Common use of Local Number Portability (LNP) Clause in Contracts

Local Number Portability (LNP). 13.1 If Customer desires to port a number either to or from Provider's Network, Customer shall execute and/or deliver to Provider all documents and information requested by Provider, including, but not limited to, all required Letters of Authorization ("LOA"). Services ported away will only include the number itself and does not include removal of 911 or SMS services. Customer acknowledges and agrees that Provider shall have the right to refuse to port any number to its network for any reason. Customer agrees that Provider, in its sole discretion, may port a number to any Third-Party Vendor selected by Provider in order to provide the Services, and that Provider may be required to be named as the Customer of Record for such number. Provider will make reasonable commercial efforts to execute all port requests; however, Provider has no control over any porting process (either to or from Provider's Network). As such, Provider makes no guaranties or warranties that a number will be ported on a particular day, or that a submitted port request will result in the number being ported. Provider will inform Customer of port dates when such dates are known to Provider. Provider reserves the right to change the port date in its sole discretion. Customer shall pay $3.00/TN for any number ported from Provider’s network. Customer agrees to comply with all applicable rules, regulations, and orders, including but not limited to all FCC and public utility commission rules regarding number porting. Provider makes no warranty that the Service(s) associated with a number will be uninterrupted or error free during any porting process. Provider does not guarantee or warrant that numbers provided to Customer were not previously used in robocalling campaigns. Customer acknowledges that, if any account associated with the number being ported is canceled or suspended prior to the port date, such number may not be eligible for porting. It is Customer's sole responsibility and obligation to timely cancel its account(s) with the provider from which the number is being ported, and Customer shall be solely responsible for any contractual obligations it has with such provider and any applicable fees and charges, including early termination fees. Number porting is done at the Customer's sole risk. Under no circumstances shall Provider be liable for any damages, including, without limitation, loss of profits, associated with porting or not porting a number. Customer agrees to indemnify, defend, and hold Provider, Provider’s Affiliates, and the Third Party Vendors harmless from and against any and all claims, liabilities, losses, judgments, damages and expenses, including without limitation attorneys' fees and costs of litigation, incurred or suffered by such party relating to or arising out of any number port requested by Customer, including those arising from any slamming complaints. Customer acknowledges that requests to port numbers away from Provider’s Network will be completed not less than seven (7) days from the date of the request. Customer also acknowledges that it will not port any numbers without verification from the Subscriber or the end user if the Subscriber is not the end user. Customer agrees to comply with all reasonable LNP policies established from time to time by Provider and communicated to Customer in writing. Provider may modify its LNP policies at any time but shall provide at least seven (7) days prior written notice to Customer. Customer acknowledges that Provider is not always notified by underlying carriers when DIDs are ported out from their network. Customer is responsible for monitoring Customer’s DID stock to ensure Customer is aware of DIDs which have been ported away.

Local Number Portability (LNP). 13.1 If Customer desires to port a number either to or from Provider's Network, Customer shall execute and/or deliver to Provider all documents and information requested by Provider, including, but not limited to, all required Letters of Authorization ("LOA"). Services ported away will only include the number itself and does not include removal of 911 or SMS services. Customer acknowledges and agrees that Provider shall have the right to refuse to port any number to its network for any reason. Customer agrees that Provider, in its sole discretion, may port a number to any Third-Third- Party Vendor selected by Provider in order to provide the Services, and that Provider may be required to be named as the Customer of Record for such number. Provider will make reasonable commercial efforts to execute all port requests; however, Provider has no control over any porting process (either to or from Provider's Network). As such, Provider makes no guaranties or warranties that a number will be ported on a particular day, or that a submitted port request will result in the number being ported. Provider will inform Customer of port dates when such dates are known to Provider. Provider reserves the right to change the port date in its sole discretion. Customer shall pay $3.00/TN for any number ported from Provider’s network. Customer agrees to comply with all applicable rules, regulations, and orders, including but not limited to all FCC and public utility commission rules regarding number porting. Provider makes no warranty that the Service(s) associated with a number will be uninterrupted or error free during any porting process. Provider does not guarantee or warrant that numbers provided to Customer were not previously used in robocalling campaigns. Customer acknowledges that, if any account associated with the number being ported is canceled or suspended prior to the port date, such number may not be eligible for porting. It is Customer's sole responsibility and obligation to timely cancel its account(s) with the provider from which the number is being ported, and Customer shall be solely responsible for any contractual obligations it has with such provider and any applicable fees and charges, including early termination fees. Number porting is done at the Customer's sole risk. Under no circumstances shall Provider be liable for any damages, including, without limitation, loss of profits, associated with porting or not porting a number. Customer agrees to indemnify, defend, and hold Provider, Provider’s Affiliates, and the Third Party Vendors harmless from and against any and all claims, liabilities, losses, judgments, damages and expenses, including without limitation attorneys' fees and costs of litigation, incurred or suffered by such party relating to or arising out of any number port requested by Customer, including those arising from any slamming complaints. Customer acknowledges that requests to port numbers away from Provider’s Network will be completed not less than seven (7) days from the date of the request. Customer also acknowledges that it will not port any numbers without verification from the Subscriber or the end user if the Subscriber is not the end user. Customer agrees to comply with all reasonable LNP policies established from time to time by Provider and communicated to Customer in writing. Provider may modify its LNP policies at any time but shall provide at least seven (7) days prior written notice to Customer. Customer acknowledges that Provider is not always notified by underlying carriers when DIDs are ported out from their network. Customer is responsible for monitoring Customer’s DID stock to ensure Customer is aware of DIDs which have been ported away.