulfills its obligations under this Agreement through the conclusion of the Term.
3.2 Termination. Each party has the right to immediately terminate this Agreement without liability if the other party:
(i) fails to cure a material breach of this Agreement within thirty (30) days of receipt of written notification of such claimed breach
(Customer’s failure to comply with any of the obligations set forth in Section 2 or Section 4 will constitute a material breach of this
Agreement); or, (ii) files for bankruptcy or voluntary reorganization, ceases to do business in the ordinary course, or under goes a
liquidation or dissolution.
3.3 Effect of Termination. A party terminating this Agreement pursuant to the terms hereof shall not be liable for any
penalty, loss or damage for such termination, except that neither party shall be relieved from payment of any amount owed to the
other party under this Agreement accruing on or prior to termination of this Agreement. Upon termination of this Agreement,
Customer shall not be authorized to use the SIP Services or to have access to Altigen Support Services. Except for those rights and
obligation which by their nature survive termination or expiration, all rights and licenses shall immediately cease and terminate.
3.4 SIP Trunk Terms of Service. The SIP Trunk Terms of Service is published on Altigen’s website at
www.altigen.com/siptos.
By executing this Agreement, Customer expressly acknowledges that it has read, understands and agrees to be bound by all term s
in this Agreement and the SIP Trunk Terms of Service published on Altigen’s website.
IN WITNESS WHEREOF, the parties agree as attested by the signatures of their duly authorized representatives:
Customer Altigen Communications, Inc.
(Signed) (Signed)
(Name) (Name)
(Title) (Title)
(Date) (Date)
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Nancy Backus
Mayor
6/26/2020
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