Wireless Service Contract

WIRELESS SERVICE CONTRACT

This Wireless Service Contract ("Agreement") is made effective as of by and between the parties identified below.

Parties

WHEREAS

WHEREAS, Provider is duly authorized and equipped to supply wireless voice, messaging and data services and related equipment to end users; and

WHEREAS, Subscriber desires to obtain wireless service and related equipment from Provider under the terms set forth in this Agreement.

NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the parties agree as follows:

1. Scope of Services

Provider will furnish wireless telecommunications services described below and any associated equipment, installation, and support services in accordance with the terms of this Agreement. Services will include connectivity, voice, messaging, and data transmission as selected by Subscriber.

2. Service Details

Plan Name:    Account Number:

Data Allowance:    Throttling/Reduced Speed Threshold:

Equipment Provided:

3. Payment Terms

Subscriber shall pay Provider the fees set forth below in U.S. Dollars. All fees are due in accordance with the Billing Schedule described herein.

Late Fee: If any amount owed by Subscriber is not received by Provider within days after the due date, Provider may charge a late fee of or % per month on the overdue balance, whichever is greater, to the extent permitted by law.

4. Term and Termination

This Agreement commences on the Start Date and continues until the End Date unless earlier terminated as provided below.

Start Date:    End Date:

Either party may terminate this Agreement for convenience upon providing the other party with not less than days' prior written notice. Provider may suspend or terminate service immediately for Subscriber's failure to pay undisputed amounts, material breach, fraud, or use of the service in violation of applicable law or Provider policies.

Early Termination Fee: If Subscriber terminates prior to the End Date without cause, Subscriber shall pay the greater of (i) all unpaid charges for services rendered through the effective date of termination and (ii) an early termination charge of plus any outstanding equipment balances.

5. Equipment, Title and Risk of Loss

Title to Provider-owned equipment remains with Provider. Subscriber shall be responsible for loss, theft, or damage to equipment while in Subscriber's possession, subject to ordinary wear and tear. Subscriber must return Provider-owned equipment upon termination; failure to return equipment within days will result in a replacement charge of per unit.

6. Confidentiality

"Confidential Information" includes nonpublic business, technical and financial information disclosed by either party in connection with this Agreement. Each party shall (i) maintain the confidentiality of Confidential Information of the other party using at least the same degree of care it uses for its own confidential information, (ii) not disclose Confidential Information to third parties except to its personnel or contractors on a need-to-know basis who are bound by confidentiality obligations, and (iii) use Confidential Information solely to exercise its rights and perform its obligations under this Agreement. Confidential Information does not include information that is (a) publicly known without breach, (b) rightfully received from a third party without restriction, (c) independently developed without use of the other's Confidential Information, or (d) required to be disclosed by law, provided the disclosing party gives prompt notice of such requirement and cooperates with reasonable efforts to limit disclosure.

7. Limitations and Indemnity

Except to the extent caused by Provider's gross negligence or willful misconduct, Provider's total liability arising out of or in connection with this Agreement shall not exceed the aggregate fees paid by Subscriber to Provider under this Agreement in the six (6) months preceding the claim. Neither party shall be liable for incidental, consequential, special, or punitive damages. Subscriber shall indemnify and hold Provider harmless from claims arising out of Subscriber's use of the service, breach of this Agreement, or misuse of equipment.

8. Compliance with Law; Acceptable Use

Subscriber shall use services in compliance with all applicable laws and regulations and Provider's acceptable use policies. Provider may suspend or terminate service if Subscriber's use threatens network integrity, interferes with other subscribers, or violates law.

9. Notices

All notices under this Agreement must be in writing and delivered to the addresses set forth in the Parties section above or to such other address as either party may designate in writing. Notices are effective upon receipt.

10. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the state of without regard to conflicts of law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that state for any dispute arising out of this Agreement.

11. Entire Agreement

This Agreement, together with any exhibits, schedules, and order forms signed by the parties, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, proposals, or representations, whether written or oral. No modification of this Agreement is binding unless in writing and signed by an authorized representative of each party.

12. Miscellaneous

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will remain in full force and effect. The parties are independent contractors; nothing in this Agreement creates a partnership, joint venture, or agency relationship. Subscriber may not assign this Agreement without Provider's prior written consent; Provider may assign to an affiliate or successor.

Acknowledgment

Each party represents and warrants that it has the authority to enter into this Agreement and that the person signing below is duly authorized to bind the party.

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