This agreement ("Agreement") is between MIJITELECOM LLC. ("we," "us" or "MIJI") and the user ("you," "user" or "Customer") of MIJI's mijicall (North America Unlimited, North America Unlimited Plus, China 1000, Japan 1000, Japan Mobile 400, Korea 1000, Pay-As-You-Go Package, Package 1000, Package 2000, Package 4000, Private Beta) services and any related services ("Service"). This Agreement governs both the Service and any devices, such as a MIJI Phone Adapter, MIJI Router & Phone Adapter, MIJI WiFi Phone, MIJI Multiline IP Phone, or any other IP connection device provided by for use in conjunction with the Service ("Device" or "Equipment"). BY ENROLLING IN, ACTIVATING, USING OR PAYING FOR THE SERVICES OR DEVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO ALL OF THE TERMS AND CONDITIONS IN THIS AGREEMENT, THAT YOU ARE OF LEGAL AGE, AND THAT YOU AGREE TO BE BOUND BY ALL TERMS HEREIN. IF YOU HAVE NOT READ AND UNDERSTOOD THIS ENTIRE AGREEMENT, AND DO NOT AGREE TO BE BOUND BY ITS TERMS, DO NOT USE THE SERVICES OR DEVICE, AND CANCEL THE SERVICES IMMEDIATELY BY CONTACTING MIJITELECOM VIA E-MAIL AT support@mijitelecom.com AND STATING YOUR NAME, ACCOUNT INFORMATION AND DESIRE TO CANCEL SERVICE.

1. SERVICE

1.1 Term

Service is offered on a monthly basis for a term which begins on the date that MIJI activates your 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 MIJI written e-mail 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, plus a disconnect fee if applicable under the terms of this Agreement, all of which immediately become due, payable, and chargeable to your credit card. 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 Equipment Requirements

The Service requires valid and registered landline or cellular phone equipment which may be provided by MIJI or by the Customer pursuant to the terms of this Agreement. Use of the Service without such equipment is strictly prohibited. If you elect to provide your own equipment, then you are solely responsible for maintaining it and ensuring that it is compatible with the Service, and you agree that if it is not compatible with, or properly configured for MIJI, MIJI may terminate the Service in its sole discretion.

1.3.1 Residential Use of Service

If you have subscribed to MIJI's Residential services, the Service is provided to you as a single usage (user) residential plan, for your own personal, residential, non-business and non-professional use. This means that you agree not to use, and may not use, the Service for any commercial activities, governmental activities, profit-making activities, and/or non-profit activities, including but not limited to home office, business, sales, tele-commuting, tele-marketing, auto-dialing, continuous or extensive call forwarding, call relaying, fax broadcast, fax blasting and any other activity that would be inconsistent with normal residential usage patterns. This also means that you agree not to, and may not, sell, resell or transfer the Service to any other person for any purpose, or make any charge for the use of the Service, without the prior express written permission from MIJI. You agree that if MIJI determines in its sole discretion that you have used the Service, and/or anyone else has used the Service for any activities and purposes prohibited by this section it may immediately charge you MIJI's higher rates for its Business service for all periods, including past periods, in which you use, or used, the Service for such prohibited activities together with a US$100.00 administrative fee for same, and that MIJI may immediately charge such amounts on your credit card. MIJI reserves the right to immediately terminate and subject you to the disconnect fee pursuant to Section 7.6 or modify the Service, if MIJI determines, in its sole discretion, that Customer's Service is being used for such prohibited activities or in any other manner prohibited by this Agreement. In addition to and without prejudicing or waiving any other remedies that it is entitled to, MIJI, after it has determined in its sole discretion that you have violated this Section 1.3.1, may retroactively charge you $.05 per minute for all US and Canadian calls made since the activation of your account. Violations of this Section 1.3.1 regarding International calls will likewise be retroactively billed at the then current published rates. You agree that any payment made to MIJI pursuant to this section is made as liquidated damages and not as a penalty, because it would be difficult if not impossible to ascertain damages. In the event that MIJI has to take legal action to enforce the provisions of this section, the prevailing party shall be entitled to its reasonable expenses, including attorney's fees, regardless of whether in house or outside counsel is employed. If in house counsel is employed, billing shall be at the rate of $300.00 per hour and billed in six minute increments.

1.3.2 Business Use of Service

If you have subscribed to MIJI's Business services, the Service is provided to you as a business user. This means that you agree not to, and may not, sell, resell or transfer the Service to any other person for any purpose, or make any charge for the use of the Service, without the prior express written permission from MIJI. You agree that the MIJI Business Plan does not confer the right to use the Service for auto-dialing, call center activities, continuous or extensive call forwarding, call relaying, telemarketing, fax broadcasting or fax blasting, and that you may not use the Service for those purposes. MIJI reserves the right to (1) immediately terminate or modify the Service, and (2) charge an administrative fee of US$100.00 per day of service during which Customer engaged in prohibited activities, if MIJI determines, in its sole discretion that Customer's Service is/was being used for such prohibited activities or in any other manner prohibited by this Agreement.

1.4 Prohibited Uses of Service
You agree to use the Service only for lawful purposes. You agree not to use the Service for any unlawful purpose, including for example, using the Service in a way that (1) interferes with our ability to provide Service to you or other customers, or (2) avoids your obligation to pay for the Services. You also agree not to use the Service for transmitting or receiving any communication or material of any kind which would (1) constitute a criminal offense, give rise to a civil liability, or otherwise violate any applicable local, state, national or international law or (2) encourage conduct that would constitute a criminal offense, give rise to a civil liability, or otherwise violate any applicable local, state, national or international law. MIJI reserves the right to terminate the Service immediately and without advance notice if MIJI, in its sole discretion, believes that you have violated the above restrictions, leaving you responsible for the full month's charges to the end of the current term, including without limitation unbilled charges, plus a disconnect fee, all of which immediately become due, payable and chargeable to your credit card. If MIJI, in its sole discretion believes that you have violated the above restrictions, MIJI may forward the objectionable material, as well as your communications with MIJI and your personally identifiable information to the appropriate authorities for investigation and prosecution, and by using the Service you thereby consent to such forwarding.

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

MIJI allows use of the Service inside or outside of the United States. However, if you use it outside the United States you do so at your own risk. If you remove the Device to a country outside the United States and/or use or attempt to use it there, you do so at your own risk, including but not limited to the risk that such activity violates the laws of the country where you do so, and/or violates the export laws of the United States and/or the import laws of that other country.

1.6 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 Customer in conjunction with providing the Service, or embedded in the Device, and all Services, information, documents and materials on MIJI'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 MIJI are and shall remain the exclusive property of MIJI and nothing in this Agreement shall grant you the right or license to use 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 Customer 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, and that the Device is exclusively for use in connection with the Service. You expressly agree that the Device is exclusively for use in connection with the Service and that MIJI will not provide any passwords, codes or other information or assistance that would permit or enable you to use the Device for any other purposes. If you decide to use the Service through an interface device not provided by MIJI, which MIJI 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 MIJI against any and all liability arising out of your use of such interface device with the Service. You agree not to reverse compile, disassemble or reverse engineer or otherwise attempt to derive the source code from the binary code of the firmware or software.

1.7 Tampering with the Device and Service

You agree not to change the electronic serial number, MAC or equipment identifier of the Device, or to perform a factory reset of the Device, without express permission from MIJI in each instance which MIJI may grant or deny in its sole discretion. MIJI reserves the right to terminate your Service should you tamper with the Device, leaving you responsible for the full month's 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 disrupt or hack the Service or to make or attempt to make any use of the Service that is inconsistent with its intended purpose.

1.8 Theft of Service or Device

You agree to notify MIJI immediately, in writing or by calling the MIJI customer support line, if the Device 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. 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.

1.9 Number Transfer on Service Termination

MIJI may, solely at the Company's discretion, release any telephone number that was ported in to MIJI by you and used in connection with your Service to your new service provider, if such new service provider is able to accept such number, upon your termination of the Service, and provided (i) your account has been terminated; (ii) your MIJI account is completely current including payment for all charges and disconnect fees; and (iii) you request the transfer upon terminating your account. MIJI will not transfer or release telephone numbers that it has assigned for use in conjunction with your Service.

1.10 Service Distinctions

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

1.11 No 900 Calls

The Service does not permit calls to 900 numbers or other pay-per-call services.

1.12 No Operator Service

The Service does not support calls to operator services.

1.13 No Collect Calls

The Service does not support collect calls.

1.14 Directory Assistance

You agree that calls to Directory Assistance (1-XXX-555-1212) excluding toll-free Directory Assistance (1-8---555-1212) will incur a US$0.99 per call charge.

1.15 Calls from a Payphone

You agree that calls to a MIJI Toll-Free Alternate Number from a Payphone will incur a US$0.30 per call charge.

2. INDEMNIFICATION

THE TERM "MIJI" AS USED IN THIS SECTION SHALL MEAN MIJITELECOM LLC. AND ITS AFFILIATES, EMPLOYEES, DIRECTORS, OFFICERS, SERVANTS AND AGENTS AND ANY OTHER SERVICE PROVIDER THAT FURNISHES SERVICES OR DEVICES TO YOU IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE OR THE DEVICE.
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 OR DEVICE, AND YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS MIJI AGAINST ANY AND ALL LIABILITY FOR ANY SUCH USE THAT FAILS TO COMPLY WITH THIS AGREEMENT. YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS MIJI FROM ANY AND ALL CLAIMS AND/OR LIABILITY FOR DAMAGES, PERSONAL INJURY, DEATH, FINES, PENALTIES, COSTS, EXPENSES, LOSSES, LOST PROFIT, LOST REVENUE, PROPERTY DAMAGE, ATTORNEYS' FEES, AND ANY AND ALL OTHER DAMAGES OF WHATEVER KIND AND NATURE RELATING TO OR ARISING OUT OF THE SERVICE, THE USE OF OR INABILITY TO USE THE SERVICE, THE ABSENCE, FAILURE OR OUTAGE OF THE SERVICE, THE INABILITY TO DIAL 911 OR E911 TO ACCESS EMERGENCY SERVICE PERSONNEL, THE INABILITY TO DIAL SECURITY, LAW ENFORCEMENT OR FIRE PREVENTION/ PROTECTION SERVICES OR SYSTEMS, THE DEVICE, THE USE OF AND/OR INABILITY TO USE THE DEVICE, THE INSTALLATION OF THE DEVICE, AND/OR THIS AGREEMENT. THIS SECTION SHALL SURVIVE THE AGREEMENT.

3. LIMITATION OF LIABILITY

THE TERM "MIJI" AS USED IN THIS SECTION SHALL MEAN MIJITELECOM LLC. AND ITS AFFILIATES, EMPLOYEES, DIRECTORS, OFFICERS, SERVANTS AND AGENTS AND ANY OTHER SERVICE PROVIDER THAT FURNISHES SERVICES OR DEVICES TO YOU IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE OR THE DEVICE.
IN NO EVENT SHALL MIJI BE LIABLE TO YOU OR ANYONE ELSE FOR ANY INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR FOR ANY DAMAGES FOR LOSS OF DATA, LOSS OF REVENUE OR PROFITS, RELATING TO OR ARISING OUT OF THE SERVICE, THE USE OF OR INABILITY TO USE THE SERVICE, THE ABSENCE, DELAY, FAILURE OR OUTAGE OF THE SERVICE, THE INABILITY TO DIAL 911 OR E911 TO ACCESS EMERGENCY SERVICE PERSONNEL, THE INABILITY TO DIAL SECURITY, LAW ENFORCEMENT OR FIRE PREVENTION/ PROTECTION SERVICES OR SYSTEMS, THE DEVICE, THE USE OF AND/OR INABILITY TO USE THE DEVICE, THE INSTALLATION OF THE DEVICE, AND/OR THIS AGREEMENT. NOR SHALL MIJI BE LIABLE FOR ANY DELAY OR FAILURE TO PROVIDE THE SERVICE, INCLUDING 911 DIALING, AT ANY TIME OR FROM TIME TO TIME, OR FOR ANY INTERRUPTION OR DEGRADATION OF VOICE QUALITY CAUSED BY ANY REASON INCLUDING BUT NOT LIMITED TO THE FOLLOWING: AN ACT OR OMISSION OF AN UNDERLYING CARRIER, SERVICE PROVIDER, VENDOR OR THIRD PARTY, EQUIPMENT, NETWORK OR FACILITY FAILURE, EQUIPMENT, NETWORK OR FACILITY UPGRADE, SERVICE, MAINTENANCE, MODIFICATION, SHORTAGE, OR RELOCATION, FORCE MAJEURE EVENTS SUCH AS BUT NOT LIMITED TO ACTS OF GOD, ADVERSE WEATHER, STRIKES, FIRE, WAR, RIOT, GOVERNMENT ACTIONS OR TERRORISM, SERVICE, DEVICE, EQUIPMENT, NETWORK OR FACILITY FAILURE CAUSED BY THE LOSS OF POWER OR INTERNET SERVICE TO MIJI OR CUSTOMER, AND ANY CAUSE THAT IS BEYOND MIJI'S CONTROL, INCLUDING WITHOUT LIMITATION THE FAILURE OF AN INCOMING OR OUTGOING COMMUNICATION, THE INABILITY OF COMMUNICATIONS TO BE CONNECTED OR COMPLETED, INCLUDING 911 DIALING, OR DEGRADATION OF VOICE QUALITY. MIJI SHALL NOT BE LIABLE FOR UNAUTHORIZED ACCESS TO MIJI'S 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 MIJI'S NEGLIGENCE OR OTHER ACTS OR OMISSIONS. MIJI'S LIABILITY FOR ANY ACT OR OMISSION SHALL IN NO EVENT EXCEED THE SERVICE CHARGES WITH RESPECT TO THE AFFECTED TIME PERIOD. THE LIMITATIONS SET FORTH HEREIN APPLY TO ALL 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 MIJI WAS INFORMED OF THE LIKELIHOOD OF ANY PARTICULAR TYPE OF DAMAGE. FURTHER, YOU AGREE TO REIMBURSE MIJI FOR ALL COSTS AND EXPENSES RELATED TO THE DEFENSE OF ANY SUCH CLAIMS, INCLUDING ATTORNEYS' FEES AND LITIGATION COSTS. THE PROVISIONS OF THIS SECTION SHALL BE APPLIED TO THE FULLEST EXTENT OF THE LAW, BUT IF ANY PORTION OF THIS SECTION IS DETERMINED TO BE UNLAWFUL, THEN THIS SECTION SHALL BE CONSTRUED TO LIMIT LIABILITY AGAINST MIJI TO THE FULLEST EXTENT POSSIBLE UNDER THE LAW. THIS SECTION SHALL SURVIVE THE AGREEMENT.

4. WARRANTIES

THE TERM "MIJI" AS USED IN THIS SECTION SHALL MEAN MIJITELECOM LLC. AND ITS AFFILIATES, EMPLOYEES, DIRECTORS, OFFICERS, SERVANTS AND AGENTS AND ANY OTHER SERVICE PROVIDER THAT FURNISHES SERVICES OR DEVICES TO YOU IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE OR THE DEVICE.
MIJI MAKES NO EXPRESS OR IMPLIED WARRANTY REGARDING THE SERVICE OR DEVICE OR THE INSTALLATION OF SAME AND DISCLAIMS ANY IMPLIED WARRANTY, INCLUDING ANY WARRANTIES OF MERCHANTABILITY AND/OR FITNESS FOR A PARTICULAR PURPOSE. MIJI DOES NOT WARRANT THAT THE SERVICE OR DEVICE WILL FUNCTION WITHOUT FAILURE, DELAY, INTERRUPTION, ERROR, DEGRADATION OF VOICE QUALITY OR LOSS OF CONTENT, DATA OR INFORMATION. MIJI DOES NOT AUTHORIZE ANYONE, INCLUDING BUT NOT LIMITED TO ITS EMPLOYEES, AGENTS OR REPRESENTATIVES, TO MAKE A WARRANTY OF ANY KIND ON ITS BEHALF AND YOU SHOULD NOT RELY ON ANY SUCH STATEMENT. IF CUSTOMER PURCHASED THE DEVICE NEW FROM MIJI AND THE DEVICE INCLUDED A LIMITED WARRANTY AT THE TIME OF PURCHASE, CUSTOMER MUST REFER TO THE SEPARATE LIMITED WARRANTY DOCUMENT FOR INFORMATION ON THE LIMITATION AND DISCLAIMER OF SUCH WARRANTY. IF CUSTOMER'S DEVICE DID NOT INCLUDE A LIMITED WARRANTY FROM MIJI AT THE TIME OF PURCHASE, CUSTOMER AGREES THAT IT ACCEPTS THE DEVICE "AS IS" AND THAT CUSTOMER IS NOT ENTITLED TO REPLACEMENT OR REFUND IN THE EVENT OF ANY DEFECT. THE PROVISIONS OF THIS SECTION SHALL BE APPLIED TO THE FULLEST EXTENT OF THE LAW, BUT IF ANY PORTION OF THIS SECTION IS DETERMINED TO BE UNLAWFUL, THEN THIS SECTION SHALL BE CONSTRUED TO LIMIT LIABILITY AGAINST MIJI TO THE FULLEST EXTENT POSSIBLE UNDER THE LAW.

5. CHANGES TO THIS AGREEMENT

MIJI may change the terms and conditions of this Agreement from time to time. Changes to this Agreement supercede all previously agreed to electronic and written Terms and Conditions. IF YOU CONTINUE TO BE ENROLLED IN, USE, OR PAY FOR THE SERVICES AFTER ANY CHANGES IN THE PRICES, CHARGES, AND/OR TERMS AND CONDITIONS HAVE BEEN MADE, YOU AGREE TO THE CHANGES. Notices will be considered given and effective on the date posted on the MIJI website at www.mijicall.com/terms and/or the date we notify you of changes by the following: email at the address provided by you, postcard, letter, recorded announcement, message on your bill, an insert in your bill, newspaper ad, or a call to your billed telephone number, whichever occurs first.

6. CHARGES / PAYMENTS / DEFAULT / TAXES / TERMINATION

6.1 Billing

You must give us a valid credit card number when the Service is activated. If the card expires, you close your account or your billing address changes, or the card is cancelled and replaced owing to loss or theft, you must advise MIJI at once by changing your credit card information in your account portal. We will bill all charges monthly to your credit card, including but not limited to: activation fees, monthly Service fees, surcharges, applicable taxes, disconnection fees, international usage charges, advanced feature charges, equipment purchases and shipping and handling charges. MIJI reserves the right to bill at more frequent intervals if the amount due at any time exceeds US$25.00. You may not pay by credit card, however, if you have five (5) or more MIJI accounts, in which case you must pay by check or wire transfer into a MIJI Master Account.

6.1.1 "One Time Use" or Disposable Credit Cards

MIJI strictly prohibits the use of "one time use" or disposable credit cards. If you use such a card to activate the MIJI Service and such use results in MIJI not being able to collect charges for the Service, you will be subject to a $500.00 fee as liquidated damages and not as a penalty, plus any reasonable in-house or outside counsel attorney's fees incurred by MIJI to collect such unpaid charges and liquidated damages.

6.2 Billing Disputes

You must notify MIJI in writing within seven (7) days after receiving your credit card statement or from the time funds are debited from your MIJI Master Account if you dispute any MIJI charges on that statement or that have been debited from your MIJI Master Account, or such dispute will be deemed waived. Notification of all billing disputes shall be sent to the following address:
Customer Care Billing Department
MIJI TELECOM LLC.
2500 Plaza 5, Harborside Financial Center
Jersey City, NJ 07311
or
support@mijitelecom.com

6.3 Payment

MIJI only accepts payments by credit card, unless you have five (5) or more accounts as explained above. Your initial use of the Service authorizes MIJI to charge all amounts due MIJI as stated in the Agreement on the credit card account number on file with MIJI, or on any other credit card provided by Customer if the original card expires or is replaced. This authorization will remain valid until 30 days after MIJI receives your written notice terminating MIJI's authority to charge your credit card. MIJI may terminate your Service at any time, in its sole discretion, if any charge to your credit card on file with MIJI is declined or reversed, if your credit card expires and you have not provided MIJI with a new valid and approved credit card, or in case of any other non-payment of account charges. Termination of Service for a declined or expired credit card, reversed charges or non-payment leaves you fully liable to MIJI for all charges accrued before termination and for costs incurred by MIJI to collect all monies owed by Customer, such as (but not limited to) collection costs and in house or outside attorneys' fees as defined is Section 1.3.1. MIJI may make billing adjustments for the Service retroactively for a period of one hundred eighty (180) calendar days after the date a Service is rendered if they are made within two (2) months of MIJI's receipt of any invoice for the payment of additional fees and charges imposed by law.
If you have five (5) or more MIJI accounts, you must maintain a MIJI Master Account to pay the monthly Service fees. You must maintain a minimum balance of at least 150% of the total of the monthly Service fees in your MIJI Master Account. You must fund your MIJI Master Account by check or by wire transfer and not by credit card. You may monitor your MIJI Master Account on your MIJI Master Account portal. In the event that the available funds in your MIJI Master Account balance falls to within 20% of the minimum balance, MIJI will take reasonable steps to email you a notice to remind you to replenish your MIJI Master Account. However, you are wholly responsible for ensuring that you have adequate available funds in your MIJI Master Account at all times, and MIJI will not be responsible if any warning emails are not sent out or are not received. MIJI may terminate your Service at any time, in its sole discretion, if you have failed to replenish your MIJI Master Account with funds adequate to i) maintain the minimum balance, and ii) pay any outstanding amounts due, and iii) cover all charges for monthly Services.

6.4 Termination/Discontinuance of Service

MIJI reserves the right to suspend or discontinue providing the Service generally, or to terminate your Service, at any time in its sole discretion. If MIJI discontinues providing the Service generally, or terminates or suspends your Service in 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 or suspended for any stated reason, including without limitation, violation of any terms of this Agreement, or because of any improper use of the Service 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 MIJI or of a third party provider to which MIJI is subject), you will be responsible for the full month's charges to the end of the current term, including without limitation unbilled charges, plus a disconnect fee if applicable, all of which immediately become due, payable and chargeable to your credit card.

6.5 Taxes

Customer is responsible for, and shall pay any applicable federal, state, municipal, local or other governmental sales, use, excise, Universal Service Fees, value-added, personal property, public utility and other taxes, fees and charges now in force or enacted in the future, that arise from or as a result of Customer's 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. If Customer is exempt from payment of such taxes, it will provide MIJI with an original government-issued certificate attesting to tax-exempt status. Tax exemption will only apply from and after the date MIJI receives such certificate.

7. 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. MIJI reserves the right to terminate or suspend affected Services, and/or remove your or Users' content from the Services, if MIJI determines that such use or content does not conform with the requirements set forth in this Agreement or interferes with MIJI's 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. MIJI's actions or inaction under this Section shall not constitute review or approval of your or Users' use or Content. You will indemnify and hold harmless MIJI 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.

8. RESOLUTION OF DISPUTES BY BINDING ARBITRATION

IT IS IMPORTANT THAT YOU READ THIS ENTIRE SECTION CAREFULLY. THIS SECTION PROVIDES FOR RESOLUTION OF DISPUTES THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF BY A JUDGE, JURY, OR CLASS ACTION LAWSUIT. YOU CONTINUE TO HAVE CERTAIN RIGHTS TO OBTAIN RELIEF FROM A FEDERAL OR STATE REGULATORY AGENCY. THIS SECTION DOES NOT APPLY TO RESIDENTS OF CALIFORNIA.

8.1 Mandatory Binding Arbitration

All disputes arising out of or related to this Agreement, the Service and/or the Device (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal or equitable theory) must be resolved by final and binding arbitration. This includes any dispute based on any Device, Service, advertising or otherwise having a connection to this Agreement. The arbitration will be conducted by one arbitrator using the procedures described by this Section. If any portion of this Resolution of Disputes by Binding Arbitration Section is determined to be unenforceable, then the remainder shall be given full force and effect.
The arbitration of any dispute shall be conducted in accordance with the American Arbitration Association's ("AAA") Supplementary Procedures for Consumer-Related Disputes, as modified by this Agreement, which are in effect on the date a dispute is submitted to the AAA. To the extent that such procedures differ from this Agreement, this Agreement shall govern to the fullest extent permitted by law. You have the right to be represented by counsel in an arbitration. In conducting the arbitration and making any award, the arbitrator shall be bound by and strictly enforce the terms of this Agreement and may not limit, expand, or otherwise modify its terms.
NO DISPUTE MAY BE JOINED WITH ANOTHER LAWSUIT, OR IN AN ARBITRATION WITH A DISPUTE OF ANY OTHER PERSON, OR RESOLVED ON A CLASS WIDE BASIS. THE ARBITRATOR MAY NOT AWARD DAMAGES THAT ARE BARRED BY THIS AGREEMENT AND MAY NOT AWARD PUNITIVE DAMAGES OR ATTORNEYS' FEES. YOU AND MIJI BOTH WAIVE ANY CLAIMS FOR AN AWARD OF DAMAGES THAT ARE EXCLUDED UNDER THIS AGREEMENT.
In the event that a dispute arises out of this Agreement, the prevailing party shall be entitled to its reasonable expenses, including attorney's fees, regardless of whether in house or outside counsel is employed. If in house counsel is employed, billing shall be at the rate of $300.00 per hour and billed in six minute increments.

8.2 Arbitration Information and Filing Procedure

Before you take a dispute to arbitration or to small claims court, you must first write to us at MIJI TELECOM LLC, 2500 Plaza 5, Harborside Financial Center, Jersey City, NJ 07311 and give us an opportunity to resolve the dispute. Similarly, before MIJI takes a dispute to arbitration, we must first attempt to resolve it by contacting you. If the dispute cannot be satisfactorily resolved within sixty (60) days from the date you or MIJI is notified by the other of a dispute, then either party may contact the AAA in writing at AAA Service Center, 134555 Noel Road, Suite 1750, Dallas, TX 75240-6620 and request arbitration of the dispute. Information about the arbitration process and the AAA's Arbitration Rules and its fees are available on the Internet at www.adr.org, or by contacting us at billing@MIJITelecom.com. The arbitration will be based only on written submissions of the parties and the documents submitted to the AAA relating to the dispute, unless either party requests that the arbitration be conducted using the AAA's telephonic, online, or in-person procedures. Additional charges may apply for these procedures. Any in-person arbitration will be conducted at a location the AAA selects in Massachusetts in Middlesex or Norfolk Counties. Arbitrations under this Agreement shall be confidential as permitted by federal law. However, by filing for arbitration, you may elect to relieve both parties to the arbitration of confidentiality obligations.

8.3 Time for Filing Claims

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 with the AAA within one year after such claim or cause of action arose or be forever barred.

9. GOVERNING LAW

This Agreement and the relationship between you and MIJI shall be governed by the laws of the State of New Jersey without regard to its conflict of law provisions.

10. ENTIRE AGREEMENT

This Agreement and any modifications to it pursuant to Section 6, and the rates for Services found on MIJI's website, constitute the entire agreement between you and MIJI and govern your use of the Service, superseding any prior agreements between you and MIJI and any and all prior or contemporaneous statements, understandings, writings, commitments, or representations concerning its subject matter. No changes to this Agreement shall be binding upon either you or MIJI unless they are made pursuant to Section 6.

11. 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.

12. PRIVACY
MIJI Service utilizes, in whole or in part, the public Internet and third party networks to transmit voice and other communications. You acknowledge and understand that MIJI cannot guarantee that voice over IP communication is completely secure. You agree that MIJI may access all features of your account and the Services to determine whether the Services are being used fraudulently and/or in violation of this Agreement, and for any other purposes. YOU AGREE THAT MIJI SHALL NOT BE LIABLE FOR ANY LACK OF PRIVACY. Please refer to our Privacy Policy at www.mijicall.com for additional information.

13. ASSIGNMENT

MIJI may assign all or part of its rights or duties under the Agreement without notifying you. If we do that, we have no further obligation to you. You may not assign the Agreement or the Service or Device without our prior written agreement.

14. NO THIRD PARTY RIGHTS
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.

15. SURVIVAL
The provisions of this Agreement relating to indemnification, limitations on liability, warranty limitations and disclaimers, resolution of disputes, billings and your obligation to pay for the Service provided and any additional usage charges, shall survive the termination of the Agreement and the termination of the Service.

Last Updated: May 8, 2007