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TERMS OF USE

 

Updated: June 3rd, 2022

 

Please read these Terms of Use (this “Agreement”) fully and carefully before
using the Site and Services (as described in Section 1 below). This Agreement
sets forth the legally-binding terms and conditions for your use of the Site and
Services. BY REGISTERING FOR AND/OR USING THE SERVICES IN ANY MANNER, YOU AGREE
THAT YOU HAVE READ, UNDERSTAND AND ACCEPT THIS AGREEMENT AND ALL OTHER OPERATING
RULES, POLICIES AND PROCEDURES REFERENCED HEREIN, EACH OF WHICH IS INCORPORATED
HEREIN BY THIS REFERENCE AND EACH OF WHICH MAY BE UPDATED FROM TIME TO TIME AS
SET FORTH BELOW, TO THE EXCLUSION OF ALL OTHER TERMS. You may not use the
Services if you do not unconditionally accept this Agreement. If you are
accepting on behalf of an organization, you represent and warrant that you have
the authority to do so; however, if your organization has entered into a
separate contract with Vonage covering its use of the Services, then that
contract shall govern instead.

 

EXCEPT FOR CERTAIN TYPES OF DISPUTES DEFINED IN THE ARBITRATION SECTION BELOW,
YOU AGREE THAT DISPUTES BETWEEN YOU AND VONAGE SHALL BE RESOLVED BY BINDING,
INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION
LAWSUIT OR CLASS-WIDE ARBITRATION.

 

In this Agreement, “Customer” shall refer to you, unless you are accepting on
behalf of a company in which case “Customer” shall mean that organization; and
“Vonage” shall refer to the contracting entity identified in Schedule 1.  Vonage
and Customer are each referred to in this Agreement as a “Party” and
collectively as the “Parties.” In consideration of the terms and covenants set
forth herein, and for other good and valuable consideration the receipt and
sufficiency of which is hereby acknowledged, the Parties agree as follows.

 

 

1. Vonage’s Services.

 

Vonage offers a variety of communication-enabling services (“Services”)
described at https://www.vonage.com/communications-apis (the “Site”), which
include its APIs, SDKs, software, code snippets, documentation, technical
support, the Site itself, and the features, functionality, and connectivity
provided through Vonage’s proprietary platform. This Agreement governs the
Parties’ respective obligations regarding all Services provided to or used by
Customer.

 

a. Additional Terms and Policies. This Agreement incorporates the following
additional policies:

i. Privacy Policy, https://www.vonage.com/legal/privacy-policy (“Privacy
Policy”)

ii. Acceptable Use Policy,
https://www.vonage.com/legal/communications-apis/acceptable-use (“AUP”)

iii. Supplemental Terms for Certain Vonage Services,
https://www.vonage.com/legal/communications-apis/supplemental-terms (“Supplemental
Terms”)

iv. Data Processing Addendum, https://www.vonage.com/legal/data/dpa/ ("DPA")

Vonage may update the foregoing additional terms and policies from time to time
by posting a notice on the Site or by sending Customer notice through the
Services.

 

b. Changes. Changes in the industry, carrier and other partner requirements,
applicable law and regulations may require Vonage to make changes to the
Services from time to time. It is Customer’s responsibility to ensure that its
usage is compatible with the then-current Services. Vonage endeavors to maintain
backward compatibility, but where it cannot, it will make commercially
reasonable efforts to provide at least 60 days’ notice prior to implementing
changes that do not maintain backward compatibility. Vonage may in its
reasonable discretion suspend or discontinue any of the Services or component
thereof at any time by posting a notice on the Site or by sending Customer
notice through the Services, or by another appropriate means of electronic
communication.

 

c. Telephone Numbers. Customer acknowledges and agrees that its use of the
Services or any of the telephone numbers that Vonage may provide in connection
with use of the Services do not grant Customer any ownership or other rights in
the telephone number other than the limited, revocable use rights expressly set
forth in this Agreement. Customer does not have the right to use those telephone
numbers indefinitely. Customer acknowledges and agrees that telephone numbers
which Vonage provisions may be reclaimed by Vonage or the applicable supplier
from time to time during the Term, and may be re-assigned to other customers
after the Term. Vonage reserves the right to reclaim any phone number from
Customer’s Account if Customer does not send sufficient traffic over that phone
number such that the phone number is unutilized or underutilized, as defined by
any local, federal, and/or national regulatory agency and/or governmental
organization with oversight over the relevant phone number and numbering plan.
If Vonage seeks to reclaim a phone number from Customer’s Account, excluding
suspended, terminated, and trial accounts, Vonage will provide at least two
weeks’ advance notice via email where possible within commercial reason, except
where Vonage is prevented from doing so by the applicable regulatory agency or
governmental organization. Vonage also reserves the right to reclaim phone
numbers from accounts suspended for failure to pay and/or suspended for
suspected fraud. Customer may not transfer or assign the telephone numbers
Vonage provides to Customer unless otherwise mutually agreed by the Parties in
writing.

 

2. Customer Account.

 

To access and use certain Services, Customer must create an account (“Account”)
on the Site. Customer shall provide accurate, complete, and current Account
information and, as applicable, timely update the same. Customer is solely
responsible for the activity that occurs on its Account (which includes its
sub-accounts), including via the Customer Application (as defined below), and
for keeping its Account password secure. Vonage will not be liable for losses
caused by any unauthorized use of the Account. Customer represents and warrants
that it is duly authorized to do business and use the Services in all
jurisdictions in which Customer operates. Customer must notify Vonage promptly
of any change in Customer’s eligibility to use the Services (including any
changes to or revocation of any licenses from state authorities), breach of
security or any known unauthorized use of Customer’s Account. Upon termination
of this Agreement, Customer may delete its Account by emailing
support@api.vonage.com. Notwithstanding deletion of Customer’s Account, Vonage
may retain Customer data as reasonably necessary for compliance with applicable
law.

 

3. Fees and Payment

 

a. Paid Services. Customer agrees to pay for its use of the Services as set
forth on the pricing page on the Site, as may be updated from time to time,
except and only to the extent Customer has entered a separate written agreement
or addendum with Vonage for special pricing on certain Services and/or
country-specific pricing, or Vonage has otherwise conveyed special pricing in
writing to Customer. Vonage reserves the right to change pricing from time to
time. Customer’s continued use of the Services after a price change becomes
effective constitutes Customer’s agreement to pay the changed amount.

 

b. Prepayment. Except as set forth in the next sub-section, Customer shall pay
in advance for the Services in the currency specified by Vonage, without the
right of set-off, deductions, or counterclaim. Some of the Services may accept
recurring period charges as agreed to by Customer on the Site. By choosing such
auto-reload payment plan, Customer acknowledges that such Services have a
recurring payment feature and Customer accepts responsibility for all recurring
charges prior to cancellation. VONAGE MAY SUBMIT PERIODIC CHARGES (E.G.,
MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM CUSTOMER, UNTIL CUSTOMER PROVIDES
PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY VONAGE) THAT CUSTOMER HAS
TERMINATED THIS AUTHORIZATION OR WISHES TO CHANGE ITS PAYMENT METHOD. SUCH
NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE VONAGE REASONABLY COULD ACT.
CUSTOMER MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR ITS BILLING
ACCOUNT. IF CUSTOMER HAS REQUESTED AUTO-RELOAD PAYMENTS, CUSTOMER MUST PROMPTLY
UPDATE ALL INFORMATION TO KEEP ITS BILLING ACCOUNT CURRENT, COMPLETE AND
ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT
CARD EXPIRATION DATE), AND CUSTOMER MUST PROMPTLY NOTIFY VONAGE OR ITS PAYMENT
PROCESSOR IF CUSTOMER’S PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR
IF CUSTOMER BECOMES AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE
UNAUTHORIZED DISCLOSURE OR USE OF CUSTOMER’S USER NAME OR PASSWORD. CHANGES TO
SUCH INFORMATION CAN BE MADE IN THE ACCOUNT DASHBOARD. IF CUSTOMER FAILS TO
PROVIDE ANY OF THE FOREGOING INFORMATION, CUSTOMER AGREES THAT VONAGE MAY
CONTINUE CHARGING CUSTOMER FOR ANY USE OF PAID SERVICES UNDER THE BILLING
ACCOUNT UNLESS CUSTOMER HAS CANCELLED AUTO-RELOAD OR TERMINATED ITS PAID
SERVICES AS SET FORTH ABOVE. Customer may change its payment method or terminate
any auto-reload authorization via the Account dashboard.

 

c. Post-payment. Where authorized by Vonage in writing, Vonage will invoice
Customer for the Services monthly in arrears, and payment shall be due 30 days
following the date of invoice, without deduction. Invoices may be sent to the
e-mail address specified in Customer’s Account, and shall be deemed received on
the date sent. Customer shall pay interest on past due amounts at a rate of 1.5%
per month or the maximum rate permitted by law, whichever is less, and shall be
responsible for all costs of collection. If Customer disputes any invoiced
charges exceeding EUR 1,000 in a detailed writing provided to Vonage, and such
disputes are reasonable and made in good faith (as reasonably determined by
Vonage), then (i) the Parties shall discuss and attempt to resolve the dispute
in good faith in a timely manner, and (ii) Customer may withhold the disputed
portion of the invoice exceeding EUR 1,000 if Customer has paid the undisputed
portion of the invoice in accordance with the Agreement, until the dispute is
resolved. Customer’s credit shall be limited to the amount indicated by Vonage
from time-to-time in connection with Customer’s Account.

 

d. Taxes. Unless otherwise provided on the pricing page on the Site, all charges
and fees for the Services are exclusive of any country, province, federal, state
or local taxes, including without limitation, use, sales, value-added,
privilege, or other taxes, levies, imports, duties, fees, surcharges,
governmental assessments and withholdings (“Taxes”). Customer will be solely
liable for and will pay upon demand all Taxes associated with Customer’s access
to and use of the Services and shall not deduct any such amounts, or any other
withholdings, set-offs or deductions, from amounts Customer owes Vonage, but
will not be responsible for taxes based on Vonage’s net income. Customer may
present Vonage with an exemption certificate eliminating Customer’s and Vonage’s
liability to pay certain Taxes. Once Vonage has received and approved the
exemption certificate, Customer shall be exempt from those Taxes on a
going-forward basis. If, a taxing jurisdiction determines that Customer is not
exempt from Taxes and assesses those taxes, Customer shall pay those Taxes to
Vonage, plus any applicable interest or penalties. SUCH NOTICE WILL NOT AFFECT
CHARGES SUBMITTED BEFORE VONAGE REASONABLY COULD ACT.

 

e. Billing Disputes.

Billing disputes must be initiated within 30 days of the date the Service was
provided, by contacting Vonage at  nexmo.billing@vonage.com. Upon expiration of
such 30-day period, Customer will not be entitled to dispute any fees paid or
payable to Vonage. The Parties will work together in good faith to resolve
billing disputes. A pending billing dispute shall not exempt Customer from
timely paying any undisputed amounts owed. Any disputes that cannot be resolved
in accordance with the foregoing shall be handled in accordance with Section 13
below. Other than in accordance with the foregoing, fees paid are
non-refundable.

 

4. License

 

Subject to Customer’s compliance with this Agreement, Vonage hereby grants
Customer a limited, revocable, personal, non-exclusive, non-transferable,
non-sublicenseable license until this Agreement or Customer’s Account is
terminated (the “Term”) to (i) use the documentation and APIs Vonage makes
available to Customer to create an original application that interfaces with the
Services (“Customer Application”), and (ii) make the Services available to
Customer’s end users (“End Users”) through the Customer Application. The
foregoing license shall extend to Customer Affiliates, provided that such
Customer Affiliates are acting via Customer’s Account and provided further that
Customer remains jointly and severally liable for all acts and omissions of its
Affiliates. An “Affiliate,” with respect to a Party, means any entity that
controls, is controlled by, or is under common control with that Party.

 

5. Restrictions.

 

Customer shall not, and shall ensure that its End Users and Affiliates do not,
and shall not authorize, assist or enable any other third party to:

 

a. Transfer, resell, lease, license, or otherwise make available the Services to
third parties, except for Customer’s use of the Services to provide its Customer
Application to third parties as set forth in Section 4;

b. Use the Services in any manner that violates the AUP;

c. Decipher, decompile, disassemble, reverse engineer or otherwise attempt to
derive any source code or underlying ideas or algorithms of any part of the
Services, except to the limited extent applicable laws specifically prohibit
such reverse-engineering restrictions;

d. Alter, modify, translate, or otherwise create derivative works of any part of
the Services, except as may be authorized by specific licensing terms
accompanying certain software or software development kits; or

e. Use the Services in connection with any call types that would result in
Vonage incurring originating access charges, local exchange carrier “DIP” fees
or other call types that may be subject to any reverse billing process,
application or charge.

 

6. Intellectual Property.

 

a. Customer’s Application and Application Content. As between Customer and
Vonage, Customer owns and reserves all right, title and interest in Customer
Applications, and any content originally transmitted by Customer or its End
Users via the Customer Applications (“Application Content”). Customer authorizes
Vonage to use the Application Content to provide the Services and perform in
accordance with this Agreement.

 

b. Suggestions. Customer’s suggested improvements to and feedback regarding the
Services are not Confidential Information (as defined below), and Customer
grants to Vonage an unrestricted, irrevocable, fully paid-up, and non-exclusive
right to use such suggestions and feedback for any purpose.

 

c. Vonage Services and Vonage Content. Vonage owns and reserves all right, title
and interest in and to the Services and all improvements, modifications and
derivative works thereof. Other than the Customer Application and Application
Content, all content made available through the Site or the Services
(collectively, “Vonage Content”) are as between Customer and Vonage owned by
Vonage.

 

d. Publicity. Except as explicitly granted herein, neither Party is granted a
license or other right (express, implied or otherwise) to use any trademarks,
copyrights, service marks, logos, trade names, patents, trade secrets or other
form of intellectual property of the other Party or its Affiliates without the
express prior written authorization of the other Party. Customer will not issue
any press release or other public statement relating to this Agreement, except
as may be required by law or agreed by Vonage in a writing signed by an
authorized representative of Vonage’s Corporate Communications department.
Vonage may identify Customer using its name, trademarks and/or logos in its
marketing collateral, presentations and websites.

 

e. Notices and Restrictions. The Services may contain Vonage Content
specifically provided by Vonage, Vonage's partners, Vonage’s customers, or other
third parties that is subject to and protected by copyrights, trademarks,
service marks, patents, trade secrets or other proprietary rights and laws under
United States and other laws and international conventions. Customer shall abide
by and maintain all copyright notices, information, and restrictions contained
in any Vonage Content accessed through the Services.

 

7. Confidentiality.

 

a. Confidential Information. “Confidential Information” means any non-public
information or data, regardless of whether it is in tangible form, disclosed by
either Party that is marked or otherwise designated as confidential or
proprietary or that should otherwise be reasonably understood to be confidential
given the nature of the information and the circumstances surrounding
disclosure. “Confidential Information” does not include any information which:
(i) is publicly available through no fault of receiving Party, (ii) was properly
known to receiving Party, without restriction, prior to disclosure by the
disclosing Party, (iii) was properly disclosed to receiving Party, without
restriction, by another person without violation of disclosing Party’s rights,
or (iv) is independently developed by the receiving Party without use of or
reference to the disclosing Party’s Confidential Information. Each Party agrees
that it will use the Confidential Information of the other Party solely in
accordance with the provisions of this Agreement (and for Vonage to provide the
Services) and it will not disclose such information to any third party without
the other Party’s prior written consent, except as otherwise permitted hereunder
or for Vonage to provide the Services or make other disclosures identified in
the Privacy Policy. Each Party agrees to exercise due care in protecting the
other Party’s Confidential Information from unauthorized use and disclosure.
Each Party may also disclose the Confidential Information of the other Party, in
whole or in part to its employees, representatives, actual or potential
investors and subcontractors who have a need to know and are bound to keep such
information confidential consistent with the terms of this Section. In addition,
Vonage may disclose this Agreement under a comparable non-disclosure agreement
in response to a third-party due diligence request supporting a financing or
non-ordinary course of business corporate transaction. Either Party may disclose
the Confidential Information of the other as required by law, legal process or
court order; provided that, subject to applicable law, it promptly notifies the
other Party of such required disclosure in order to allow the other Party to
seek a protective order or other appropriate remedy.

 

8. Indemnification.

 

a. Customer Indemnification. Customer agrees to defend, indemnify and hold
harmless Vonage, its Affiliates, suppliers, and partners, and each of their
respective employees, contractors, directors, officers and representatives, from
and against any damages, liabilities, claims, demands, obligations, losses,
fines, penalties, and expenses (including reasonable attorney’s fees)
(collectively, “Losses”) incurred in connection with claims made or brought by a
third party arising from or relating to: (i) unauthorized or prohibited use of
the Services, including violations of the AUP or applicable law, by Customer,
its Affiliates or its or their End Users, employees, agents or subcontractors;
(ii) Application Content, (iii) claims by End Users to the extent they purport
to extend Vonage’s liability or obligations beyond the limitations and
disclaimers set forth in this Agreement, or (iv) gross negligence or willful
misconduct of Customer, its Affiliates or its or their employees, agents or
subcontractors.

 

b. Procedure. Vonage shall notify Customer promptly after Vonage learns of the
existence of an indemnifiable claim hereunder; provided, however, that failure
to give such notice shall only affect the rights of Vonage to the extent that
Customer is prejudiced. Vonage shall not admit any liability whatsoever.
Customer shall be entitled to take sole control of the defense and investigation
of the indemnifiable claim at its own expense, by providing prompt written
notice to Vonage, subject to Vonage’s approval of Customer’s counsel, such
approval not to be unreasonably withheld or delayed. Vonage shall cooperate in
all reasonable respects with Customer and its attorneys in the defense of the
claim (including by making available books, records, and personnel), and may
reasonably participate at its own expense, through its attorneys or otherwise,
provided that such participation does not interfere with Customer’s defense. All
settlements of indemnifiable claims under this Section shall: (i) be entered
into only with Vonage’s consent if such settlement requires any admission of
guilt or imposes any restriction on Vonage; and (ii) include an appropriate
confidentiality agreement prohibiting disclosure of the terms of such
settlement.

 

9. Warranties and Disclaimers.

 

a. Representations. Vonage represents and warrants to Customer that it (i) has
the corporate power and authority to enter into this Agreement and perform its
obligations hereunder, and (ii) is authorized to do business and provide the
Services.

 

b. Assumption of Risk. Vonage has no special relationship with or fiduciary duty
to Customer. Customer acknowledges and agrees that Vonage has no control over
and has no duty to take any action regarding and shall have no liability for
acts, faults or omissions of any third party telecommunications systems,
networks or operators (including, without limitation, suspension or termination
of Vonage’s connections, or faults in or failures of their apparatus or
network), in the jurisdictions in which it operates.

 

c. DISCLAIMER. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH ABOVE IN THIS AGREEMENT,
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES AND VONAGE
CONTENT ARE PROVIDED “AS IS”, “AS AVAILABLE” AND WITHOUT WARRANTY OF ANY KIND,
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
TITLE, NON-INFRINGEMENT, MERCHANTABILITY, QUALITY (E.G., AS TO LATENCY AND
THROUGHPUT), AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY
ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY
DISCLAIMED. VONAGE, AND VONAGE’S SUPPLIERS, PARTNERS AND LICENSORS, AND EACH OF
VONAGE’S AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS, DO NOT
WARRANT (AND HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES) THAT: (I) THE SERVICES
(OR ANY MOBILE OPERATORS) WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR
LOCATION, (II) ANY DEFECTS OR ERRORS WILL BE CORRECTED, (III) ANY CONTENT OR
SOFTWARE AVAILABLE ON OR THROUGH THE SERVICES IS FREE OF VIRUSES OR OTHER
HARMFUL COMPONENTS, (IV) THE CONTENT ON THE SITES OR SERVICES (OR ANY THIRD
PARTY SITES OR SERVICES LINKED THERETO) IS ACCURATE, ERROR-FREE, APPROPRIATE,
COMPLIANT, OR COMPLETE, OR (V) THE RESULTS OF USING THE SERVICES WILL MEET
CUSTOMER’S REQUIREMENTS. CUSTOMER’S USE OF THE SERVICES IS SOLELY AT CUSTOMER’S
OWN RISK. VONAGE DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY
FOR ANY CONTENT OF, COMMUNICATION BY, OR PRODUCT OR SERVICE ADVERTISED OR
OFFERED BY, A THIRD PARTY THROUGH THE SERVICES, AND VONAGE WILL NOT BE A PARTY
TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN CUSTOMER
AND THIRD PARTIES.

 

d. Reservation of Rights. Vonage reserves the right, but is not obligated, to
monitor and audit Customer’s use of the Services for any reason or no reason,
without notice, to ensure Customer’s compliance with this Agreement. Vonage
reserves the right, but is not obligated, to reject, refuse to transmit or post,
block, or remove any posting (including Application Content), or to restrict,
suspend or terminate Customer’s access to all or any part of the Services at any
time if Customer has violated the AUP or this Agreement or to prevent harm to
Vonage’s business or reputation. Vonage also reserves the right to access, read,
preserve, and disclose any information that Vonage reasonably believes is
necessary to (i) satisfy any applicable law, regulation, legal process or
governmental or agency request, (ii) enforce this Agreement, including
investigation of potential violations hereof, (iii) detect, prevent, or
otherwise address fraud, security or technical issues, (iv) respond to user
support requests, or (v) protect the rights, property or safety of Vonage, its
customers, its customers’ end users, and/or the public. Customer agrees to
provide Vonage with any information Vonage reasonably requests to investigate
and resolve problems relating to Customer’s Account.

 

e. No Emergency Services. Vonage’s Services are not intended for and may not be
used (i) in connection with 911, E911, or other emergency, public safety or
similar services (“Emergency Services”), or (ii) as a replacement for any
primary phone services (e.g., landline or mobile phones) used to contact
Emergency Services. Customer acknowledges that Vonage and Vonage’s suppliers
have no responsibility to connect any 911 calls to any Public Safety Answering
Point.

 

f. Beta Services. Certain Services may be designated or offered as a “beta”
version (“Beta Version”) of a Service, which may or may not be released as a
full commercial service in the future. Customer is not required to use any Beta
Version and does so at its sole risk. Except as otherwise indicated under
separate terms and conditions that may apply to such Beta Version, Vonage shall
not charge for such Beta Version, but reserves the right to charge for
subsequent versions of the Beta Version, including any potential commercial
releases. Customer acknowledges and agrees that the Beta Version may contain, in
Vonage’s sole discretion, more or fewer features or different licensing terms
than a subsequent commercial release version of the Beta Version. Vonage
reserves the right not to release later commercial release versions of the Beta
Version. Without limiting any disclaimer of warranty or other limitation stated
in this Agreement (or any separate terms and conditions that would otherwise be
applicable to such Beta Versions), Customer agrees that Beta Versions are not
considered by Vonage to be suitable for commercial use, and that may contain
errors affecting their proper operation. CUSTOMER ACKNOWLEDGES AND AGREES THAT
USE OF ANY BETA VERSION MAY EXHIBIT SPORADIC DISRUPTIONS THAT HAVE THE POTENTIAL
TO DISRUPT CUSTOMER’S USE OF ANY SERVICES. NOTWITHSTANDING ANY OTHER PROVISION
OF THIS AGREEMENT, VONAGE SPECIFICALLY DISCLAIMS ALL DAMAGES RESULTING FROM
CUSTOMER’S USE OF ANY BETA VERSION. The fact and existence of any Beta Version
shall be deemed to be Vonage Confidential Information under this Agreement. The
Support Policy shall not apply to Beta Versions.

 

g. Deletion of Customer Data. Except as agreed by Vonage and Customer in
writing, Vonage may periodically delete Customer’s data including any
Application Content. Further, data storage is not guaranteed by Vonage and
Vonage shall not have any liability whatsoever for any damage, liabilities,
losses, or any other consequences that Customer may incur relating to the loss
or deletion of Customer’s data.

 

10. Suspensions and Terminations.

 

a. Termination for Convenience. Customer may terminate its use of the Services
any time for any reason, and may close its Account by following the instructions
on the Site or by contacting Vonage at support@nexmo.com. Vonage may terminate
this Agreement by providing 60 days’ advance notice to Customer.

 

b. Suspension of Services; Termination for Cause. Vonage may suspend Customer’s
right to use the Services or terminate this Agreement in its entirety (and,
accordingly, Customer’s right to use the Service), for cause: (A) if Customer is
in breach of this Agreement and has failed to cure such breach within 30 days
after written notice thereof, or (B) immediately (i) if Customer has violated or
Vonage has reason to believe Customer has violated or has encouraged others to
violate any provision of the AUP, (ii) upon Customer’s liquidation, commencement
of dissolution proceedings, disposal of Customer’s assets, failure to continue
Customer’s business in the ordinary course, assignment for the benefit of
creditors, or if Customer becomes the subject of a voluntary or involuntary
bankruptcy or similar proceeding, or (iii) if Customer is in default of any
payment obligation with respect to any of the Services or if any payment
mechanism Customer has provided to Vonage is invalid or charges are refused for
such payment mechanism.

 

c. Effect of Suspension. Upon Vonage’s suspension of Customer’s use of or access
to any Services, in whole or in part, for any reason: (i) fees will continue to
accrue for any Services that are still in use by Customer, notwithstanding the
suspension, (ii) Customer remains liable for all fees, charges and any other
obligations Customer has (or Customer’s Account has) incurred through the date
of suspension with respect to the Services, and (iii) all of Customer’s rights
with respect to the Services will be terminated during the period of the
suspension.

 

d. Effect of Termination and Survival. Upon termination of this Agreement, for
any reason: (i) Customer remains liable for all fees, charges and any other
obligations accrued and owed by Customer through the effective date of such
termination, (ii) except as expressly set forth herein, all of Customer’s rights
and licenses under this Agreement will immediately terminate and Customer shall
cease using the Services, and (iii) any balance on Customer’s Account remaining
after termination of this Agreement will be repaid to Customer within twenty
(20) business days following termination. All amounts accrued or owed to Vonage
in connection with this Agreement and Sections 3, 5, 6, 7, 8; 9(b)-(e); 10; 11;
12; 13 and 14 shall survive any termination of this Agreement. Following any
suspension or termination of this Agreement or Customer’s Account other than for
breach, Customer may request any post-termination assistance that Vonage may
elect to make generally available with respect to the Services such as data
retrieval arrangements, subject to and conditioned upon Customer’s advance
payment of fees and acceptance of all terms and conditions that Vonage specifies
in writing with respect thereto.

 

11. Limitation of Liability.

 

NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, TO THE MAXIMUM EXTENT PERMITTED
BY APPLICABLE LAW, IN NO EVENT SHALL VONAGE OR VONAGE’S PARTNERS, SUPPLIERS,
LICENSORS, OR CONTENT PROVIDERS, OR ANY OF ITS OR THEIR RESPECTIVE DIRECTORS,
OFFICERS, EMPLOYEES, OR AGENTS, BE LIABLE UNDER ANY CONTRACT, TORT, WARRANTY,
STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT
TO THE SERVICES OR OTHER SUBJECT MATTER OF THIS AGREEMENT FOR: (I) ANY SPECIAL,
INDIRECT, INCIDENTAL, PUNITIVE, COMPENSATORY OR CONSEQUENTIAL DAMAGES OF ANY
KIND WHATSOEVER, LOST PROFITS, GOODWILL, REVENUE, INCOME OR BUSINESS, DATA LOSS,
INTERRUPTION OF BUSINESS, COST OF PROCUREMENT OF SUBSTITUTE GOODS, TECHNOLOGY,
RIGHTS OR SERVICES (HOWEVER ARISING AND EVEN IF ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES); (II) ANY LIABILITY THAT EXCEEDS THE GREATER OF 50,000 EUR OR THE
AMOUNT OF FEES ACTUALLY PAID TO VONAGE IN THE 6MONTHS PRECEDING THE EVENT GIVING
RISE TO THE CLAIM; OR (III) USE OF OR INABILITY TO USE THE SERVICES IN
CONNECTION WITH EMERGENCY SERVICES.

 

12. Governing Law and Venue.

 

This Agreement shall be governed by and construed in accordance with the laws of
the jurisdiction of the contracting entity identified in Schedule 1, without
reference to its principles of conflicts of law rules. The United Nations
Convention on Contracts for the International Sale of Goods shall not be
applicable hereto. Without limiting the preceding language, Customer agrees to
submit, for purposes of this Agreement, to the jurisdiction and venue of the of
the contracting entity identified in Schedule 1. CUSTOMER AGREES THAT ANY CAUSE
OF ACTION ARISING OUT OF OR RELATED TO THE SITE OR SERVICES OR VONAGE MUST
COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH
CAUSE OF ACTION IS PERMANENTLY BARRED.

 

13. Arbitration and Dispute Resolution.

 

a. Management Resolution. In the event either Party has a dispute or claim
against the other Party (except with respect to billing disputes), the disputing
Party shall provide written notice to the other Party. The Parties agree to
escalate disputes to their respective management, who will use commercially
reasonable efforts to resolve the dispute by consulting with each other in good
faith to reach an equitable resolution satisfactory to both Parties within 30
calendar days of the receipt of notice. Neither Party shall pursue or commence
proceedings regarding the dispute in any court, administrative arbitral or other
adjudicative body prior to engaging in such consultations and negotiations.

 

b. Binding Arbitration. If negotiations fail to resolve the dispute within 30
calendar days, and/or small claims court is not a valid option due to the size
or nature of the claim, all disputed claims (except for claims relating to
intellectual property rights, indemnity, or confidentiality obligations,
fraudulent or unauthorized use, theft, or piracy of service, or matters relating
to injunctions or other equitable relief) must be resolved by binding
arbitration before a single arbitrator, in the English language. This agreement
to arbitrate is intended to be given the broadest possible meaning under
applicable law. The initiation of an arbitration dispute shall not otherwise
prevent Vonage or Customer from terminating Services in accordance with the
Agreement.

 

c. Location and Procedure. A Party who intends to seek arbitration must first
send to the other Party a written notice of dispute, which must describe the
nature and basis of the dispute and set forth the specific relief sought. The
location of arbitration will be in location of the contracting entity identified
in Schedule 1, in accordance with its applicable arbitration rules and
procedures, and this dispute resolution provision will be governed by the
applicable arbitration act in that jurisdiction and not by any state or national
law concerning arbitration. The amount of any settlement offer made by Customer
or Vonage shall not be disclosed to the arbitrator until after the arbitrator
determines the amount, if any, to which Customer or Vonage is entitled. Judgment
on the award rendered by the arbitrator may be entered in any court having
competent jurisdiction. Any provision of applicable law notwithstanding, the
arbitrator will not have authority to award damages, remedies or awards that
conflict with this Agreement. The prevailing Party in any action or proceeding
to enforce this Agreement shall be entitled to recover its reasonable attorneys’
fees and costs.

 

d. Jury Trial and Class Action Waiver. Each Party waives its right to a trial by
jury for claims subject to arbitration hereunder. The arbitrator may award
relief only in favor of the individual Party seeking relief and only to the
extent necessary to provide relief warranted by that Party's individual claim.
The arbitrator may not award special, indirect, punitive, incidental or
consequential damages. CUSTOMER MAY BRING CLAIMS AGAINST VONAGE ONLY IN
CUSTOMER’S INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY
PURPORTED CLASS OR REPRESENTATIVE PROCEEDING AND CUSTOMER EXPRESSLY WAIVES ITS
RIGHT TO BRING A CLASS ACTION SUIT. The arbitrator may not consolidate more than
one person's or entity's claims, and may not otherwise preside over any form of
a representative or class proceeding.

 

e. Equitable Relief. Notwithstanding the foregoing, each Party shall be entitled
to enforce its intellectual property rights and seek equitable relief in any
court of competent jurisdiction at any time.

 

14. Miscellaneous.

 

a. Entire Agreement; Headings. This Agreement constitutes the entire agreement
between Customer and Vonage with respect to the Site and Services, and
supersedes all prior or contemporaneous communications and proposals (whether
oral, written or electronic) between Customer and Vonage with respect thereto.
The section and paragraph headings in this Agreement are for convenience of
reference only and shall not affect their interpretation. No oral or written
information or advice given by Vonage or its employees and other representatives
will create any obligations or warranty on behalf of Vonage unless otherwise
agreed in a writing signed by an authorized Vonage representative. Any purchase
orders, confirmations, payment documentation, or other terms provided by
Customer, even if signed by the Parties after the date hereof, shall have no
force or effect. In the event that the Parties have executed versions of this
Agreement drafted in more than one language, the English language version shall
govern and prevail.

 

b. Modifications/Waivers. Except as expressly provided elsewhere in this
Agreement, this Agreement may not be changed or modified, nor may any provisions
hereof be waived, nor may any consent or confirmation be considered to have been
given, except by an agreement in writing signed by the Party against whom
enforcement of the change or modification is asserted, and any such
modification, change, waiver, consent or confirmation on Vonage’s behalf may
only be given by an authorized signatory of Vonage. The failure of either Party
to exercise in any respect any right provided for herein shall not be deemed a
waiver of any further rights hereunder.

 

c. Severability. If any provision of this Agreement, or any part of such
provision, is found to be unenforceable or invalid, that provision will be (to
the minimum extent necessary) replaced by a valid and enforceable provision the
effect of which comes as close as possible to the intended economic effect of
the unenforceable or invalid provision, so that this Agreement will otherwise
remain in full force and effect and enforceable.

 

d. Force Majeure. Neither Party is liable for any failure of performance (other
than for delay or performance in the payment of money due and payable hereunder)
to the extent such failure is due to any cause or causes beyond such Party’s
reasonable control, including acts of God, fire, explosion, vandalism, cable
cut, adverse weather conditions, governmental action, acts of terrorism, strikes
and similar labor difficulties, war, sabotage, outages of third party
connections, utilities, or telecommunications networks, including, without
limitation, carrier-related problems or issues, internet-access issues, denial
of service attacks, shortage or unavailability of supplies, and other
mechanical, electronic or communications failures or degradation. Either Party’s
invocation of this clause will not relieve Customer of its obligation to pay for
any Services actually provided or permit Customer to terminate any Services
except as expressly provided herein.

 

e. Notices. Customer hereby authorizes Vonage to send notices to Customer
relating to this Agreement (e.g., Service updates, notices of breach and/or
suspension) via email to the email address Customer provides to Vonage in
Customer’s Account, in addition to the other means and methods set forth in this
Agreement. It is Customer’s responsibility to keep Customer’s email address
current, and Customer will be deemed to have received any email sent to the last
known email address Vonage has on record for Customer. Notices that Vonage sends
to Customer via email will be deemed effective upon Vonage’s sending of the
email. Notices provided to Vonage under this Agreement shall be sent to the
attention of Customer’s account manager, with a copy sent to the following
address with respect to any legal matters, at:

 

Vonage Business Inc.

251 Little Falls Drive

Wilmington, 

Delaware 19808

USA

Attn: Legal Department

legaldept@vonage.com

 

Unless otherwise specified in this Agreement, all notices under this Agreement
will be in writing and will be deemed to have been duly given when received, if
personally delivered or sent by certified or registered mail, return receipt
requested; when receipt is electronically confirmed, if transmitted by facsimile
or email; or the day after it is sent, if sent via next day delivery by
recognized overnight delivery service.

 

f. Relationship of the Parties. The relationship of the Parties shall not be
that of partners, agents or joint venturers for one another, and nothing
contained in the Agreement shall be deemed to constitute a partnership or agency
agreement between the Parties for any purpose. Vonage and Customer shall be
independent Parties and shall discharge their contractual obligations at their
own risk subject to the terms of this Agreement.

 

g. Assignment. This Agreement inures to and is binding upon the Parties’
successors and permitted assignees. Customer shall not assign this Agreement
without Vonage’s prior written consent.

 

h. Export Controls. By using the Services, Customer represents and warrants that
(i) its use of the Services will not violate any embargoes, sanctions, trade
restrictions or similar restrictions issued by any applicable governmental
entity, and (ii) Customer, its Affiliates, and its End Users have not been
designated by any applicable government or any government agency as a prohibited
or restricted party under any trade restrictions, export laws or the like.
Customer also will not use the Site or Services for any purpose prohibited by
applicable law, including the development, design, manufacture or production of
missiles, or nuclear, chemical or biological weapons. Customer may not use,
export, re-export, import, or transfer any technology or data related to the
Services except as authorized by both this Agreement and all applicable laws,
rules and regulations.

 

i. Government Terms. If Customer (or its End Users) is an agency, department or
other entity of any government, then any use, modification, duplication,
reproduction, release, performance, display, transfer or disclosure of the
Services and accompanying documentation shall be governed solely by this
Agreement. Any other use shall be prohibited and no other rights are granted.

 

15. Terms Applicable to EU Residents.

The terms and conditions in this Section shall apply only to Customers who
reside in the European Union, and notwithstanding anything else contained in
this Agreement.

 

a. Customer shall ensure that Vonage is enabled to use all Customer data
(including Application Content) necessary to provide the Services.

 

b. The primary characteristics of the Services will remain available to Customer
during the term of this Agreement.

 

c. For Customers who reside in Germany, and notwithstanding anything to the
contrary herein, in general, warranty rights with regards to the Services are
ruled by statutory law. However, liability without fault for initial defects is
excluded. The liability with fault remains unchanged. In assessing whether or
not Vonage is in fault Customer acknowledges that software cannot actually be
without defect. Deficiencies can be cured at Vonage’s discretion either by
rectification or replacement delivery. Customer is only entitled to a
termination according to statutory law due to the failure to grant use in
accordance with the Agreement if Vonage has been given sufficient opportunity to
rectify the deficiency and such attempt has failed. Vonage does not warrant
internet access for Customer, especially the availability or volume of internet
access. Customer is solely responsible for its access to the internet until the
point where Services are handed over by Vonage.

 

d. Notwithstanding Section 3(d), Customer will have a reasonable period from the
date of any charge to dispute such charge.

 

e. As to non-German Customers who reside in the EU, notwithstanding Section 11,
the following shall apply in relation to the limitation of liability:

i. The Parties shall only be fully liable for intent and gross negligence as
well as damages caused by injury to life, body or health;

 

ii. In an event of slight negligence, the Parties shall be liable only for
breaches of a material contractual obligation (cardinal duty). A “cardinal duty”
in the sense of this provision is an obligation whose fulfillment makes the
processing of this Agreement possible in the first place and on the fulfillment
of which the other Party may therefore generally rely;

 

iii. In any of the above mentioned cases, the Parties shall not be liable for
any lack of commercial success, lost profits and indirect damages;

 

iv. Liability in accordance with the above clauses shall be limited to the
typical, foreseeable damages: and

v. Except where otherwise stated in this Agreement, the Parties shall not be
liable for any loss or damage or any costs, expenses or other claims including
without limitation loss of profit, business, revenue, goodwill or anticipated
savings, loss of any data or information and/or special or indirect loss or
consequential loss or otherwise which arise out of or in connection with this
Agreement.

 

f. As to German Customers, notwithstanding Section 11, the following shall apply
in relation to the limitation of liability:

i. The liability of Vonage is unlimited for damages arising out of death, injury
to body or health based on a breach conducted by a legal representative or
designated agent of Vonage, as well as for damages that arise from the lack of a
guaranteed characteristic or in case of fraudulent intent;

 

ii. The liability of Vonage is unlimited for damages caused by Vonage, a legal
representative, or designated agent by intent or gross negligence;

 

iii. In case of a slight negligent breach of a contractual core duty Vonage
shall, except in the cases pursuant to (i) and (iv), only be liable to the
amount of the typically foreseeable damage. Contractual core duties abstractly
are such duties whose accomplishment enables proper fulfilment of the contract
in the first place and whose accomplishment a contractual party regularly may
rely on;

 

iv. Liability pursuant to the German Product Liability Act remains unaffected;

 

v. The limitation period for claims for damages shall be one (1) year, except in
the case of (i), (ii) and (iv) above, where the statutory statute of limitations
shall apply.

 

vi. Insofar as telecommunication services are affected, Vonage shall, except in
cases pursuant (i) and (iv) above, in cases of slight negligent breach of a
contract only be liable for an amount that does not exceed EUR 12,500 vis-à-vis
Customer and vis-à-vis all damaged parties an amount that does not exceed EUR
10,000,000 per damaging event. If, in the latter case, the compensation exceeds
the said maximum amount payable to several parties due to the same event, the
compensation shall be reduced in proportion to the ratio between the total
claims for damages and the upper limit




Schedule 1

 

 

Country / region of customer

 

 

Contracting entity

 

(Postpaid non-Video customers)

Billing entity

 

(Postpaid non-Video customers)

Contracting entity

 

(Prepay non-Video customers)

Billing entity

 

(Prepay non-Video customers)

Contracting entity

 

 

(Video customers)

Billing entity

 

(Video customers)

Governing Law

Jurisdiction

Arbitration


US & Americas


Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Delaware

State and federal courts of Delaware

JAMS

New York, New York

Austria

Belgium

Bulgaria

Croatia

Cyprus

Czech Republic

Denmark

Estonia

Finland

France Germany

Greece

Hungary

Ireland

Italy

Latvia

 

Lithuania

Luxembourg

Malta

Netherlands

Poland

Portugal

Romania

Slovakia

Slovenia

Spain

Sweden

Iceland

Lichtenstein

Norway


Vonage B.V.

Vonage B.V.

Vonage B.V.

Vonage Business Inc. (billing agent)

Vonage B.V.

Vonage Business Inc. (billing agent)

Dutch

Courts of Amsterdam, The Netherlands

JAMS

London, England

United Kingdom & EMEA 

(non-EU/EEA/Swiss)

Vonage Business Limited

Vonage Business Limited

Vonage Business Limited

Vonage Business Inc. (billing agent)

Vonage Business Limited

Vonage Business Inc. (billing agent)

London and Wales

Courts of London, England

JAMS

London, England

Brazil

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Brazil

State and federal courts of São Paulo, State of São Paulo, Brazil

JAMS

New York, New York

Singapore

Nexmo Pte. Ltd.

Nexmo Pte. Ltd.

Nexmo Pte. Ltd.

Vonage Business Inc. (billing agent)

Vonage Business Inc.

Vonage Business Inc.

Singapore

Courts of Singapore

SIAC

Singapore

Indonesia

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Indonesia

District courts of Jakarta

BANI

Jakarta, Indonesia

All other jurisdictions

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Vonage Business Inc.

Delaware

State and federal courts of Delaware

JAMS

New York, New York

 



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