These Master Terms of Service (the “Agreement”) constitute a legally binding agreement between Nex Gen Telecom Inc. (“Nex Gen Telecom Inc.,” “Nex Gen Telecom,” “Company,” “we,” “our,” or “us”) and the individual or entity identified on an order, quote, proposal, invoice, account, service activation, or other transaction record (“Customer,” “you,” or “your”). This Agreement governs all Services and Equipment provided by or through Nex Gen Telecom unless a separate written agreement signed by an authorized representative of Nex Gen Telecom expressly states that it supersedes this Agreement.

1.2 Methods of Acceptance.

Customer accepts and agrees to this Agreement by placing or approving an order; signing or electronically accepting a quote or proposal; activating or using a Service; paying an invoice; accessing a customer portal; using Company-provided Equipment; authorizing an electronic payment; or continuing to use a Service after notice of an amendment. Each invoice may incorporate this Agreement by reference through the Terms of Service web address.

1.3 Authority.

A person accepting this Agreement for a corporation, limited liability company, partnership, governmental body, nonprofit organization, association, or other entity represents and warrants that the person has authority to bind that entity. Customer is responsible for the acts and omissions of its Authorized Users.

1.4 Business Use.

The Services are intended primarily for business and organizational use. Any Service approved for residential use remains subject to all applicable provisions of this Agreement and any consumer rights that cannot lawfully be waived.

1.5 Order of Precedence.

If documents conflict, the following order controls unless a document expressly states otherwise: (a) a written amendment signed by both parties; (b) the applicable Service Order; (c) a service-specific addendum; (d) this Agreement; and (e) published policies and service descriptions. An invoice controls only as to the specific charges, billing period, and due date shown on that invoice.

1.6 No Reliance on Oral Statements.

Customer may not rely on oral statements that modify this Agreement. Any waiver or modification must be in writing and made by an authorized representative of Nex Gen Telecom, except for changes made under Section 30.

2. Definitions

2.1 Account.

“Account” means the billing, service, support, and administrative account maintained for Customer.

2.2 Authorized User.

“Authorized User” means any employee, contractor, officer, owner, agent, volunteer, guest, family member, or other person whom Customer permits to access or use a Service, Equipment, account credential, telephone number, application, or portal.

2.3 Company Equipment.

“Company Equipment” means Equipment owned, leased, licensed, loaned, or otherwise supplied by Nex Gen Telecom and not sold to Customer.

2.4 Customer Equipment.

“Customer Equipment” means equipment, software, networks, Internet connections, computers, servers, firewalls, switches, routers, mobile devices, cabling, power systems, and other items not owned or controlled by Nex Gen Telecom.

2.5 Equipment.

“Equipment” includes IP phones, cordless handsets and bases, conference phones, headsets, analog telephone adapters, fax adapters, gateways, routers, switches, firewalls, servers, power supplies, accessories, and other hardware used with the Services.

2.6 Messaging Services.

“Messaging Services” means SMS, MMS, toll-free messaging, local-number messaging, application-to-person messaging, person-to-person messaging facilitated through a business platform, and 10-digit long code (“10DLC”) messaging.

2.7 Service Order.

“Service Order” means a quote, proposal, order form, statement of work, online order, email authorization, invoice-supported order, or other record describing Services, Equipment, prices, locations, quantities, or a service term.

2.8 Services.

“Services” means all products and services provided by or through Nex Gen Telecom, including Hosted Voice, Hosted PBX, SIP trunking, unified communications, virtual fax, Messaging Services, telephone numbers, number porting, call recording, transcription, AI-enabled features, cloud services, managed services, installation, consulting, support, professional services, and future offerings.

2.9 Third-Party Provider.

“Third-Party Provider” means any carrier, underlying provider, aggregator, registrar, cloud platform, software provider, payment processor, Internet service provider, equipment manufacturer, or other third party used to provide or support the Services.

2.10 Usage Charges.

“Usage Charges” means charges based on minutes, messages, destinations, toll-free usage, international calls, directory assistance, conference usage, storage, transcription, artificial-intelligence processing, carrier surcharges, or other measured use.

2.11 Website.

“Website” means https://www.nexgentelecom.net and any successor website or customer portal operated by Nex Gen Telecom.

3. Services

3.1 Scope.

Nex Gen Telecom provides business communications, cloud-based communications, managed technology, messaging, installation, consulting, and related products and services. Only Services identified in a Service Order, invoice, or activation record are included in Customer’s subscription.

3.2 Service Availability.

Services are subject to technical feasibility, carrier availability, number availability, regulatory requirements, geographic limitations, Customer Equipment, broadband quality, and other conditions. Nex Gen Telecom may reject an order or decline to activate a Service when reasonably necessary for legal, technical, credit, fraud-prevention, or operational reasons.

3.3 Changes to Services.

Nex Gen Telecom may maintain, update, replace, or modify features, platforms, carriers, routing, software, Equipment, or configurations. Nex Gen Telecom will use commercially reasonable efforts not to materially reduce the core functionality of a paid Service during an applicable committed term, except when required by law, a carrier, a Third-Party Provider, security concerns, or technical necessity.

3.4 Beta and Preview Features.

Beta, trial, preview, pilot, or evaluation features are provided “AS IS,” may be changed or discontinued at any time, and may not be suitable for production or emergency use.

3.5 Professional Services.

Installation, configuration, consulting, custom programming, cabling, training, migration, or other professional services are limited to the scope stated in the applicable Service Order. Work outside that scope may be billed at then-current rates.

3.6 Third-Party Components.

Some Services depend on Third-Party Providers. Customer acknowledges that third-party terms, acceptable-use policies, carrier rules, maintenance, filtering, and outages may affect the Services. Nex Gen Telecom may pass through reasonable third-party requirements applicable to Customer’s use.

3.7 No Exclusive Remedy or Service Level.

Unless a Service Order expressly includes a service-level agreement or service credit, no service level, uptime percentage, response time, or exclusive remedy is promised.

4. Customer Responsibilities

4.1 Accurate Information.

Customer must provide accurate, complete, and current account, billing, tax, emergency-location, number-porting, identity, ownership, campaign, and regulatory information. Customer must promptly update information that changes.

4.2 Authorized Users.

Customer is responsible for use of the Services by all Authorized Users and by any person who gains access through Customer’s credentials, Equipment, network, or premises, except to the extent caused solely by Nex Gen Telecom’s gross negligence or willful misconduct.

4.3 Customer Systems.

Customer is responsible for suitable broadband, local area networking, electrical power, surge protection, backup power, cabling, firewalling, Wi-Fi coverage, Customer Equipment, and environmental conditions unless a Service Order expressly assigns a particular responsibility to Nex Gen Telecom.

4.4 Cooperation.

Customer must reasonably cooperate with installation, support, fraud investigation, 911-location validation, number porting, Messaging Services registration, tax verification, and regulatory compliance. Customer must provide timely access to personnel, premises, systems, and records when reasonably necessary.

4.5 Compliance with Law.

Customer and its Authorized Users must comply with all applicable federal, state, local, and foreign laws; regulatory requirements; carrier rules; industry standards; and published Nex Gen Telecom policies.

4.6 Notices to Users.

Customer must provide all disclosures, notices, policies, and consents required for its users, callers, message recipients, recorded calls, monitored communications, emergency calling, and use of AI-enabled features.

4.7 Safeguarding Credentials.

Customer must use strong, unique passwords; protect administrative credentials; enable multi-factor authentication where available; restrict privileges; promptly remove access for departed personnel; and immediately report suspected compromise.

4.8 Prohibited Resale.

Customer may not resell, sublicense, share, or commercially exploit the Services unless Nex Gen Telecom expressly authorizes resale in writing.

4.9 Mitigation of Harm.

Customer must take reasonable steps to limit loss after learning of fraud, compromise, misuse, outage, or incorrect configuration. Failure to provide timely notice may increase Customer’s responsibility for resulting Usage Charges or losses.

5. Orders and Service Activation

5.1 Service Orders.

A Service Order becomes binding when accepted by Customer and Nex Gen Telecom, when Nex Gen Telecom begins performance, or when the ordered Service is activated, whichever occurs first.

5.2 Credit and Verification.

Nex Gen Telecom may require identity verification, business documentation, a deposit, prepayment, a valid electronic payment method, credit review, fraud-prevention review, or regulatory information before activation or continued service.

5.3 Installation and Access.

Customer must provide safe and timely access to service locations, network rooms, demarcation points, Equipment, personnel, and information. Delays caused by Customer, a landlord, building management, another vendor, or unavailable facilities may delay activation and may result in additional charges.

5.4 Activation Date.

Billing begins on the activation date, billing start date stated in the Service Order, delivery date for a ready-to-use Service, or another date shown on the invoice. Partial months may be prorated unless the Service Order states otherwise.

5.5 Number Porting and Temporary Numbers.

Activation may occur before a requested number port is complete. Nex Gen Telecom may provide temporary numbers. Customer remains responsible for service with its former provider until the former service is properly terminated.

5.6 Acceptance Testing.

Customer must report material activation or installation defects within five business days after activation or completion. Nex Gen Telecom will have a reasonable opportunity to correct reported defects. Continued use constitutes acceptance, without waiving latent defects that could not reasonably have been discovered.

5.7 Changes and Cancellations.

Changes or cancellations requested after work begins may result in nonrefundable carrier charges, restocking fees, professional-service charges, number-porting costs, shipping costs, or other actual costs incurred.

6. Billing and Payment

6.1 Invoicing.

Recurring charges are generally billed monthly in advance. Usage Charges, pass-through charges, and one-time charges may be billed in arrears or when incurred. Invoices are delivered electronically to the email address on file and are deemed received when sent, subject to Section 29.

6.2 Due Date.

Unless an invoice states otherwise, all invoiced amounts are due on the first calendar day of the billing month. Customer must ensure that cleared funds are received through an approved payment method by the stated due date.

6.3 Approved Payment Methods.

Effective August 31, 2026, Nex Gen Telecom accepts payment by ACH bank transfer and approved credit or debit card. Paper checks are not accepted unless Nex Gen Telecom expressly authorizes a specific check in writing. A paper check received on or after the effective date may be returned to the sender uncashed.

6.4 When Payment Is Received.

Payment is considered received only when funds are successfully processed, settled, and not reversed through an approved payment method. Mailing or delivering a paper check or other unapproved payment method does not constitute payment and does not extend a due date.

6.5 Automatic Payment.

Customer may be required to maintain an approved payment method for automatic payment. Customer authorizes Nex Gen Telecom to submit charges in accordance with the applicable authorization form and this Agreement. Automatic payment does not relieve Customer of responsibility to review invoices and maintain sufficient funds and current payment information.

6.6 Credit Card Processing Fee.

A 2.9% processing fee applies to credit-card payments, except where prohibited by law or card-network rules. ACH payments are accepted without this processing fee. Nex Gen Telecom will not impose a credit-card surcharge on a debit or prepaid card where prohibited by law or applicable card-network rules.

6.7 Declined, Returned, or Reversed Payments.

Customer remains responsible for all amounts when an ACH or card transaction is declined, returned, rejected, reversed, charged back, or otherwise unpaid. Nex Gen Telecom may reattempt a transaction and may recover actual bank, processor, collection, or administrative costs permitted by law.

6.8 Billing Disputes.

Customer must provide written notice of a good-faith billing dispute within thirty days after the invoice date, identifying the disputed amount and the basis for the dispute. Notice may be sent to Accounting@NexGenTelecom.net or the billing address stated in Section 31. Undisputed amounts must be paid when due. Failure to dispute within thirty days waives the dispute to the fullest extent permitted by law.

6.9 No Setoff.

Customer may not withhold, offset, recoup, or deduct amounts owed based on a claim against Nex Gen Telecom unless required by law or agreed in writing.

6.10 Credits and Refunds.

Approved credits are first applied to outstanding or future charges. Upon final account closure, an undisputed credit balance may be refunded to the address or payment method on file within sixty days, after deduction of amounts owed and subject to payment-processor limitations.

7. ACH and Credit Card Authorization

7.1 Authorization Forms.

Customer must complete and return the applicable ACH Authorization Form or Credit Card Authorization Form and provide any supporting documentation reasonably requested to verify authority and prevent fraud.

7.2 Scope of Authorization.

Customer authorizes Nex Gen Telecom and its payment processors to initiate recurring and one-time transactions for monthly service charges, Usage Charges, taxes, surcharges, Equipment, shipping, installation, professional services, late fees, termination charges, and other amounts properly due under this Agreement.

7.3 Account Changes.

Customer must promptly notify Nex Gen Telecom of changes to bank accounts, card numbers, expiration dates, billing addresses, ownership, authorized contacts, or payment authority. Customer is responsible for consequences of outdated or inaccurate information.

7.4 Revocation.

Customer may revoke an automatic-payment authorization by written notice to Accounting@NexGenTelecom.net. Revocation becomes effective after a commercially reasonable processing period and does not cancel Services, waive amounts due, or alter termination requirements. Customer must provide another approved payment method before revocation becomes effective.

7.5 Verification and Reattempts.

Nex Gen Telecom may use account-verification transactions, tokenization, account updater services, and reasonable reattempts. Customer authorizes the sharing of necessary payment information with payment processors, banks, card networks, and fraud-prevention vendors, subject to applicable law.

7.6 Chargebacks and Unauthorized Claims.

Before initiating a chargeback or ACH return for a disputed charge, Customer must first use the billing-dispute procedure in Section 6. A chargeback does not cancel the underlying debt. Knowingly submitting a false unauthorized-payment claim is a material breach.

7.7 Security.

Nex Gen Telecom may retain payment tokens or masked account information rather than full card or bank credentials. Payment information is handled through Nex Gen Telecom or its processors using commercially reasonable safeguards, but no electronic system is guaranteed to be completely secure.

8. Late Payments

8.1 Flat Late Fee.

If payment has not been successfully received by 11:59 p.m. Eastern Time on the 10th calendar day of the month in which payment is due, Nex Gen Telecom will assess a flat late payment fee of Ten Dollars ($10.00) to the Account. If an invoice expressly provides a due date later than the 10th, the late fee will not be assessed before that later due date.

8.2 Frequency.

The $10 late fee may be assessed once per Account for each monthly billing cycle in which an unpaid balance remains after the applicable deadline. The late fee is not intended as interest and will not be compounded.

8.3 Unapproved Payment Methods.

A late fee may apply when a paper check or other unapproved payment method is submitted and cleared funds are not received through an approved payment method by the deadline. Returning a paper check uncashed does not waive the late fee or extend the due date.

8.4 Suspension and Collection.

Assessment of a late fee does not limit Nex Gen Telecom’s right to suspend or terminate Services, require a deposit or prepayment, revoke credit terms, recover collection costs, or exercise other remedies under this Agreement.

8.5 Legal Limits.

Late fees will be assessed only to the extent permitted by applicable law. If a court or agency determines that a lower amount is required, the fee will be reduced to the maximum lawful amount without invalidating the remaining Agreement.

9. Taxes and Regulatory Fees

9.1 Customer Responsibility.

Customer is responsible for all applicable federal, state, provincial, county, municipal, local, foreign, and other taxes, assessments, duties, fees, and surcharges arising from the purchase, provision, use, or payment of Services or Equipment, excluding taxes imposed on Nex Gen Telecom’s net income.

9.2 Regulatory and Pass-Through Charges.

Invoices may include federal and state universal-service assessments, 911 or E911 fees, telecommunications relay-service charges, state and local communications taxes, gross-receipts charges, carrier access charges, numbering fees, messaging-registration fees, and similar pass-through amounts. These amounts may change when governmental or third-party rates change.

9.3 Company-Imposed Recovery Fees.

Nex Gen Telecom may impose reasonable cost-recovery, administrative, compliance, network, or carrier-recovery fees. Unless expressly identified as a governmental tax or fee, such charges are Company-imposed charges and are not taxes. Current descriptions may be published on the Website or invoice.

9.4 Tax Exemption.

A Customer claiming exemption must provide a valid exemption certificate and other documentation before the exemption is applied. Exemption generally applies prospectively after Nex Gen Telecom verifies the documentation. Customer is responsible for taxes assessed because of incomplete, expired, or inaccurate exemption information.

9.5 Location Information.

Customer must provide accurate service, billing, usage, and emergency-location information used to calculate taxes and fees. Nex Gen Telecom may rely on the information Customer provides.

9.6 Changes.

Taxes and regulatory fees may change without advance notice when required or permitted by law, regulation, governmental authority, carrier, or administrator.

10. Equipment

10.1 Classification.

A Service Order or invoice will indicate whether Equipment is sold to Customer or remains Company Equipment. If the document is silent, Equipment provided without a separately stated purchase price is presumed to be Company Equipment.

10.2 Company Equipment.

Title to Company Equipment remains with Nex Gen Telecom or its lessor. Customer receives a limited right to use Company Equipment only with the Services and may not sell, pledge, move to another account, reprogram, factory-reset, reverse engineer, or materially alter it without written approval.

10.3 Sold Equipment.

Title to Equipment sold to Customer transfers after full payment, subject to any security interest permitted by law. Software, firmware, configuration files, credentials, and service-platform rights are licensed, not sold.

10.4 Care and Risk of Loss.

Customer must keep Equipment secure, dry, properly powered, ventilated, and protected from unauthorized access, abuse, theft, electrical events, and environmental hazards. Customer bears risk of loss or damage to Company Equipment while in Customer’s possession, ordinary wear and tear excepted.

10.5 Returns.

Unless a Service Order states otherwise, Company Equipment must be returned within fourteen days after termination, replacement, or Nex Gen Telecom’s written request. Customer must obtain return instructions, properly package the Equipment, pay return shipping, and insure the shipment for the stated replacement value. Returns should be coordinated through Support@NexGenTelecom.net or 863-333-9779.

10.6 Condition and Accessories.

Returned Equipment must include all handsets, bases, power supplies, cords, stands, adapters, and accessories and must be in normal working condition, reasonable wear and tear excepted. Customer is responsible for missing components, physical damage, liquid damage, unauthorized reset, altered firmware, or inadequate packaging.

10.7 Current Replacement Values.

Unless a Service Order or current published schedule states a different amount, replacement values are: Yealink desk phone, $175; Yealink base station, $125; Yealink handset, $100; Instant FAX ATA device, $200; SNOM base station, $125; and SNOM handset or cordless desk phone, $100. Missing accessories, other models, and shipping may be charged at actual replacement cost.

10.8 Continuing Charges.

Recurring rental or equipment charges may continue until Company Equipment is received or replacement charges are paid. Service charges terminate according to Section 21 and do not continue solely because Equipment is in transit, except where a Service Order expressly links a bundled charge to return of Equipment.

10.9 Warranties.

Manufacturer warranties, if any, pass through to Customer to the extent permitted. Nex Gen Telecom may facilitate warranty service but does not expand a manufacturer warranty. Equipment not covered by an express warranty is provided “AS IS” to the fullest extent permitted by law.

11. Number Portability

11.1 No Ownership Interest.

Telephone numbers are administered under industry and regulatory rules. Customer receives a limited right to use assigned numbers while Services remain active. Customer does not acquire ownership of a number merely because it is assigned or displayed.

11.2 Port-In Requests.

Customer authorizes Nex Gen Telecom and its carriers to act as Customer’s agent for number-porting requests and to submit letters of authorization and supporting data. Customer must provide exact account, billing, service-address, PIN, and ownership information and must not cancel former service before the port completes.

11.3 Timing and Rejections.

Porting dates are estimates. Ports may be delayed or rejected by losing carriers, inaccurate records, freezes, pending orders, complex services, holidays, system outages, or regulatory requirements. Nex Gen Telecom is not liable for delays outside its reasonable control.

11.4 Port-Out Requests.

Nex Gen Telecom will process valid port-out requests consistent with applicable law and industry rules. Customer remains responsible for all charges, Equipment, early termination obligations, and other amounts owed even if a number is ported. Porting a number does not by itself terminate the Account or all Services.

11.5 Security and Fraud Prevention.

Nex Gen Telecom may require identity verification, authorized-contact confirmation, PIN validation, or other reasonable security procedures before releasing account information or processing a change. Customer must promptly report suspected unauthorized ports.

11.6 Number Changes.

Nex Gen Telecom may change an assigned number when required by a carrier, regulator, numbering administrator, area-code change, fraud or security concern, or technical necessity. Nex Gen Telecom will provide notice when reasonably practicable.

11.7 Directory and Caller-ID Data.

Directory listings, caller-name databases, spam labels, and third-party caller-ID displays are controlled by multiple providers. Nex Gen Telecom does not guarantee the accuracy, timing, or availability of such data.

12. Hosted Voice Services

12.1 Internet-Dependent Service.

Hosted Voice and Hosted PBX Services depend on broadband, local networking, electrical power, DNS, firewalls, Customer Equipment, and Third-Party Providers. Voice quality and availability may be affected by latency, jitter, packet loss, congestion, outages, configuration, or inadequate bandwidth.

12.2 Best-Efforts Service.

Except for obligations that cannot lawfully be disclaimed, Hosted Voice Services are provided on a commercially reasonable, best-efforts basis. Nex Gen Telecom does not guarantee uninterrupted service, call completion, caller-ID display, fax success, modem operation, alarm compatibility, or audio quality.

12.3 Unsupported Uses.

Customer must not use Hosted Voice Services for unlawful robocalling, unsolicited telemarketing, caller-ID spoofing, traffic pumping, artificial inflation of traffic, continuous call forwarding, fax blasting, call-center or predictive-dialer activity inconsistent with the purchased plan, or other high-volume use not expressly approved.

12.4 Reasonable Use.

Unlimited or unmetered plans are intended for ordinary business communications by individual users. Excessive, automated, pooled, shared, or machine-generated use may result in investigation, conversion to a metered plan, additional Usage Charges, restriction, or suspension after notice when practicable.

12.5 International and High-Risk Calling.

International, premium-rate, and high-risk destinations may be disabled by default, subject to deposit, limited, blocked, or billed at then-current rates. Customer is responsible for authorized and unauthorized calls originating through Customer’s account, network, credentials, or Equipment until Nex Gen Telecom receives notice and has a reasonable opportunity to act.

12.6 Caller ID and STIR/SHAKEN.

Customer must transmit accurate caller-identification information and may not alter or spoof caller ID with intent to defraud, cause harm, or wrongfully obtain value. Customer must provide identity and calling-purpose information reasonably requested for know-your-customer, robocall mitigation, traceback, and caller-ID authentication obligations.

12.7 Call Recording and Monitoring.

Customer is solely responsible for determining whether recording, monitoring, transcription, whisper, barge, analytics, or storage features may lawfully be used and for obtaining all notices and consents required by the jurisdictions of all participants.

12.8 Fax, Alarm, Elevator, Medical, and Other Specialty Lines.

IP-based Services may not reliably support fax machines, modems, alarm panels, elevator phones, medical monitoring, point-of-sale terminals, emergency devices, or other analog equipment. Customer must disclose such uses in advance, test them regularly, and maintain an alternative service where life safety, property protection, or regulatory compliance is involved.

12.9 Dialing Limitations.

The Services may not support operator-assisted calls, collect calls, calling-card calls, certain short codes, or all x11 services. Emergency calling is governed exclusively by Section 15.

12.10 Directory Assistance, Toll-Free, and Conference Charges.

Directory assistance, toll-free compensation, conference bridge usage, and other carrier-imposed charges may be passed through at published or then-current rates.

13. SIP Trunking

13.1 Customer PBX Responsibility.

For SIP trunking, Customer is responsible for the selection, licensing, configuration, maintenance, security, and compatibility of its PBX, session border controller, gateways, codecs, dial plans, network, and Customer Equipment unless a Service Order expressly states otherwise.

13.2 Interoperability.

Nex Gen Telecom does not warrant compatibility with every PBX, firmware version, firewall, carrier, codec, or feature. Configuration guidance is informational and does not transfer responsibility for Customer systems.

13.3 Capacity.

Customer must purchase sufficient concurrent call paths, channels, numbers, bandwidth, and equipment capacity. Calls exceeding purchased capacity may fail, receive busy treatment, or incur additional charges if overflow is enabled.

13.4 Security.

Customer must restrict SIP access, protect credentials, limit source addresses where supported, maintain current firmware, monitor call patterns, and promptly respond to suspected toll fraud. Open SIP ports, default passwords, exposed management interfaces, or unsupported systems create material risk.

13.5 Fraud and Usage Charges.

Customer is responsible for Usage Charges generated through its PBX, trunks, credentials, numbers, or network, including unauthorized international or premium traffic, until Customer provides notice and Nex Gen Telecom has a reasonable opportunity to block the traffic.

13.6 Emergency Calling.

Customer must map telephone numbers, extensions, endpoints, and dispatchable locations as required for emergency calling and must comply with Section 15. Customer must not present an outbound caller ID for 911 that is not associated with a valid registered location.

13.7 Failover.

Any failover, disaster-recovery, call-forwarding, or redundant routing configuration must be expressly ordered and tested. Nex Gen Telecom does not guarantee that failover will operate during every carrier, Internet, PBX, power, or regional event.

14. SMS, MMS, and 10DLC Messaging

14.1 Messaging Compliance.

Customer must use Messaging Services only in compliance with applicable law, including the Telephone Consumer Protection Act and state telemarketing and privacy laws, and with carrier, aggregator, CTIA, registration, and platform requirements. Nex Gen Telecom does not provide legal advice regarding Customer’s campaigns.

14.2 10DLC Registration.

When local numbers are used for business messaging, Customer must complete all required brand and campaign registration, including 10DLC registration. Customer represents that registration information, business identity, tax identification, website, privacy policy, terms, sample messages, use cases, opt-in methods, and volumes are accurate and complete.

14.3 Consent.

Customer must obtain and document the level of consent required for each message type before sending a message. Consent must be specific to the sender and use case, must not be purchased or transferred where prohibited, and must not be inferred solely from possession of a telephone number. Marketing messages require any heightened consent required by law.

14.4 Opt-In Disclosures.

Customer’s opt-in process must clearly identify the sender, describe the types and approximate frequency of messages, disclose that message and data rates may apply, provide access to applicable terms and privacy disclosures, and state how to obtain help and opt out, when required by law or carrier rules.

14.5 Opt-Out and HELP.

Customer must honor opt-out requests promptly and maintain suppression records. Automated programs must recognize standard opt-out keywords such as STOP, END, CANCEL, UNSUBSCRIBE, and QUIT, and support HELP responses where applicable. After an opt-out, only a lawful one-time confirmation or other message permitted by law may be sent unless the recipient later provides new consent.

14.6 Consent Records.

Customer must retain auditable records of consent, opt-in language, source, date, time, telephone number, campaign, opt-outs, and message content for at least four years or longer if required by law, contract, carrier, or regulator. Records must be produced promptly upon request.

14.7 Identification and Content.

Messages must accurately identify the sender and must not use deceptive domains, misleading caller identity, obfuscated links, phishing, impersonation, or content designed to evade filtering. Customer must use stable, reputable domains and approved templates when required.

14.8 Prohibited or Restricted Content.

Customer must not transmit unlawful, fraudulent, deceptive, abusive, harassing, defamatory, discriminatory, infringing, exploitative, or malicious content. Carrier- or platform-restricted categories may include sex-related content, hate, alcohol, firearms, tobacco, controlled substances, cannabis, gambling, high-risk financial products, debt-relief schemes, lead generation without consent, phishing, malware, and content involving minors. Some categories may require age gating, additional review, or may be prohibited entirely.

14.9 No List Sharing or Snowshoeing.

Customer must not use purchased lists, harvested numbers, shared opt-in lists, number cycling, snowshoe messaging, traffic spreading intended to evade limits, or multiple brands or campaigns intended to conceal a common sender or use case.

14.10 Registration and Carrier Fees.

Customer is responsible for brand, campaign, vetting, number, carrier, messaging, surcharge, and re-registration fees. Such fees may change and may be nonrefundable once submitted to a third party.

14.11 Throughput, Filtering, and Delivery.

Message throughput, segment limits, attachment support, delivery receipts, carrier acceptance, and deliverability vary. Carriers and aggregators may filter, delay, block, throttle, suspend, or reject messages, numbers, brands, or campaigns without advance notice. Nex Gen Telecom does not guarantee delivery or approval.

14.12 Audits and Remediation.

Nex Gen Telecom may request opt-in evidence, campaign records, message samples, policies, website changes, and corrective action. Customer must cooperate promptly. Failure to provide satisfactory evidence is grounds for immediate restriction or suspension.

14.13 Complaints and Penalties.

Customer is responsible for consumer complaints, carrier penalties, registration penalties, fines, investigations, remediation costs, and other charges arising from Customer’s content, consent practices, lists, campaigns, or Authorized Users, except to the extent caused solely by Nex Gen Telecom’s gross negligence or willful misconduct.

14.14 Suspension.

Nex Gen Telecom may immediately block messages, disable numbers, suspend campaigns, or terminate Messaging Services when it reasonably suspects unlawful messaging, spam, fraud, excessive complaints, inaccurate registration, carrier-policy violations, security risk, or threatened harm to Nex Gen Telecom or the messaging ecosystem.

14.15 Customer Indemnity for Messaging.

Customer will defend, indemnify, and hold harmless the Nex Gen Telecom Parties from claims, demands, investigations, penalties, fines, damages, and expenses arising from Customer’s Messaging Services, message content, recipients, consent, opt-in or opt-out practices, registration data, or legal noncompliance, subject to Section 25.

14.16 AI-Generated Messages.

Use of AI to draft, personalize, select recipients for, or send messages does not reduce Customer’s obligations. Customer must review AI-generated content, prevent inaccurate or prohibited claims, preserve required consent, and maintain human oversight appropriate to the campaign.

15. Emergency Services (911/E911)

15.1 Important Differences.

Voice over Internet Protocol emergency calling differs from traditional wireline 911. The Service depends on commercial power, broadband, local networks, configured Equipment, registered location information, and Third-Party Providers. Customer must maintain an alternative means of contacting emergency services, such as a mobile phone.

15.2 Registered and Dispatchable Location.

Customer must provide a valid physical address and, where required, a dispatchable location for each telephone number, endpoint, user, or location used for emergency calling. Customer must update the information before moving Equipment, reassigning a number, using a nomadic device, or changing a user’s location.

15.3 Activation and Validation.

Emergency calling may not function until location information is validated and activation is confirmed. Customer must test configuration using any approved non-emergency test method and must not place unnecessary test calls to 911.

15.4 Softphones and Nomadic Use.

Softphones, mobile applications, remote workers, virtual numbers, and nomadic devices may not automatically transmit a current location. Customer must follow location-update procedures and instruct users to confirm their location to the emergency operator.

15.5 Outages.

911/E911 may fail or be delayed during power loss, broadband or ISP outage, local network failure, DNS failure, Equipment failure, carrier outage, software failure, maintenance, service suspension, account termination, blocked ports, congestion, or force majeure. Restoring power may require Equipment restart or reconfiguration.

15.6 Information Provided to Emergency Centers.

Depending on location and network capability, an emergency center may not automatically receive the caller’s telephone number or exact location. The caller should immediately state the nature of the emergency, physical location, floor, suite, room, and callback number and should not disconnect until instructed.

15.7 Multi-Line Telephone Systems.

Customer is responsible for configuring its multi-line telephone system, on-premises PBX, extensions, notifications, direct dialing, and dispatchable-location information to comply with Kari’s Law, RAY BAUM’S Act requirements, and other applicable emergency-calling laws. Customer must ensure users can dial 911 directly without a prefix where required and that appropriate on-site notifications are delivered.

15.8 Notice to Users.

Customer must inform all employees, contractors, guests, residents, and other potential users of the limitations in this Section and must place warning labels on Equipment when provided or appropriate.

15.9 Emergency Address Charges.

Customer is responsible for charges associated with emergency-address registration, updates, misrouted calls caused by inaccurate information, and emergency-service surcharges, to the extent permitted by law.

15.10 Disclaimer and Allocation of Risk.

To the fullest extent permitted by law, Nex Gen Telecom is not liable for the acts or omissions of emergency centers, carriers, location databases, responders, or other third parties, or for failures caused by inaccurate Customer information, unregistered locations, Customer Equipment, power, broadband, or networks. Nothing in this Section excludes liability that cannot lawfully be excluded or liability for Nex Gen Telecom’s gross negligence or willful misconduct.

16. Acceptable Use Policy

16.1 Lawful Use.

Customer must use the Services only for lawful, authorized purposes and in a manner that does not harm users, networks, carriers, Nex Gen Telecom, or third parties.

16.2 Prohibited Conduct.

Prohibited conduct includes fraud; theft of service; harassment; threats; impersonation; phishing; malware; denial-of-service activity; unauthorized access; trafficking in stolen credentials; infringement; illegal surveillance; unlawful recording; unlawful telemarketing; spam; robocalling; caller-ID spoofing; traffic pumping; artificial inflation of traffic; bypass fraud; and activity intended to evade carrier, security, or regulatory controls.

16.3 High-Risk Traffic.

Nex Gen Telecom may block or restrict destinations, countries, number ranges, short-duration calling patterns, high-cost routes, anomalous traffic, or other activity associated with fraud, abuse, sanctions, or excessive risk.

16.4 Network Integrity.

Customer must not probe, scan, overload, disrupt, reverse engineer, or interfere with the Services or networks; introduce malware; defeat rate limits; access another account; or attempt to obtain source code, credentials, or nonpublic information.

16.5 Content and Intellectual Property.

Customer must possess all rights needed for content transmitted, stored, displayed, recorded, or processed through the Services and must not infringe copyright, trademark, privacy, publicity, trade-secret, or other rights.

16.6 Investigations.

Nex Gen Telecom may investigate suspected violations, preserve relevant records, cooperate with carriers and lawful authorities, and disclose information as permitted or required by law.

16.7 Enforcement.

Violations may result in warning, filtering, blocking, reconfiguration, additional charges, suspension, termination, or referral to authorities. Nex Gen Telecom may act immediately when delay could increase harm, legal exposure, fraud, or network risk.

17. Cybersecurity Responsibilities

17.1 Shared Responsibility.

Security is a shared responsibility. Nex Gen Telecom secures systems under its control using commercially reasonable measures. Customer is responsible for Customer Equipment, local networks, endpoints, users, credentials, applications, data, and configurations under Customer’s control.

17.2 Minimum Practices.

Customer must use strong unique passwords, multi-factor authentication where available, least-privilege access, supported software, timely security updates, firewalls, anti-malware controls, secure backups, logging, and reasonable employee security training.

17.3 Remote Administration.

When Customer authorizes remote support or management, Customer grants Nex Gen Telecom reasonable access needed to perform the work. Customer must maintain current backups and disclose restrictions, regulated data, or special access procedures before work begins.

17.4 Security Incidents.

Customer must immediately report suspected account compromise, toll fraud, unauthorized porting, messaging abuse, data exposure, stolen Equipment, or credential loss to Support@NexGenTelecom.net and 863-333-9779. Customer must preserve logs and cooperate with containment and investigation.

17.5 Emergency Actions.

Nex Gen Telecom may reset credentials, block traffic, disable features, quarantine Equipment, restrict administrative access, or suspend Services when reasonably necessary to contain a security threat. Nex Gen Telecom will provide notice when practicable.

17.6 No Guarantee.

No security control, encryption, backup, or monitoring system is infallible. Customer must maintain business-continuity plans and independent backups appropriate to its risk.

17.7 Customer Data and Backups.

Unless a Service Order expressly includes backup or retention, Customer is responsible for backing up recordings, messages, contacts, configurations, reports, and other data. Retention periods may be limited and data may be deleted after termination.

18. AI Services

18.1 Application.

This Section applies only when Customer uses an AI-enabled feature or service, including transcription, summarization, conversational agents, voice generation, text generation, classification, analytics, routing, or automation.

18.2 Probabilistic Output.

AI output is generated probabilistically and may be incomplete, inaccurate, misleading, biased, offensive, or unsuitable. Customer must independently review and verify output before relying on it or providing it to others.

18.3 No Professional Advice.

AI output is not legal, medical, financial, accounting, tax, employment, emergency, or other professional advice. Customer must obtain qualified advice for decisions requiring professional judgment.

18.4 Human Oversight.

Customer must maintain appropriate human oversight, especially for customer communications, emergency situations, employment decisions, financial transactions, legal rights, healthcare, safety, regulated activities, or decisions with material consequences.

18.5 Inputs and Rights.

Customer represents that it has lawful authority to provide all prompts, recordings, personal information, voice samples, documents, and other inputs and to authorize their processing. Customer must not use AI Services to impersonate a person without authorization or to create deceptive or unlawful content.

18.6 Voice and Recording Consent.

Customer is responsible for notices and consent for call recording, transcription, biometric or voice data, synthetic voices, and automated interactions. Customer must clearly identify an automated or AI system when required by law or when necessary to avoid deception.

18.7 Third-Party Models.

AI Services may use Third-Party Providers and models. Availability, model behavior, data handling, retention, and features may change. Nex Gen Telecom does not guarantee that a particular model or provider will remain available.

18.8 Prohibited Uses.

Customer must not use AI Services for unlawful discrimination, fraud, phishing, malware, unauthorized surveillance, impersonation, evasion of safety controls, generation of illegal content, or decisions prohibited by law.

18.9 Data Use.

Data used by AI Services is handled according to the applicable Service Order, Privacy Policy, and third-party terms. Customer must not submit sensitive or regulated data unless the Service is expressly approved for that data.

19. Scheduled Maintenance and Service Interruptions

19.1 Maintenance.

Nex Gen Telecom and Third-Party Providers may perform scheduled and emergency maintenance. Nex Gen Telecom will provide advance notice of material scheduled maintenance when reasonably practicable.

19.2 Interruptions.

Services may be interrupted or degraded by maintenance, software changes, carrier events, number-routing issues, denial-of-service attacks, Internet conditions, power failures, Customer Equipment, local networks, labor events, disasters, governmental action, or other causes.

19.3 Customer Notification.

Customer must promptly notify Nex Gen Telecom of an outage and provide sufficient details for troubleshooting. Nex Gen Telecom is not responsible for periods before notice when it did not otherwise know of the issue.

19.4 Troubleshooting.

Customer must cooperate with reasonable diagnostic steps, including testing connectivity, restarting Equipment, providing call examples, timestamps, numbers, message IDs, logs, and access to affected systems.

19.5 Service Credits.

Service credits are available only if expressly stated in a Service Order or written service-level agreement. Any credit is Customer’s exclusive remedy for the covered service-level failure and must be requested within the stated claim period.

19.6 Data and Configuration Changes.

Maintenance or platform changes may alter user interfaces, features, routing, integrations, or configuration requirements. Customer must maintain current contact information so notices reach appropriate personnel.

20. Suspension of Service

20.1 Grounds.

Nex Gen Telecom may suspend or restrict any Service for nonpayment; failed payment; fraud; security risk; excessive usage; violation of law, carrier rule, or this Agreement; inaccurate regulatory or 10DLC information; threats to network integrity; abuse; emergency; governmental request; or a Third-Party Provider action.

20.2 Notice.

Nex Gen Telecom will provide notice and a reasonable opportunity to cure when practicable. Immediate suspension may occur when delay could cause harm, fraud, legal exposure, network disruption, emergency risk, or carrier action.

20.3 Effect.

During suspension, inbound and outbound calling, messaging, emergency calling, portals, recordings, numbers, integrations, and other functions may be unavailable. Customer remains responsible for charges during a suspension caused by Customer’s breach, nonpayment, fraud, or systems.

20.4 Restoration.

Nex Gen Telecom may require payment in full, updated payment authorization, a deposit, identity verification, remediation, new credentials, re-registration, or a restoration fee reflecting actual costs before restoring Service.

20.5 No Waiver.

Suspension does not waive Nex Gen Telecom’s right to terminate, collect amounts due, recover damages, or pursue other remedies.

21. Term and Termination

21.1 Initial and Renewal Terms.

The initial term for each Service is stated in the applicable Service Order. If no initial term is stated, the Service is month-to-month. After an initial term, the Service renews month-to-month unless the Service Order expressly provides another renewal term.

21.2 Customer Termination.

Customer must give at least thirty days’ written notice to terminate a Service or Account unless the Service Order requires a longer notice period. Notice must identify the Account, Services, locations, and requested termination date and may be sent to Support@NexGenTelecom.net. Porting numbers does not replace termination notice.

21.3 Charges Through Termination.

Customer is responsible for recurring charges through the effective termination date, Usage Charges not yet billed, Equipment charges, taxes, surcharges, professional services, and other accrued amounts.

21.4 Early Termination.

If Customer terminates a committed Service before the end of its initial term, or Nex Gen Telecom terminates for Customer’s material breach, Customer must pay the early termination amount stated in the Service Order. If no amount is stated, the amount is the remaining monthly recurring charges through the end of the committed term, less costs Nex Gen Telecom reasonably avoids, to the extent permitted by law. The parties intend this as reasonable liquidated damages and not a penalty.

21.5 Termination by Nex Gen Telecom.

Nex Gen Telecom may terminate for material breach, chronic nonpayment, fraud, unlawful use, security risk, repeated policy violations, insolvency, carrier discontinuance, regulatory requirement, or when continued service is commercially or technically impracticable. When termination is without Customer breach, Customer is responsible only for charges accrued through termination and noncancelable third-party commitments disclosed in the Service Order.

21.6 Return of Equipment and Data.

Termination does not eliminate obligations to return Company Equipment, pay replacement values, retrieve Customer data before deletion, or cooperate with number porting. Data may be deleted after the applicable retention period.

21.7 Survival.

Payment, ownership, confidentiality, privacy, intellectual property, disclaimer, limitation of liability, indemnification, dispute resolution, and provisions that by their nature should survive will survive termination.

22. Intellectual Property

22.1 Nex Gen Telecom Property.

Nex Gen Telecom and its licensors retain all rights in the Services, software, portals, documentation, trademarks, service marks, logos, configurations, templates, workflows, inventions, and other intellectual property, excluding Customer Content.

22.2 Limited License.

During the paid service term, Nex Gen Telecom grants Customer a limited, nonexclusive, nontransferable, revocable right to use the Services and associated software solely for Customer’s internal authorized purposes and subject to this Agreement.

22.3 Restrictions.

Customer must not copy, modify, distribute, sell, sublicense, reverse engineer, decompile, scrape, frame, benchmark for publication, bypass controls, or create derivative works from the Services except to the extent a restriction is prohibited by law.

22.4 Customer Content.

Customer retains ownership of content it lawfully submits or creates. Customer grants Nex Gen Telecom and its Third-Party Providers a limited license to host, transmit, process, reproduce, and otherwise use Customer Content as necessary to provide, secure, support, and comply with law regarding the Services.

22.5 Feedback.

Customer may provide suggestions or feedback. Nex Gen Telecom may use feedback without restriction or compensation, provided it does not publicly identify Customer without permission.

22.6 Marks.

Neither party may use the other party’s name or marks in advertising or publicity without permission, except Nex Gen Telecom may identify Customer internally and as necessary to provide Services.

23. Privacy

23.1 Privacy Policy.

Nex Gen Telecom’s Privacy Policy, as updated from time to time, describes its general privacy practices and is incorporated by reference to the extent applicable.

23.2 Customer Proprietary Network Information.

Where applicable, Nex Gen Telecom will protect Customer Proprietary Network Information (“CPNI”) in accordance with federal law and FCC rules. CPNI may include services purchased, call detail, call frequency, duration, timing, and related telecommunications information.

23.3 Authentication.

Nex Gen Telecom may require passwords, PINs, authorized-contact verification, call-back verification, multi-factor authentication, identification, or other procedures before disclosing account information or making account changes.

23.4 Service Providers and Disclosures.

Nex Gen Telecom may disclose information to Third-Party Providers as necessary to provide, bill, secure, support, route, register, and maintain the Services; comply with lawful process; protect rights and safety; prevent fraud; and fulfill regulatory obligations.

23.5 Customer Responsibilities.

Customer is responsible for its own privacy notices, consents, data governance, recording disclosures, messaging disclosures, retention, access control, and lawful use of personal information processed through the Services.

23.6 Security Incidents.

Nex Gen Telecom will provide notices required by applicable law. Customer must maintain current security and legal contacts and cooperate with reasonable incident-response steps.

23.7 No Sale to Advertisers.

Nex Gen Telecom does not acquire ownership of Customer Content by providing the Services. Any use of data for advertising, analytics, or product improvement will be governed by the applicable Privacy Policy, Service Order, and law.

23.8 Data Location and Third Parties.

Customer understands that communications and data may transit or be processed through third-party networks and facilities. Customer must not use a Service for regulated or sensitive data unless the Service Order expressly supports that use.

24. Limitation of Liability

24.1 Excluded Damages.

TO THE FULLEST EXTENT PERMITTED BY LAW, THE NEX GEN TELECOM PARTIES WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES; LOST PROFITS, REVENUE, SAVINGS, BUSINESS, GOODWILL, OR DATA; BUSINESS INTERRUPTION; COVER COSTS; OR LOSS ARISING FROM CALL OR MESSAGE FAILURE, DELAY, FILTERING, SPAM LABELING, NUMBER PORTING, 911 LIMITATIONS, SECURITY INCIDENTS, OR THIRD-PARTY SERVICES, EVEN IF ADVISED OF THE POSSIBILITY.

24.2 Liability Cap.

TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE NEX GEN TELECOM PARTIES ARISING FROM OR RELATING TO A CLAIM WILL NOT EXCEED THE AMOUNTS PAID BY CUSTOMER FOR THE SPECIFIC AFFECTED SERVICE DURING THE THREE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

24.3 Exceptions.

The exclusions and cap do not apply to liability that cannot lawfully be limited or excluded, or to Nex Gen Telecom’s gross negligence, willful misconduct, or fraud to the extent a final judgment determines such liability.

24.4 Third-Party Causes.

Nex Gen Telecom is not liable for acts or omissions of carriers, Internet providers, emergency centers, payment processors, software vendors, equipment manufacturers, registrars, aggregators, governmental bodies, or other third parties beyond Nex Gen Telecom’s reasonable control.

24.5 Allocation of Risk.

The prices charged reflect this allocation of risk. Customer agrees that the limitations apply regardless of the legal theory and even if a limited remedy fails of its essential purpose.

24.6 Claim Deadline.

Except where a longer period is required by law, any claim arising from the Services must be asserted in writing within one year after the claimant knew or reasonably should have known of the facts giving rise to the claim.

25. Indemnification

25.1 Customer Indemnity.

Customer will defend, indemnify, and hold harmless Nex Gen Telecom, its affiliates, owners, officers, directors, employees, agents, contractors, licensors, carriers, and Third-Party Providers (collectively, the “Nex Gen Telecom Parties”) from third-party claims, investigations, fines, penalties, damages, judgments, settlements, and reasonable attorneys’ fees arising from: (a) Customer Content; (b) Customer’s or an Authorized User’s use of the Services; (c) violation of law, carrier rules, or this Agreement; (d) messaging consent, campaigns, or content; (e) unlawful recording or monitoring; (f) Customer Equipment, networks, or security; (g) bodily injury or property damage at Customer’s premises; or (h) Customer’s negligence or willful misconduct.

25.2 Exclusions.

Customer has no duty to indemnify to the extent a claim is finally determined to have been caused by Nex Gen Telecom’s gross negligence, willful misconduct, or violation of law.

25.3 Procedure.

Nex Gen Telecom will provide prompt notice of an indemnified claim, allow Customer to control the defense with qualified counsel, and reasonably cooperate at Customer’s expense. Customer may not settle a claim in a manner that admits wrongdoing by, imposes nonmonetary obligations on, or fails to fully release a Nex Gen Telecom Party without written consent.

25.4 Nex Gen Telecom Participation.

Nex Gen Telecom may participate in the defense with counsel of its choice at its own expense, except Customer will pay such expense when a conflict of interest exists or Customer fails to provide a timely defense.

26. Force Majeure

26.1 Excused Performance.

Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disaster, severe weather, fire, flood, epidemic, pandemic, war, terrorism, civil unrest, labor dispute, utility failure, power outage, Internet or carrier outage, cable cut, cyberattack, denial-of-service attack, supply shortage, governmental action, sanctions, court order, or failure of a Third-Party Provider.

26.2 Payment Obligations.

Force majeure does not excuse payment for Services already provided, Usage Charges incurred, Equipment delivered, or noncancelable third-party commitments.

26.3 Mitigation.

The affected party will use commercially reasonable efforts to mitigate the effect and resume performance. Nex Gen Telecom may use alternate carriers, routing, platforms, Equipment, or procedures.

26.4 Extended Event.

If a force-majeure event materially prevents a specific Service for more than thirty consecutive days, either party may terminate the affected Service by written notice without an early termination charge, except for accrued amounts and noncancelable third-party costs.

27. Governing Law

27.1 Florida Law.

This Agreement and all disputes arising from or relating to it are governed by the laws of the State of Florida, without regard to conflict-of-law principles, except to the extent federal law controls.

27.2 Venue.

Subject to Section 28, any permitted court proceeding must be brought exclusively in a state court located in Polk County, Florida, or the United States District Court having jurisdiction over Polk County, Florida. Each party consents to personal jurisdiction and venue in those courts.

27.3 Injunctive Relief.

Either party may seek temporary or preliminary injunctive relief in a court of competent jurisdiction to protect confidential information, intellectual property, account security, networks, or prevent imminent harm without waiving arbitration.

27.4 Government Customers.

If Customer is a governmental entity legally prohibited from accepting a provision of this Section, the provision applies only to the maximum extent allowed by applicable law.

28. Arbitration and Dispute Resolution

28.1 Informal Resolution.

Before commencing arbitration, a party must send a written notice describing the dispute and requested relief. Notices to Nex Gen Telecom must be sent to 2161 County Road 540A, Suite 300, Lakeland, Florida 33813 and Support@NexGenTelecom.net. The parties will attempt in good faith to resolve the dispute for at least thirty days.

28.2 Binding Arbitration.

Except for matters eligible for small-claims court and requests for temporary injunctive relief, any dispute arising from or relating to this Agreement, the Services, Equipment, billing, or the relationship of the parties will be resolved by binding arbitration before one arbitrator administered by the American Arbitration Association under its Commercial Arbitration Rules, as modified by this Section.

28.3 Location and Method.

Arbitration will take place in Polk County, Florida, unless the parties agree to remote proceedings or another location. The arbitrator may permit documents-only, telephone, or video proceedings when appropriate.

28.4 Individual Proceedings.

DISPUTES MUST BE BROUGHT ONLY IN AN INDIVIDUAL CAPACITY. NEITHER PARTY MAY PARTICIPATE IN A CLASS, COLLECTIVE, CONSOLIDATED, MASS, OR REPRESENTATIVE ACTION OR ARBITRATION TO THE FULLEST EXTENT PERMITTED BY LAW.

28.5 Jury Waiver.

EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES THE RIGHT TO A JURY TRIAL FOR ANY DISPUTE SUBJECT TO THIS AGREEMENT.

28.6 Arbitrator Authority.

The arbitrator may award any individual remedy available in court that is consistent with this Agreement, but may not rewrite the Agreement or award relief for persons who are not parties to the arbitration. Judgment on the award may be entered in a court with jurisdiction.

28.7 Fees.

Arbitration filing and administrative fees will be allocated under the applicable AAA rules. Each party bears its own attorneys’ fees unless a statute, this Agreement, or the arbitrator authorizes an award.

28.8 Opt-Out.

A Customer may opt out of this arbitration provision by sending a signed written notice to 2161 County Road 540A, Suite 300, Lakeland, Florida 33813 within thirty days after first accepting Version 2.0 of this Agreement. The notice must identify the Account and state that Customer opts out of Section 28. Opting out does not affect other terms.

28.9 Severability.

If the class-action waiver is found unenforceable for a particular claim, that claim will proceed in court rather than class arbitration. The remaining portions of this Section remain effective.

29. Electronic Communications and Notices

29.1 Consent to Electronic Delivery.

Customer consents to receive invoices, notices, disclosures, policy changes, service alerts, payment notices, maintenance notices, and legal communications electronically, including by email, customer portal, invoice message, or Website posting.

29.2 Contact Information.

Customer must maintain a current monitored email address, telephone number, billing address, and authorized contacts. Notice sent to the information on file is effective even if Customer fails to update it, filters it as spam, or does not read it.

29.3 Effectiveness.

Email notice is effective when sent unless the sender receives a definitive delivery-failure notice. Portal notice is effective when posted and an email alert is sent. Website-posted amendments are effective as provided in Section 30. Mailed notice is effective three business days after deposit in U.S. mail.

29.4 Customer Notices.

Notices from Customer must be sent to the address or email specified for the subject matter. General legal notices may be sent to 2161 County Road 540A, Suite 300, Lakeland, Florida 33813 and Support@NexGenTelecom.net. A support ticket or telephone call does not constitute termination notice unless Nex Gen Telecom confirms it in writing.

29.5 Electronic Signatures.

Electronic signatures, click acceptance, email approval, recorded authorization, and electronic records have the same effect as paper originals to the extent permitted by law.

30. Changes to this Agreement

30.1 Right to Modify.

Nex Gen Telecom may amend this Agreement to reflect changes in law, regulation, carrier rules, technology, security, Services, pricing practices, or business operations.

30.2 Notice.

The current Agreement will be posted on the Website with a revision or effective date. Nex Gen Telecom will use commercially reasonable efforts to provide advance email or invoice notice of material changes. Changes required immediately by law, carrier, security event, or regulator may take effect sooner.

30.3 Acceptance of Changes.

Continued use of a Service after the effective date of an amendment constitutes acceptance of the amended Agreement. If Customer rejects a material change that substantially and adversely affects a committed Service, Customer must notify Nex Gen Telecom before the effective date; the parties will attempt to resolve the issue, and Customer may terminate the affected Service without an early termination charge if required by applicable law or expressly offered in the notice.

30.4 Payment-Method Changes.

Nex Gen Telecom may modify accepted payment methods, processors, billing procedures, or payment policies upon advance notice. Such changes do not alter invoice due dates, late-fee provisions, or existing payment obligations.

30.5 Superseding Terms.

Version 2.0, effective August 31, 2026, supersedes prior website Terms of Service as of its effective date, except that accrued rights, unpaid charges, and obligations intended to survive remain enforceable.

31. Miscellaneous

31.1 Contact Information.

Nex Gen Telecom’s contact information is: 2161 County Road 540A, Suite 300, Lakeland, Florida 33813; telephone 863-333-9779; support email Support@NexGenTelecom.net; accounting email Accounting@NexGenTelecom.net; Website https://www.nexgentelecom.net.

31.2 Entire Agreement.

This Agreement, applicable Service Orders, incorporated policies, and written amendments constitute the entire agreement regarding the Services and supersede prior or contemporaneous representations on the same subject.

31.3 Assignment.

Customer may not assign this Agreement or transfer an Account without Nex Gen Telecom’s written consent. Nex Gen Telecom may assign the Agreement to an affiliate, successor, purchaser of substantially all relevant assets, or service provider capable of performing the obligations.

31.4 Independent Contractors.

The parties are independent contractors. This Agreement does not create a partnership, joint venture, fiduciary relationship, employment relationship, franchise, or agency, except for limited number-porting authority expressly granted.

31.5 No Third-Party Beneficiaries.

Except for the Nex Gen Telecom Parties entitled to indemnification or liability protections, no third party is an intended beneficiary.

31.6 Waiver.

A waiver is effective only in writing and only for the specific instance. Delay or failure to enforce a right is not a waiver.

31.7 Severability and Reformation.

If a provision is invalid or unenforceable, it will be enforced to the maximum lawful extent or reformed to best accomplish its purpose, and the remaining provisions remain effective.

31.8 Headings and Construction.

Headings are for convenience. “Including” means “including without limitation.” Singular includes plural as context requires. This Agreement will not be construed against a party because that party drafted it.

31.9 Conflicts with Law.

Rights and obligations that cannot lawfully be waived remain effective. A provision inconsistent with mandatory law is limited only to the extent necessary.

31.10 Accessibility.

Customers needing an accessible format or reasonable assistance reviewing these Terms may contact Nex Gen Telecom using the information in Section 31.1.