This agreement ("Agreement") is between Seawolf Technologies Inc. (“Seawolf”) and an end user (“you”) or ("Customer") of Seawolf VoIP Phone Card Service or Phonecardonsale.com. This agreement governs both service and any devices, such as any IP telephones, analog telephone adapter or any other IP connection devices or prepaid phonecards, international calling cards or related phone card products or services. All Services are governed by the terms and conditions of this Agreement. ANY CONFLICTING OR ADDITIONAL TERMS AND CONDITIONS ON ANY DOCUMENT RELATED TO THE SUBJECT MATTER OF THIS AGREEMENT ARE HEREBY REPLACED BY THIS AGREEMENT. By activating the Service, you acknowledge that you have read, understood and agree to and accept the terms and conditions set forth in this agreement and that you are of legal age to enter into this agreement. The rates and charges for the Service are effective as of July 1, 2020 and are subject to change without further notice. To check the most current rates and charges, the most current version of the Agreement, or if you have questions about your services, contact Seawolf Technologies Inc. or your sales agent. PLEASE READ THESE TERMS OF USE CAREFULLY. By accessing or using our website in any way you agree to comply with these SERVICE TERMS & CONDITIONS AGREEMENT, including any other documents, policies and guidelines incorporated by Seawolf (referred to collectively as the "Terms").

1. Term Service, including but not limited phone card, calling card, international phonecard, prepaid phone card and/or calling card, is offered on a various basis and begins on the date Customer activates Services or Customer starts to use Service and continues for the duration of the life time defined in each product’s description.

2. Satisfaction Guarantee Seawolf offers the Customer 30 Day Guarantee for its phone card and calling card products. If the customer is unhappy with the service for any reason, they may cancel their service within 30 days of initiation of the service. However, Customer agree to pay the difference between full value and current balance plus 20% of face value restock fee. The Customer is responsible for all calls made over the Seawolf network and all shipping costs to return the product to Seawolf. THE MONEY BACK GUARANTEE WILL NOT BE HONORED IF THE CUSTOMER FAILS TO MEET THESE REQUIREMENTS. Seawolf can be reached at 1-800-508-3316 for help in returning product or service.

3. Equipment and Devices To provide Services, Seawolf may sell equipment or IP devices to Customer ("Equipment"). All shipments are F.O.B. Seawolf’s facilities. You shall be the owner of the Equipment, and bear all risk of loss for theft, casualty, or damage to the Equipment from the time it is shipped. Customer agrees not to change any serial number or Equipment identifier, or to alter any Equipment without the express written consent of Seawolf. Seawolf reserves the right to terminate Customer's service should you tamper with the Equipment and you will be responsible for all charges in the then current service period plus a disconnection fee.

4. Service – Usage Usage must be consistent with normal business or personal use. Seawolf reserves the right to monitor usage for possible abuse of service. If any usage in excess of a threshold aggregated minutes per month for certain offers, Seawolf reserves the right to immediately terminate or modify the service. Customer agrees to use the Service and Equipment only for lawful purposes. Customer aggress not to use the Services for any communication of any kind which in Seawolf sole discretion would constitute and criminal offense or otherwise constitute a violation of any local, state, federal or international law or encourage conduct which would violate any such law. Customer may not resell or transfer the Services or the Equipment to any other person without the prior written consent of Seawolf, which consent may be withheld in Seawolf's sole discretion. Customer understands and agrees that the Service may be subject to different government regulations.

5. Charges, Billing and Payment

   Credit Card Payment. Seawolf accepts payments by credit card. Customer must provide Seawolf valid credit card number from an accepted issuer. Your initial use of the Service authorizes Seawolf to charge the credit card number ("Credit Card") for all charges arising from Customer's use of the Services. The Customer shall enter, update, or notify Seawolf of any change to the Credit Card information during purchase or subscription including, without limitation, changes in account number, expiration date and billing address.

   Toll Charges. All calls using the Services that originates or terminates in the Public Switched Telephone Network ("PSTN"), are subject to the then applicable toll charges that are associated with the service plan Customer has selected. All calls to parties that are not an Seawolf Customer and are in destinations outside the United States will be charged at the then current international rates published on Seawolf website. The duration of each call will be calculated in one-minute increments.

   Telephone Numbers. Any telephone numbers provided by Seawolf to the Customer shall be leased and not sold. Customers may not use such numbers with any devise other than the Equipment or Service without the express prior written consent of Seawolf. It is sole discretion of Seawolf to change, cancel or move the numbers.

   Billing Disputes. The Customer must dispute any charges for the Services within thirty (30) days of receipt of the monthly or one-time email/online invoice. The Customer understands and agrees that their failure to dispute any charges within the thirty (30) day time period constitutes a waiver of all claims to any dispute.

   Late Payment - Non-Payment. Seawolf may suspend or terminate the Services for nonpayment. All accrued charges shall immediately be due and payable, to include a late fee of the lesser of 1.5% or the maximum allowed by law. Customers will be charged a fee of ten dollars ($10.00) if charges cannot be processed to the Credit Card. Neither suspension nor termination shall relieve the Customer from the obligation to pay all amounts owing under this Agreement.

   Taxes. Prices, rates and fees for Service and/or Equipment do not include sales, use, excise, local, federal or state, value added, customs duties, public utility or other similar taxes. The Customer will pay all such taxes, which are applicable, and they will be added to any amounts otherwise owed by the Customer under the Agreement. No taxes shall be included in any refund to Customer under the Agreement.

   Credits. The Customer acknowledges and agrees that the Services are provided "as is, where is". No credit allowances shall be made for interruption of Service.

   Promotions. Seawolf may, in its sole discretion, from time to time offer promotions or discounts via email or text message. The Customer agree to subscribe this promotion service and is free to cancel it by unsubscribe via email or text. To redeem the discount, Customer must enter any promotion or discount codes upon his/her purchase of the Services.

6. Termination of Service Seawolf reserves the right to suspend or discontinue the Service at any time and for any reason. If the Service is terminated by Seawolf in its sole discretion and for any reason other than a breach or action of Customer, you will be liable for all charges accrued through the date of termination. If any kind of monthly Service is terminated as a result of a breach or other action of Customer, you will be liable for the entire remained months in which the average termination should occur, unbilled charges and a Disconnection Fee as set forth in Section 8 below and all such charges shall be immediately due and payable.

7. Disconnection Fee If Customer terminates the monthly Service within contract period, Seawolf shall charge a Disconnection Fee in the amount of one hundred dollar per line or account ($50.00).

8. Changes to the Agreement, Services or Plan Seawolf reserves the right to change the Agreement, Services or Plan at any time ("Change") without further notice. For latest SERVICE TERMS & CONDITIONS AGREEMENT, Customer should visit Seawolf Website. Changes will be binding to the Customer on the date such Change(s) is posted on the website. The Customer is deemed to have accepted the Change(s) unless the Customer terminates the Service prior to the effective date of the Change or uses the Service after the effective date of the Change. If Customer elects to terminate the Services, the Customer will be liable for all amounts due.

9. Technical Support Technical support for Services and/or Equipment will be provided by Seawolf during normal business hours.

10. Limitation of Liability, Warranty and Indemnification THE CUSTOMER EXPRESSLY UNDERSTANDS AND AGREES THAT SEAWOLF TECHNOLOGIES INC., ITS AFFILIATES, SUBSIDIARIES, PARENT COMPANIES, PARTNERS, AGENTS, NETWORK SERVICE PROVIDERS, OR EMPLOYEES SHALL NOT BE LIABLE TO THE CUSTOMER FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA OR CONTENT, OR ARISING OUT OF 9-1-1 OR OTHER EMERGENCY DIALING IN CONNECTIONS WITH CUSTOMER'S USE OF THE SERVICES OR EQUIPMENT PROVIDED UNDER THIS AGREEMENT. SEAWOLF MAKES NO EXPRESS OR IMPLIED REPRESENTATION OR WARRANTY ABOUT ITS SERVICES OR EQUIPMENT AND DISCLAIMS ANY IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OR IMPLIED WARRANTIES OF MECHANTABILITY OR FITNESS FOR A PARTICLUAR PURPOSE OR USE. SEAWOLF HAS NOT AUTHORIZED ANY PERSON OR ENTITY TO MAKE WARRANTIES ON ITS BEHALF AND CUSTOMER MAY NOT RELY ON ANY STATEMENT AS A WARRANTY BY SEAWOLF.

    Liability. The customer understands that Seawolf will not be liable for any failure of performance due to any causes beyond its control or for any internet or phone line interruption, power outage, and Equipment failure, delay in installation, activation or commencement of the Service. Seawolf liability shall be limited to the lesser of actual damages or one hundred dollars $100 or phone card and calling card face value. Seawolf will not be liable for any act or omission by any other person or entity furnishing services or products related to the Services or Equipment or for damages associated with Service or Equipment that Seawolf does not provide.

    Indemnification. Customer hereby agrees to indemnify and hold harmless Seawolf and its officers, directors, shareholders and affiliates from and against any and all claims, damages and/or liability arising out of the Services and/or Equipment, including, without limitation, claims for libel, slander, invasion of privacy or infringement of copyright arising out of material, data or information transmitted via the Services and claims arising out of any intentional act or omission by Customer or others authorized by Customer to use the Service.

11. Governing Law and Dispute Resolution This Agreement shall be governed by in accordance with the laws of the State of New York, USA, excluding its conflicts-of-law rules. The Customer hereby consents to exclusive personal and subject matter jurisdiction of the courts of the State of New York. All claims or disputes between Customer and Seawolf arising in any way whatsoever out of the Services and/or the Equipment shall be resolved by binding and final arbitration by a single arbitrator. The American Arbitration Association shall administer the arbitration under the Commercial Arbitration Rules. The arbitration shall be conducted in New York, NY in the English language. No arbitrator may award relief outside the limits set herein. Customer agrees that all claims shall be in Customer's individual capacity and that Customer will not commence or join any class or consolidate Customer's claim with the claims of any person or persons. Customer hereby waives any right to a jury trial.

12. Copyrights All software utilized or provided by Seawolf in connection with the Services and/or Equipment shall be and at all times remain sole property of Seawolf and are protected by copyright laws and international treaties.

13. Force Majeure Seawolf shall not be liable for any delay in performance caused by acts of God, natural disasters, accidents, strikes, riots, war, government actions, equipment or power failures or any other cause beyond its control.

14. Assignment The Customer may not assign or transfer this Agreement or its obligations hereunder in whole or in part without Seawolf’s written approval. Seawolf may assign this Agreement at in time and in its sole discretion.

15. Entire Agreement This Agreement constitutes the entire understanding and agreement between Seawolf and the Customer and supersedes all prior written or oral agreements related in any way to the subject matter hereof.