Terms & Conditions

1) Definitions

2) Contractual Relationship

These Terms form a binding contract. Supplemental terms, product‑specific policies, or a master service agreement (if signed) also apply; if they conflict, the more specific document governs for that Service. We may update these Terms by posting a revised version with a new "Last Updated" date. Material changes will be notified via email or portal where appropriate.

3) Eligibility & Account Registration

You must be at least 18 (or the age of majority where you reside) and able to form a binding contract. You are responsible for account information accuracy and for keeping credentials confidential. You must promptly notify us of suspected unauthorized use. You are responsible for activities under your account.

4) Acceptable Use & Prohibited Activities

You agree not to use the Services to:

• Violate law, telecom regulations, or carrier rules (including CTIA and A2P/10DLC policies).
• Send spam, unlawful, harmful, deceptive, or harassing communications; impersonate others; or misrepresent identity or sender.
• Transmit content involving child exploitation, threats/violence, malware, or intellectual property infringement.
• Send carrier‑prohibited categories (e.g., SHAFT: sex, hate, alcohol to minors, firearms, tobacco), payday loans, illegal substances, or other restricted programs.
• Interfere with or disrupt the Services or the networks they run on; attempt to bypass security or rate limits.
• Collect others' Personal Information without valid legal basis and consent.

We may suspend or terminate Services for violations.

5) Numbers, Porting & Caller ID

Flagler Residential may provide numbers (DIDs, toll‑free, international). Numbers are not owned by you and may be reclaimed per regulation/carrier policy. Port‑in/out is subject to law, carrier approval, and timely cooperation from you (e.g., LOA, invoices). Caller ID names/labels are not guaranteed and may be altered by third‑party analytics or carriers.

6) Messaging Services (A2P/10DLC)

Registration

You must accurately register brand(s)/campaign(s) and use appropriate number types (e.g., 10DLC, toll‑free, short code). You are responsible for truthful use case descriptions and sample messages.

Consent

You must obtain and document valid opt‑in for recipients, clearly disclose frequency, STOP/HELP commands, and that message/data rates may apply.

Content Rules

Comply with CTIA and carrier policies; include your brand name in initial messages; avoid URL shorteners or public link aggregators that carriers disallow.

Opt‑Out

You must honor opt‑out requests immediately. We may enforce opt‑out across your campaigns/numbers for recipient protection.

Filtering & Delivery

Carriers may filter or delay messages; delivery is not guaranteed.

Records

You authorize us to retain logs and consent records needed for compliance and to respond to carrier/law enforcement inquiries.

7) eSIM Service Terms

eSIM activation requires compatible devices and participating carriers/coverage. Speeds, quality, and availability vary by network. Roaming and local restrictions may apply. You must comply with carrier acceptable use and pay usage‑based charges where applicable. We are not liable for outages or coverage gaps.

8) UCaaS/VoIP Service & E911 Limitations

VoIP relies on internet and power. Emergency calling (E911) may be unavailable during power or connectivity failures, or if your registered address is outdated. You must provide and keep current the Registered Location for each device/extension intended to place emergency calls. Mobile/softphone use may route differently and may not transmit accurate location. For life‑threatening emergencies, use a traditional landline or mobile network when available.

9) Recording & Monitoring

Some Services allow call recording, voicemail, or monitoring (e.g., whisper/barge). You are responsible for complying with all consent and notification laws for jurisdictions involved. You must configure announcements/consents where required.

10) Professional Services & Support

We may provide setup, migration, porting assistance, integrations, security hardening, and support. Deliverables are accepted upon delivery unless you provide written notice of material non‑conformance within 10 days. Support targets and channels are described on our site or Order. We may use reputable subcontractors.

11) Fees, Billing & Taxes

You agree to pay fees stated in the Order (recurring, usage‑based, and one‑time). Unless otherwise stated: fees are billed in advance for subscriptions and in arrears for usage; taxes, surcharges, regulatory fees, carrier pass‑through fees, porting fees, and recovery fees are additional. Invoices are due upon receipt; late amounts may accrue interest or late charges and may lead to suspension. Except where prohibited, all fees are non‑refundable, including for partial periods after cancellation.

12) Term, Renewal & Termination

The Term begins on the Service Activation Date and renews automatically per the Order unless either party gives written non‑renewal notice at least 30 days before the end of the current term. Either party may terminate for material breach if not cured within 30 days after written notice. We may terminate or suspend immediately for illegal use, nonpayment, or carrier directive. Upon termination, you must cease using the Services and pay amounts due; certain sections survive (e.g., ownership, disclaimers, limitation of liability, arbitration).

13) Ownership & Intellectual Property

Flagler Residential and its licensors retain all rights, title, and interest in the Services, software, documentation, and trademarks. You retain rights to your Content. You grant us a limited license to process Content to provide the Services.

14) Third‑Party Services & Integrations

The Services may interoperate with third‑party products (e.g., CRMs, analytics, carriers). We are not responsible for third‑party terms, policies, or actions. Your use of them is at your discretion and subject to their terms.

15) Warranties & Disclaimers

EXCEPT AS EXPRESSLY PROVIDED IN AN ORDER, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON‑INFRINGEMENT. We do not warrant uninterrupted or error‑free operation, delivery of all messages, prevention of all fraud/spam, or compatibility with every device/network.

17) Indemnification

You will defend, indemnify, and hold harmless Flagler Residential, its affiliates, and personnel from any claims, damages, fines, penalties, liabilities, and expenses (including reasonable attorneys' fees) arising from or related to: (a) your Content; (b) your use of the Services in violation of law or these Terms; (c) alleged violations of telecom rules (including A2P/10DLC non‑compliance); (d) disputes with your end users or customers.

18) Privacy; Data Processing

Our Privacy Policy describes how we collect and use Personal Information. Where we process Personal Information on your behalf, a data processing addendum (DPA) may apply. You are responsible for providing legally adequate privacy notices to and obtaining necessary consents from your end users.

19) Service Changes

We may modify or discontinue features upon reasonable notice, including to comply with carrier requirements or law. We will not materially reduce core functionality during a prepaid term without offering reasonable alternatives or credits.

20) Beta/Preview Features

From time to time, we may offer beta features. Betas are provided "as is," may be suspended at any time, and are excluded from SLAs and warranties.

21) Electronic Communications & E‑Sign Consent

You consent to receive notices electronically (email, portal, SMS). Your continued use constitutes acceptance of updates. You agree that electronic signatures, consents, and records satisfy legal requirements.

23) Governing Law & Venue

These Terms are governed by the laws of the State of Florida, without regard to conflict‑of‑laws principles. Subject to the arbitration clause, the exclusive venue for disputes will be the state or federal courts located in Broward County, Florida.

24) Export & Sanctions Compliance

You represent that you (and Authorized Users) are not located in, under the control of, or a national/resident of any country or party subject to U.S. embargo/sanctions. You will not use the Services in violation of export control or sanctions laws.

25) Force Majeure

We are not liable for delays or failures caused by events beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, power/internet failures, carrier outages, or governmental actions.

26) Notices

Legal notices to Flagler Residential must be sent to the address or email specified in your Order or on our website's contact page. We may provide notices to the contact(s) associated with your account, including by email.

27) Assignment

You may not assign these Terms without our prior written consent. We may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.

28) Severability; No Waiver; Entire Agreement

If any provision is held unenforceable, the remaining provisions remain in effect. Failure to enforce a provision is not a waiver. These Terms, together with the Order and incorporated policies (including the Privacy Policy and any DPA), are the entire agreement and supersede prior or contemporaneous agreements regarding the subject matter.