These Terms of Service constitute the agreement ("Agreement") between GoLinkUp Incorporated ("we," "us", “GoLinkUp”, or “GoLinkUp Incorporated”) and the user ("you," "user" or "Customer") of GoLinkUp Incorporated's GoLinkUp Personal or GoLinkUp Professional collaboration services and any related products or services (“GoLinkUp”, or "Service"). This Agreement governs both the Service and any devices, such as a Personal Computer, IP phone, Multimedia Terminal Adapter, Analog Telephone Adapter or any other IP connection device, ("Device" or "Equipment") if provided by, and used in conjunction with, the GoLinkUp Service. By activating the Service, you acknowledge that you have read and understood, and that you agree, to the terms and conditions of this Agreement, and you represent that you are of legal age to enter this Agreement and become bound by its terms. If you have purchased Equipment or service from any GoLinkUp retail dealer, you will be deemed a "Retail Customer" and will be governed by certain Retail Customer terms and conditions as set forth herein.

1. SERVICE

1.1 Term

1.1.1 Monthly

Service offered on a monthly basis for a term which begins on the date that GoLinkUp activates your GoLinkUp Service and ends on the day before the same date in the following month. Subsequent terms of this Agreement automatically renew on a monthly basis without further action by you unless you give GoLinkUp written notice of non-renewal at least ten (10) days before the end of the monthly term in which the notice is given. You are purchasing the Service for full monthly terms, meaning that if you attempt to terminate Service prior to the end of a monthly term, you will be responsible for the full month's charges to the end of the then-current term, including without limitation unbilled charges, all of which immediately become due and payable. Expiration of the term or termination of Service does not excuse the Customer from paying all unpaid, accrued charges due in relation to the Agreement.

Service offered on an annual basis for a term which begins on the date that GoLinkUp activates your GoLinkUp Service and ends on the day before the same date in the following year. Subsequent terms of this Agreement automatically renew on an annual basis without further action by you unless you give GoLinkUp written notice of non-renewal at least ten (10) days before the end of the annual term in which the notice is given. You are purchasing the Service for full annual terms, meaning that if you attempt to terminate Service prior to the end of an annual term, you will be responsible for the full year's charges to the end of the then-current term, including without limitation unbilled charges, all of which immediately become due and payable. Expiration of the term or termination of Service does not excuse the Customer from paying all unpaid, accrued charges due in relation to the Agreement.

Service offered on a PPU basis for a term that begins on the date GoLinkUp activates your GoLinkUp Service and ends at the time of disconnection. You are purchasing the Service for a per usage term, meaning that you will be responsible for the full period's charges to the end of the then-current term, including without limitation unbilled charges, all of which immediately become due and payable. Expiration of the term or termination of Service does not excuse the Customer from paying all unpaid, accrued charges due in relation to the Agreement.

1.2.1 GoLinkUp Personal Use of Service

If you have subscribed to GoLinkUp Personal services, the Service and/or Device are provided to you as a personal user, for your personal individual use. This also means that you are not to resell or transfer the Service or the Device to any other person for any purpose, or collect any charges for the use of the Service, without express written permission from GoLinkUp Incorporated in advance. You agree that your use of the Service and/or Device, or the use of the Service and/or Device provided to you by any other person for any commercial or governmental purpose will obligate you to pay GoLinkUp's higher rates for commercial service on account of all periods, including past periods, in which you use, or used, the Service for commercial or governmental purposes. GoLinkUp Incorporated reserves the right to immediately terminate or modify the Service, if GoLinkUp determines, at its sole discretion, that the Service is being used for non-personal or commercial use.

1.2.2 GoLinkUp Professional Use of Service

If you have subscribed to GoLinkUp's Professional services, the Service and/or Device are provided to you as a business user. This means that you are not to resell or transfer the Service and/or Device to any other person for any purpose, without express written permission from GoLinkUp in advance. GoLinkUp Incorporated reserves the right to immediately terminate or modify the Service, if GoLinkUp determines, at its sole discretion, that Customer's Service is being used for any of the aforementioned activities.

1.3 Lawful Use of Service and Device

1.3.1 Prohibited Uses

You agree to use the Service and/or Device only for lawful purposes. This means that you agree not to use them for transmitting or receiving any communication or material of any kind when in GoLinkUp' sole judgment the transmission, receipt or possession of such communication or material (i) would constitute a criminal offense, give rise to a civil liability, or otherwise violate any applicable local, state, national or international law or (ii) encourages conduct that would constitute a criminal offense, give rise to a civil liability, or otherwise violate any applicable local, state, national or international law. GoLinkUp reserves the right to terminate your service immediately and without advance notice if GoLinkUp, at its sole discretion, believes that you have violated the above restrictions, leaving you responsible for the full charges to the end of the current term, including without limitation unbilled charges, plus any disconnect fee, all of which immediately become due and payable and may at GoLinkUp' discretion be immediately charged to your credit card. You are liable for any and all use of the Service and/or Device by yourself and by any person making use of the Service and/or Device provided to you and agree to indemnify and hold harmless GoLinkUp against any and all liability for any such use. If GoLinkUp, at its sole discretion, believes that you have violated the above restrictions, GoLinkUp may forward the objectionable material, as well as your communications with GoLinkUp and your personally identifiable information to the appropriate authorities for investigation and prosecution and you hereby consent to such forwarding.

1.3.2 Use of Service and Device by Customers Outside the United States

While we encourage use of the Service from within the United States to other countries, GoLinkUp does not presently offer or support the GoLinkUp Service to customers located in other countries except Canada . If you remove the Device to a country other than the United States or Canada and use the Service from there, you do so at your own sole risk, including the risk that such activity violates local laws in the country where you do so. You are liable for any and all such use of the Service and/or Device by yourself or any person making use of the Service or Device provided to you and agree to indemnify and hold harmless GoLinkUp against any and all liabilities for any such use. Should the removal from the United States or Canada of the Device violate any export control law or regulation, you will be solely liable for such violation and agree to indemnify and hold harmless GoLinkUp against any and all liability for such violation. GoLinkUp reserves the right to terminate your Service immediately and without advance notice if it determines that you are using it outside the United States or Canada.

1.4 Copyright / Trademark / Unauthorized Usage of Device, Firmware or Software

The Service and Device and any firmware or software used to provide the Service or provided to you in conjunction with providing the Service, or embedded in the Device, and all Services, information, documents and materials on GoLinkUp's website(s) are protected by trademark, copyright or other intellectual property laws and international treaty provisions. All websites, corporate names, service marks, trademarks, trade names, logos and domain names (collectively "marks") of GoLinkUp are and shall remain the exclusive property of GoLinkUp Incorporated and nothing in this Agreement shall grant you the right or license to use any of such marks. You acknowledge that you are not given any license to use the firmware or software used to provide the Service or provided to you in conjunction with providing the Service, or embedded in the Device, other than a nontransferable, revocable license to use such firmware or software in object code form (without making any modification thereto) strictly in accordance with the terms and conditions of this Agreement. You expressly agree that the Device is exclusively for use in connection with the Service and that GoLinkUp will not provide any passwords, codes or other information or assistance that would enable you to use the Device for any other purpose. If you decide to use the Service through an interface device not provided by GoLinkUp, which GoLinkUp reserves the right to prohibit in particular cases or generally, you warrant and represent that you possess all required rights, including software and/or firmware licenses, to use that interface device with the Service and you will indemnify and hold harmless GoLinkUp against any and all liability arising out of your use of such interface device with the Service. You shall not reverse compile, disassemble or reverse engineer or otherwise attempt to derive the source code from the binary code of the firmware or software.

1.5 Tampering with the Device or Service

You agree not to tamper with the service and/or device code, without express permission from GoLinkUp in each instance which GoLinkUp may deny at its sole discretion. GoLinkUp reserves the right to terminate your Service should you tamper with the Device, leaving you responsible for the full charges to the end of the current term, including without limitation unbilled charges, plus a disconnect fee, all of which immediately become due and payable. You agree not to hack or disrupt the service or to make any use of the Service that is inconsistent with its intended purpose or to attempt to do so.

1.6 Theft of Service

You agree to notify GoLinkUp immediately, in writing or by calling the GoLinkUp customer support line, if the Service and/or Device activation information is stolen or if you become aware at any time that your Service is being stolen or fraudulently used. When you call or write, you must provide your account number and a detailed description of the circumstances of the Device theft or fraudulent use of Service. Failure to do so in a timely manner may result in the termination of your Service and additional charges to you. Until such time as GoLinkUp receives notice of the theft or fraudulent use, you will be liable for all use of the Service using a Device stolen from you and any and all stolen Service or fraudulent use of the Service.

1.7 Service Distinctions

You acknowledge and understand that the Service is not a telephone service. Important distinctions (some, but not necessarily all, of which are described in this Agreement) exist between telephone service and the enhanced Service offering provided by GoLinkUp. The Service is subject to different regulatory treatment than telephone service. This treatment may limit or otherwise affect your rights of redress before Federal, State or Provincial telecommunications regulatory agencies.

1.8 Ownership and Risk of Loss

2. SERVICE UNAVAILABILITY

2.1 Loss of Service Due to Power Failure or Disruption

You acknowledge and understand that Service does not function in the event of a power failure or disruption. Should there be an interruption in the power supply, the Service will not function until power is restored. A power failure or disruption may require the Customer to reset or reconfigure equipment prior to utilizing the Service. If the power outage is at the user premises, you acknowledge that the Service will not function, but that you will continue to be billed for the Service unless and until you or GoLinkUp terminate the Service in accordance with this Agreement.

2.2 Loss of Service Due to Internet Service Outage, Suspension or Termination

You acknowledge and understand that the Service requires a fully functional connection to the Internet (which is not provided by GoLinkUp or an integral part of the GoLinkUp service) and that, accordingly, in the event of an outage, suspension or termination of service with or by, your Internet service provider (ISP) and/or broadband provider, the Service will not function. You further acknowledge that in the event of such connection disruptions, you will continue to be billed for the Service unless and until you or GoLinkUp terminate the Service in accordance with this Agreement.

2.3 Loss of Service Due to Suspension of Your Account

You acknowledge and understand that service outages due to suspension of your account as a result of billing issues will prevent ALL Service. Should GoLinkUp suspend or terminate your Service, the Service will not function until such time as GoLinkUp restores your Service (which may require payment of all invoices and reconnection fees owed by you or resolution of any breach by you of this Agreement).

2.4 Other Service Outages

You acknowledge and understand that if there is a service outage for ANY reason, such outage will prevent ALL Service. Such outages may occur for a variety of reasons, including, but not limited to those reasons described elsewhere in this Agreement.

2.5 Re-Activation Requirements on Location Changes

You acknowledge and understand that if you move or otherwise change the physical location of your GoLinkUp Service and/or Device to a different street address, the Service may be suspended until such later date that re-activation has been confirmed to you through a confirming email. Service must be re-activated although you may have activated the Service at the prior address.

2.6 Performance Degradation Due to Network Congestion or Performance

Due to the technical constraints on the manner in which it is possible to provide the Service features for GoLinkUp Service at this time, you acknowledge and understand that there is a possibility of network congestion and/or reduced speed in the routing of communication made utilizing your GoLinkUp access portal and/or equipment as compared to traditional public telephone networks. You acknowledge and accept that GoLinkUp service relies on third parties for the forwarding of information underlying such routing, and accordingly GoLinkUp and its third party provider(s) disclaim any and all liability or responsibility in the event such information or routing is incorrect. GoLinkUp or its officers or employees, may not be held liable for any claim, damage, or loss, and you hereby waive any and all such claims or causes of action, arising from or relating to Service disruption unless it is proven that the act or omission proximately causing the claim, damage, or loss constitutes gross negligence, recklessness, or intentional misconduct on the part of GoLinkUp.

2.7 Automated Number Identification

You acknowledge and accept that the GoLinkUp Service is intended for collaboration and conferencing services, and is not designed to provide emergency response services. Although the Service provides voice communication services, such services are only supported when used in conjunction with the afore-mentioned collaboration and conferencing features, and only between corresponding GoLinkUp service points. The said voice services should never be used to contact emergency response services such as 911 services. It may or may not be possible for the Public Safety Answering Point (PSAP) and the local emergency personnel to receive and/or identify your phone number when you dial 911. GoLinkUp's system is configured in most instances to send the automated number identification information; however, one or more telephone companies, not GoLinkUp, route the traffic to the PSAP.

2.8 Limitation of Liability and Indemnification

You acknowledge and understand that GoLinkUp' liability is limited for any Service outage, as set forth in this document. You agree to defend, indemnify, and hold harmless GoLinkUp, its officers, directors, employees, affiliates and agents and any other service provider who furnishes services to Customer in connection with this Agreement or the Service, from any and all claims, losses, damages, fines, penalties, costs and expenses (including, without limitation, reasonable attorneys fees) by, or on behalf of, Customer or any third party or user of Customer's Service relating to the absence, failure or outage of the Service.

3. CHANGES TO THIS AGREEMENT

GoLinkUp Incorporated may change the terms and conditions of this Agreement from time to time. Notices will be considered given and effective on the date posted on to the "Terms of Service” section of GoLinkUp's website (currently located at http://www.golinkup.com). Such changes will become binding on Customer, on the date posted to the GoLinkUp website and no further notice by GoLinkUp is required. This Agreement as posted supersedes all previously agreed to electronic and written terms of service, including without limitation any terms included with the packaging of the Service and/or Device and also supersedes any written terms provided to Retail Customers in connection with retail distribution, including without limitation any written terms enclosed within the packaging of the Device.

4. CHARGES / PAYMENTS / DEFAULT / TAXES / TERMINATION

4.1 Billing

You must provide us with a valid credit card number (Visa, MasterCard, Discover, American Express or any other issuer then-accepted by GoLinkUp) when the Service is activated. GoLinkUp reserves the right to stop accepting credit cards from one or more issuers. If the card expires, or you close your account, or your billing address changes, or the card is cancelled and replaced owing to loss or theft, you must advise GoLinkUp at once. We will bill all charges, applicable taxes and surcharges monthly in advance (except for usage-based charges, which will be billed monthly in arrears, and any other charges which GoLinkUp decides to bill in arrears) to your credit card, including but not limited to: activation fees, monthly Service fees, international usage charges, advanced feature charges, equipment purchases, disconnect fees and shipping and handling charges. GoLinkUp reserves the right to bill at more frequent intervals if the amount due at any time exceeds $50. Any usage charges will be billed in increments that are rounded up to the nearest minute except as otherwise set forth in other rate schedules, if any, negotiated with any customers.

4.2 Billing Disputes

You must notify GoLinkUp in writing within 7 days after receiving your credit card statement if you dispute any GoLinkUp charges on that statement or such dispute will be deemed waived. Billing disputes should be notified to the following address:

GoLinkUp Customer Care - Billing Department
GoLinkUp Incorporated 2001 Midwest Road, Suite 208
Oakbrook , IL 60523

or
support@GoLinkUp.com

4.3 Payment

GoLinkUp accepts payments only by credit card for its GoLinkUp service as set forth in Section 4.1. Your initial use of the Service authorizes GoLinkUp to charge the credit card account number on file with GoLinkUp, including any changed information submitted to GoLinkUp if the card expires or is replaced, or if you substitute a different card, for GoLinkUp service charges as set forth in Section 4.1. This authorization will remain valid until 30 days after GoLinkUp receives your written notice terminating GoLinkUp' authority to charge your credit card, whereupon GoLinkUp will charge you any other outstanding charges and terminate the Service. GoLinkUp may terminate your Service at any time at its sole discretion, if any charge to your credit card on file with GoLinkUp is declined or reversed, your credit card expires and you have not provided GoLinkUp with a valid replacement credit card or in case of any other non-payment of account charges. Termination of Service for declined or expired card, reversed charges or non-payment leaves you FULLY LIABLE to GoLinkUp Incorporated for ALL CHARGES ACCRUED BEFORE TERMINATION and for all costs incurred by GoLinkUp in collecting such amounts, such as (but not limited to) collection costs and attorney's fees.

4.4 Termination/Discontinuation of Service

GoLinkUp reserves the right, at its sole discretion, to suspend or discontinue providing the Service generally, or to terminate your Service, at any time. If GoLinkUp discontinues providing the GoLinkUp Service generally, or terminates your Service at its discretion without a stated reason, you will only be responsible for charges accrued through the date of termination, including a pro-rated portion of the final month's charges. If your Service is terminated for any stated reason, including without limitation violation of this Agreement, or because of any improper use of the Service and/or Device (such as, but not limited to, your attempts to hack, disrupt, or misuse the Service or your acts or omissions that violate any acceptable use policy of GoLinkUp or of a third party provider to which GoLinkUp is subject), you will be responsible for the full charges to the end of the current term, including without limitation unbilled charges, all of which immediately become due and payable.

4.5 Taxes

You are responsible for, and shall pay, any applicable federal, state, provincial, municipal, local or other governmental sales, use, excise, value-added, personal property, public utility or other taxes, fees or charges now in force or enacted in the future, that arise from or as a result of your subscription or use or payment for the Service or a Device. Such amounts are in addition to payment for the Service or Devices and will be billed to your credit card as set forth in this Agreement. If you are exempt from payment of such taxes, you shall provide GoLinkUp with an original certificate that satisfies applicable legal requirement attesting to tax-exempt status. Tax exemption will only apply from and after the date GoLinkUp receives such certificate(s).

4.6 Disconnect Fee for GoLinkUp Professional Users

GoLinkUp Professional Customers will be charged a disconnect fee of $39.99 per account upon termination of Service for any reason by Customer. The disconnect fee becomes due and payable immediately upon termination and will be billed directly to Customer's credit card. If Customer has multiple lines, Customer will be charged a disconnect fee of $39.99 per account for each account disconnected.

4.7 Money Back Guarantee; Limitations and Conditions

GoLinkUp offers a 14-day Money Back Guarantee (such 14, 30 or 90 day period, the “Warranty Period”; see offer details in advertising or online content of the retailer from whom Customer purchased Service or Device for the applicable time period) applicable only to User's first-ordered service per account, not to additional or secondary accounts. Under terms of this Money Back Guarantee, GoLinkUp refunds the activation fee, first month of service, and shipping charges and waives the disconnect fee, provided the terms described below are satisfied. Federal excise taxes and any other applicable taxes cannot be refunded. GoLinkUp reserves the right to terminate or revoke this Money Back Guarantee at any time, without prior notice.

In order to be entitled to this Money Back Guarantee, User (i) must cancel service within the number of days in the Warranty Period after the account activation; and (ii) must not have exceeded 250 minutes of usage (500 minutes for GoLinkUp Professional Customers). User remains responsible for any charges for domestic usage in excess of the amount included within the Plan to which User subscribes, international usage, payphone calls to GoLinkUp toll free numbers and directory assistance. THIS MONEY BACK GUARANTEE DOES NOT APPLY TO ACCOUNTS EXCEEDING 250 MINUTES (500 MINUTES FOR GoLinkUp Professional CUSTOMERS) OF USAGE AND SUCH ACCOUNTS ARE NOT ELIGIBLE FOR REFUND OF ANY OF THE CHARGES DESCRIBED HEREIN.

THE MONEY BACK GUARANTEE WILL NOT BE HONORED IF USER FAILS TO MEET ALL SUCH REQUIREMENTS.

4.8 Payphone Charges

If you make use of GoLinkUp's Toll Free feature, or any toll free feature that may be offered by GoLinkUp in the future, you acknowledge and agree that GoLinkUp is entitled to recover from you any charges imposed on GoLinkUp by payphone owners or operators, either directly or indirectly through GoLinkUp's suppliers in connection with toll free calls made to your number, or any charges imposed on GoLinkUp by its suppliers to recover such costs. GoLinkUp may recover these amounts by means of a per-call charge, rounded up to the next cent, or in such other fashion as GoLinkUp deems appropriate for the recovery of these costs.

5. WARRANTY and LIABILITY LIMITATIONS / INDEMNIFICATION

5.1 Limitation of Liability

GoLinkUp shall not be liable for any delay or failure to provide the Service, at any time or from time to time, or any interruption or degradation of quality that is caused by any of the following:

1) act or omission of an underlying carrier, service provider, vendor or other third party;

2) equipment, network or facility failure;

3) equipment, network or facility upgrade or modification;

4) events such as (but not limited to) acts of god; strikes; fire; war; riot; government actions;

5) equipment, network or facility shortage;

6) equipment or facility relocation;

7) service, equipment, network or facility failure caused by the loss of power to Customer;

8) outage of Customer's ISP or broadband service provider;

9) act or omission of Customer or any person using the Service or Device provided to Customer; or

10) any other cause that is beyond GoLinkUp service's control, including without limitation a failure of or defect in any Device, the failure of an incoming or outgoing communication, the inability of communications to be connected or completed, , or degradation of service quality.

GoLinkUp' aggregate liability for (i) any failure or mistake; (ii) any claim with respect to GoLinkUp's performance or nonperformance hereunder or (iii) any GoLinkUp act or omission in connection with the subject matter hereof shall in no event exceed Service charges with respect to the affected time period.

5.2 Disclaimer of Damages

IN NO EVENT SHALL GoLinkUp, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES OR AGENTS OR ANY OTHER SERVICE PROVIDER WHO FURNISHES SERVICES TO CUSTOMER IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE BE LIABLE FOR ANY DIRECT, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR FOR ANY OTHER DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF DATA, LOSS OF REVENUE OR PROFITS, OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THE SERVICE. THE LIMITATIONS SET FORTH HEREIN APPLY TO CLAIMS FOUNDED IN BREACH OF CONTRACT, BREACH OF WARRANTY, PRODUCT LIABILITY, TORT AND ANY AND ALL OTHER THEORIES OF LIABILITY AND APPLY WHETHER OR NOT GoLinkUp WAS INFORMED OF THE LIKELIHOOD OF ANY PARTICULAR TYPE OF DAMAGES.

5.3 Indemnification

Customer agrees to defend, indemnify, and hold harmless GoLinkUp, its officers, directors, employees, affiliates and agents and any other service provider who furnishes services to Customer in connection with this Agreement or the Service, from any and all claims, losses, damages, fines, penalties, costs and expenses (including, without limitation, reasonable attorneys fees) by, or on behalf of, Customer or any third party or user of Customer's Service, relating to this Agreement, the Services, or the Device. This paragraph shall survive termination of this Agreement.

5.4 No Warranties on Service

GoLinkUp MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS OF THE SERVICE FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OR ANY WARRANTY ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE OR ANY WARRANTY THAT THE SERVICE WILL MEET CUSTOMER'S REQUIREMENTS. WITHOUT LIMITING THE FOREGOING, GoLinkUp DOES NOT WARRANT THAT THE SERVICE WILL BE WITHOUT FAILURE, DELAY, INTERRUPTION, ERROR, AND DEGRADATION OF SERVICE QUALITY OR LOSS OF CONTENT, DATA OR INFORMATION. NEITHER GoLinkUp NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES OR AGENTS OR ANY OTHER SERVICE PROVIDER OR VENDOR WHO FURNISHES SERVICES OR PRODUCTS TO CUSTOMER IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE WILL BE LIABLE FOR UNAUTHORIZED ACCESS TO GOLINKUP SERVICES OR CUSTOMER'S TRANSMISSION FACILITIES OR PREMISES EQUIPMENT OR FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF, CUSTOMER'S DATA FILES, PROGRAMS, PROCEDURES OR INFORMATION THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES OR ANY OTHER METHOD, REGARDLESS OF WHETHER SUCH DAMAGE OCCURS AS A RESULT OF GoLinkUp OR ITS SERVICE PROVIDER'S OR VENDORS' NEGLIGENCE. STATEMENTS AND DESCRIPTIONS CONCERNING THE SERVICE OR DEVICE, IF ANY, BY GoLinkUp OR IT'S AGENTS OR INSTALLERS ARE INFORMATIONAL AND ARE NOT GIVEN AS A WARRANTY OF ANY KIND.

5.5 No Third Party Beneficiaries

No provision of this Agreement provides any person or entity not a party to this Agreement with any remedy, claim, liability, reimbursement, or cause of action or creates any other third party beneficiary rights.

5.6 Content

You are liable for any and all liability that may arise out of the content transmitted by or to you or Users using the Services. You shall assure that your or User's use of the Services and content will at all times comply with all applicable laws, regulations and written and electronic instructions for use. GoLinkUp reserves the right to terminate or suspend affected Services, and/or remove your or Users' content from the Services, if GoLinkUp determines that such use or content doer not conform with the requirements set forth in this Agreement or interferes with GoLinkUp' ability to provide Services to you or others or receives notice from anyone that your or Users' use or Content may violate any laws or regulations. GoLinkUp' actions or inaction under this Section shall not constitute review or approval of your or Users' use or Content. You will indemnify and hold GoLinkUp against any and all liability arising from the content transmitted by or to you or to Users using the Services. A "User" means any person, whether authorized or unauthorized, using the Service and/or Device provided to you.

6. GOVERNING LAW / RESOLUTION OF DISPUTES

6.1 Mandatory Arbitration

Any dispute or claim between GoLinkUp service Customer and GoLinkUp arising out of or relating to the Service or Device provided in connection with this Agreement shall be resolved by arbitration before a single arbitrator administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules (or, for Customers subscribing to service in Canada, a Canadian arbitration organization of GoLinkUp' choosing). The arbitration shall take place in New York (or, for Customers subscribing to service in Canada, in Toronto, Ontario ) and shall be conducted in English. The arbitrator's decision shall follow the plain meaning of the relevant documents, and shall be final and binding. Without limiting the foregoing, the parties agree that no arbitrator has the authority to: (i) award relief in excess of what this Agreement provides; or (ii) award punitive or exemplary damages. Judgment on the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. All claims shall be arbitrated individually and Customer will not bring, or join any class action of any kind in court or in arbitration or seek to consolidate or bring previously consolidated claims in arbitration. CUSTOMER ACKNOWLEDGES THAT THIS ARBITRATION PROVISION CONSTITUTES A WAIVER OF ANY RIGHT TO A JURY TRIAL.

6.2 Governing Law

The Agreement and the relationship between you and GoLinkUp shall be governed by the laws of the State of Illinois (or, for Customers subscribing to service in Canada , applicable Canadian law) without regard to its conflict of law provisions. To the extent court action is initiated to enforce an arbitration award or for any other reason consistent with Section 6.1, you and GoLinkUp agree to submit to the personal and exclusive jurisdiction of the courts located within the state of Illinois (or, for Customers subscribing to service in Canada, courts sitting within the province of Ontario) and waive any objection as to venue or inconvenient forum. The failure of GoLinkUp to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Agreement remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.

6.3 Entire Agreement

This Agreement and the rates for Services found on GoLinkUp's website constitute the entire agreement between you and GoLinkUp and govern your use of the Service, superseding any prior agreements between you and GoLinkUp Incorporated and any and all prior or contemporaneous statements, understandings, writings, commitments, or representations concerning its subject matter. No amendment to this Agreement shall be binding upon GoLinkUp unless and until posted in accordance with Section 3 hereof.

6.4 Severability

If any part of this Agreement is legally declared invalid or unenforceable, all other parts of this Agreement are still valid and enforceable. Such invalidity or non-enforceability will not invalidate or render unenforceable any other portion of this Agreement.

7. PRIVACY

GoLinkUp Service utilizes, in whole or in part, the public Internet and third party networks to transmit voice and other communications. GoLinkUp is not liable for any lack of privacy which may be experienced with regard to the Service. Please refer to our Privacy Policy applicable to you at www.golinkup.com for additional information.

Last Updated November 28, 2006