Payless Cellular
Terms and Conditions

This is an agreement ("Agreement") for wireless radio telecommunications services and related services and/or features ("Service") between you ("Customer") and Pay Less Cellular Inc.  The term "Phone" means the wireless receiving and transmitting equipment that we have authorized to be programmed with the mobile number ("Number") and any accessories. Customer understands that this Agreement and its terms and conditions are subject to the jurisdiction of the California Public Utilities Commission ("CPUC") and incorporates the tariff schedule of the Company on file with and approved by that body and to the extent said tariffs are inconsistent with this form the tariffs shall control.  BY EXECUTING THIS AGREEMENT, OR IF YOU USE THE SERVICE OR THE PHONE, YOU CONSENT TO THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT.  IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, DO NOT EXECUTE OR USE THE SERVICE OR PHONE.

1. ACCEPTANCE This document is an offer by the customer, which will become a contract when acknowledged, in writing, by Pay-Less Cellular, Inc. ("Company"). Customer agrees that this signed agreement, is transmitted by Telecopier (FAX) to Company shall be a binding contract between Customer and company. It is agreed that services are only provided on the terms and conditions contained in the Company’s tariff and herein. Company shall not be bound by the terms and conditions in Customer’s purchase order or elsewhere.

2.AVAILABILITY OF WIRELESS SERVICE  The Company’s obligation to furnish service is dependent upon its ability to obtain, retain and maintain without unreasonable expenses, service from an underlying carrier of its choice authorized to operate a cellular system in the CGSA in which the Customer is requesting service. Customer understands and agrees that, because wireless is a radio technology, Pay-Less Cellular, Inc. shall have no liability whatsoever for inherent limitations of services such as the following: (1) voice and data communications transmitted over the wireless network which may not be completely private; and (2) the fact that service is subject to transmission limitations caused by service area limitations (such as cell site availability and other gaps in radio frequency signal), customer equipment or its installation, as well as weather, atmospheric, magnetic, environmental, topographic and other like conditions.  In addition, service may be limited due to "no cove age" areas located within wireless service areas and/or temporarily limited or suspended due to system capacity limitations or system repairs or modifications and similar activities of the underlying carrier.

3. RATES AND CHARGES You are responsible for paying all charges to you account, including but not limited to: airtime, access, features, data usage, roaming, roamer toll, long distance, directory and operator assistance charges, the price of Phones and accessories, shipping/handling fees, and any taxes, surcharges, fees, administrative and network charges, assessments or recoveries imposed from time to time on you or as a result of use of the Service on your account or the purchase of goods.  You agree that Pay-Less Cellular, Inc. may add its own charges to those charged by third parties.  In case of "bucket plans" the following applies:  Customer will be charged the monthly access charge even if fewer minutes are used than are included in the plan, and airtime minutes incurred while roaming and toll charges are not included in the packaged minutes and are charges at applicable rates.  If your rate plan allows included minutes to be applied to roaming minutes, those minutes will be applied against your included minutes in the month in which the roaming calls appear on your bill. For all incoming and outgoing Service, the length of the call will be measured beginning when the "SEND" or "Yes" key is pressed and ending the earlier of when the "END" or "No" key is pressed or the system terminates the call.  If an incoming call has been forwarded to another phone number, you will be charged for the entire time that the system handles the call.  If you answer Call Waiting, you will be billed for both calls.  Airtime usage on each call is billed in full minutes increments, with partial minutes rounded up to the next full minute.  You will be billed at domestic airtime or roaming rates for 800, 866, 877, 888, and other "toll free" calls. There is no charge for a 911 emergency call made in the local wireless service area of the specified carrier.  Bills for charges payable by Customer will generally be rendered monthly.  Monthly billing periods do not necessarily correspond to calendar months, and they may vary in length from approximately 28 to approximately 32 days. The charges for a fractional part of a billing period will be prorated on a 30-day basis, regardless of the exact number of days in the billing period. Roamer airtime minutes used may be billed in subsequent months (up to 120 days) due to reporting between carriers and will appear as though they had been incurred in the month they are billed.  Company may change its billing procedures from time to time, and company may bill Customer more often than monthly if (1) Customer files for (or is otherwise compelled to seek) bankruptcy protection, or (2) in Pay-Less Cellular, Inc’s reasonable judgment, customer’s ability to pay its financial obligations to Company is in jeopardy. If company allows Customer to suspend your account for a temporary period, we may extend the term of your Agreement by the length of temporary suspension and charge Customer’s account a $15.00 fee to reinstate service.  Customer is still responsible for the monthly access charge during the period that the phone is suspended. Applicable local rates and charges are indicated in Company’s description(s) of the rate plan and service options selected by Customer. Such rates and charges apply only to service provided by the carrier within the local service area, and charges may vary for roaming in other areas.  Company may upon reasonable notice, change the rates for, or discontinue the offering of, calling features and optional service.  Applicable federal, state, and local taxes, fee and surcharges and other similar charges will be added to Customer’s monthly bill.  Changes to price plans are effective the first day of the next billing cycle following Company’s receipt and acceptance of the plan change request. For changes, to add or remove optional features, a $15.00 charge will apply. Change of rate plans, ESN changes, and or mobile number changes will also require a $15.00 charge.

4. REGULATIONS
Minimum contract period—The minimum contract period for each item provided is one year and is two years for certain special rate plans unless stated otherwise herein or in company’s tariff.  Customer must terminate service by notifying Company in writing 30 days prior to the end of Customer’s specific billing cycle and will take effect at the end of the billing cycle. Customer is responsible for payment of all charges for the period during which service was rendered.  If termination occurs within the minimum contract period, charges also apply for the unused minimum contract period.  Early termination fees will apply to each mobile number on your account will not be prorated and are not negotiable.

Notices—Pay-Less Cellular, Inc. may increase, reduce or otherwise change any terms, condition, rates, fees, expenses, or charges regarding your service at any time. This includes, without limitation, prime or peak hour periods, rate plans and features, billing practice, late charges, Termination Fees and all other terms and conditions of service, including these Terms and Conditions. Pay-Less Cellular, Inc. will provide you with notice of such changes (other than changes to governmental fees, proportional changes for governmental mandates, roamer rates or administrative changes) either in your monthly bill or separately. You understand and agree that State and Federal Universal Service fees and other such governmentally imposed assessments, fees, and surcharges, whether or not assessed directly upon you, may be increased based upon government or Pay-Less Cellular, Inc. calculations.  You are responsible for notifying us of any changes in your address.  Written notice to us shall be effective when directed to our Customer Care department and received at our address.  Oral notices will not be accepted. We will not give you notice of any subpoenas or court orders related to your account or use of service unless required by law.

Use of service by Customer—Service is furnished for use by Customer.  An access number may not appear in more than one mobile phone.  Company only from the Customer in writing will accept order, including those, which involve the start, a change, or the discontinuance of service.  Service will be provided for the full length of the cycle and there will be no prorating of monthly access.

Abuse and fraudulent use—Neither wireless service nor any other means of communication may be used (1) to make foul or profane expressions to impersonate another person with fraudulent or malicious intent, or to call another person so frequently or at such times of the day or in any manner so as to annoy, abuse, threaten, or harass, or 92) for any purpose in violation of law, or (3) in any manner which interferes unreasonably with the use of wireless service by one or more other customers or interferes with Company’s reasonable ability to provide wireless service to others.  Customer may not program the Mobile Number into any equipment other than the Phone or change the electronic serial number (ESN) or Equipment Identifier (EIN) of the phone. If your Phone is stolen or service is fraudulently used, Customer must immediately notify Company and provide any documentation and information.  Company may request (including affidavits and police reports).  If your wireless phone is lost or stolen, you will be responsible for all charges incurred on your wireless number until you report the theft or loss and provide a police report number to Pay-Less Cellular, Inc.

5. Your Wireless Device & Compatibility with Other Networks. Your Device is to be used for the sole purpose of the plan provided. Any attempt to use your Payless Cellular data service with a device not directly approved by Payless Cellular will result in suspension or termination of your service.

6. Wi-Fi Mobile Calling. These additional terms apply only to calls made over a Wi-Fi network (“Wi-Fi Calling”) using our mobile Data Cards. Billing: Wi-Fi Calling using a Wi-Fi-enabled Device, wireless router, broadband internet connection and Wi-Fi signals will be charged per minute in addition to your Payless Cellular Data Plan. Such voice calls are prohibited and will result in additional charges as well as possible suspension or termination of your Data Service from Payless Cellular. Service Limitations, Connectivity & International Use: Wi-Fi Calling is not available thru Payless Cellular Data Plans. You acknowledge and agree that your use to make and long distance calls using WiFi or VoIP Networks will result in additional charges and fees, including International calls made using your data connectivity.

7. Additional Terms for Data Plans and Features. The following terms apply to your data plan or feature (“Data Plan”). To the extent any term in your Data Plan expressly conflicts with the general Terms and Conditions, which also apply to your service, the term in your Data Plan will govern. Please read your Data Plan carefully. 1. Permissible and Prohibited Uses. Your Data Plan is intended for Web browsing, messaging, and similar activities on your device and not on any other equipment. Unless explicitly permitted by your Data Plan,  Examples of prohibited uses include but are not limited to: (a) server devices or host computer applications, including continuous Web camera posts or broadcasts, automatic data feeds, automated machine-to-machine connections or peer-to-peer (P2P) file-sharing applications that are broadcast to multiple servers or recipients, "bots" or similar routines that could disrupt net user groups or email use by others or other applications that denigrate network capacity or functionality; (b) any activity that adversely affects the ability of other users or systems to use either Payless Cellular’s services or the network-based resources of others, including the generation or dissemination of viruses, malware or "denial of service" attacks; (d) accessing, or attempting to access without authority, the information, accounts or devices of others, or to penetrate, or attempt to penetrate, Payless Cellular’s or another entity’s network or systems; or (e) running software or other devices that maintain continuously active Internet connections when a computer’s connection would otherwise be idle, or “keep alive” functions. For example, you cannot use a Data Plan for data acquisition devices. 2. Downloadable Content and Applications. Payless Cellular is not responsible for any third party content or website you may be able to access using your device. You may encounter advertisements from other entities ("Third Party Ads") while you are using your data device, browsing the Internet, or using an application on your device. Payless Cellular is not responsible for any Third Party Ads, or for any website or content that you may access by clicking on or following a link contained in a Third Party Ad.

8. DEFAULT/TERMINATION Upon non-payment of any sum due to Company (including your equipment charges), or upon any violation of the terms, conditions, laws, rules or regulations governing the use of service, company may and without incurring any liability, either refuse, reduce or temporarily or permanently terminate service to Customer if (1) company has not received and posted Customers first payment by the due date on customers first bill, or (2) Company is informed that service is being used by Customer in a manner which might adversely affect Company’s service to others or (3)  Company receives from a law enforcement agency a written finding, signed by a magistrate that probable cause exists to believe that Customer has used service in violation of the law, (4) the ESN/mobile number combination utilized by Customer is determined by Company to have been duplicated or otherwise to be associated with the fraudulent use of service or (5) Company is requested by a customer or by another service provide to deny service to a mobile telephone which was reported to be lost or stolen or requested by another service provider to deny services to a mobile telephone determined to be associated with the fraudulent use of service or disconnected from service for non-payment.  Company reserves the right to interrupt service at any time without notice and require accelerated interim payments in the event that (1) Company deems Customer’s usage unusual or excessive in relation to Customer’s security deposit, credit limit, and/or normal usage patterns, as Company may determine in its sole discretion from time to time, (2) Customer submits a check to Pay-Less Cellular, Inc. in payment of Customer’s account that is determined by Company to be an “NSF” (non-sufficient funds) check, or (3) other substantially similar circumstances arise that cause Company in its reasonable judgment to believe that Customer’s ability to pay its financial obligations to Company is in jeopardy. Any discounts provided to the Customer for equipment or service will be charged back to customer at full retail price in case of early termination/breach of contract.  Reactivation due to non-payment statuses will require a $35.00 charge per mobile number. AT Company’s discretion, Customer may be required to make (1) payment by money order, cashier’s check or a similarly secure form of payment (2) a suitable deposit, or (3) provide a monthly credit card authorization for further invoices.

9. PAYMENT OF CHARGES Customer is responsible for payment of charges for all services furnished to Customer, including but not limited to, all calls originated by or completed to Customer’s mobile phone, and for the payment of all charges billed to Customer’s access number including toll and roamer charges, if applicable.  If you have authorized payment by credit card, no additional notice of consent will be required for billings to that credit card or account.  Payments received after the due date will incur a late payment charge based on that average daily balance at a monthly period of 1.5%. Acceptance of late or partial payments (even marked “Paid in Full”) shall not waive any of our rights to collect the full amount due under this Agreement.  We will asses an additional fee of $25.00 for any check returned for "NSF". All amounts are due, including disputed amounts and must be paid by the due date on the invoice regardless of the status of any objection. All communications concerning disputed amounts owed, including any instrument tendered as full satisfaction of the amounts owed, must be (1) in writing, (2) marked "Billing Dispute" on the outside of the envelope, (3) sent to our address contained on the invoice, and (4) received by Company within 15 days after the receipt of the invoice or you will waive any objection.  Customer agrees to reimburse Company for all costs, fees, and expenses, including without limitation all court costs, attorneys’ fees and collections agency fees and commissions in the enforcement of any provisions of this agreement.

10. ADVANCE PAYMENT An advance payment represents the first monthly access and the service establishment charge.  This amount will be applied against the first month’s actual charges.  It is not a deposit, will not earn interest and will not be refunded after activation of the mobile telephone number.  Monthly access and optional feature charges are billed in advance of, but airtime usage charges are usually billed after, each monthly billing period.

11. CREDIT REPORTS/DEPOSITS You authorize Company to ask consumer reporting agencies or trade references to furnish us with employment and credit information and you consent to our rechecking and reporting personal and/or business payment and credit history.  Company may at its sole discretion and in order to safeguard its interests, require an applicant or customer to make a suitable deposit at any time to be held by it as a guarantee of the payment of charges; however the fact that a deposit has been made neither relieves Customer from complying with Company’s regulation on the prompt payment of bills on presentation nor constitutes a waiver or modification of the regulations of Company providing for the discontinuance of service for non-payment of any sums due to Company for services rendered.  Deposits may also be refunded at any time thereto, at the sole discretion of the company. A deposit is not an advance payment of charges for any mobile phone service. If you default or this Agreement is terminated, company may without notice to you, apply any deposit towards payment of charges due or charge Customer’s credit card for the total amount due.

12. LIMITATION OF LIABILITY  Pay-Less Cellular, Inc.’s liability to Customer is limited as stated in Company’s tariff filed with the CPUC, Company is not liable for acts or omissions of another service provider, for information provide through your phone, equipment failure or modification, or causes beyond our reasonable control.  Company is not liable for service outages of 24 hours or less.  Pay-Less Cellular, Inc.’s liability for any failure or mistake shall in no event exceed our service charges during the affected period.  Company is not liable for any incidental or consequential damages such as lost profits.  Company is not liable for (1) injuries to persons or properties arising from use of the service, the phone or any equipment used in connection with the phone unless caused by our sole negligence, (2) the installation or repair of the phone by parties who are not company’s employees, (3) damages caused by failures or delays in the provision of, or making calls to, 911 or any other emergency service, where such service is available, or (4) damage or injury arising from alleged negligence or willful misconduct of any third party, or including, without limitation any directory assistance or Internet service provider.

13. ASSIGNMENT Company may assign all or part of this Agreement without notice to Customer and upon such assignment the Company shall be released from all liability hereunder. Customer may assign this agreement only upon written consent of company first obtained.

14. INDEPENDENT ARBITRATION Pay-Less Cellular, Inc. and you shall use our best efforts to settle any dispute or claim arising from or relating to this Agreement. To accomplish this, Pay-Less Cellular, Inc. and you shall negotiate with each other in good faith. If Pay-Less Cellular, Inc. and you do not reach agreement within 30 days, instead of suing in court, Pay-Less Cellular, Inc. and you agree to arbitrate any and all disputes and claims (including but not limited to claims based on or arising from an alleged tort) arising out of or relating to this Agreement, or to any prior Agreement for products or service between you and Pay0Less Cellular, Inc. or any of your or company’s affiliates or predecessors in interest.  The arbitration of any dispute or claim shall be conducted in accordance with the wireless industry arbitration rules ("WIA Rules") as modified by this agreement and as administered by the American Arbitration Association ("AAA"). The WIA Rules and fee information are available from Pay-Less Cellular, Inc. or the AAA upon request. Company and you acknowledge that this agreement evidences a transaction in interstate commerce and that the United States Arbitration Act and Federal Arbitration Law shall govern the interpretation and enforcement of, and proceedings pursuant to, this or a prior agreement.

Unless Company and you agree otherwise, the location of any Arbitration shall be in Los Angeles. Except where prohibited by law, Company and you agree that no arbitrator has the authority to L1) award relief in excess of what this agreement provide; (2) award punitive damages or any other damages not measured by the prevailing party’s actual damages; or (3) order consolidation or class arbitration.  The Arbitrator(s) must give effect to the limitations on Company’s liability as set forth in this agreement any applicable tariff, law, or regulation.  In any arbitration utilizing the rules applicable in large/complex cases, as defined under the WIA Rules, the arbitrator(s) must also apply the Federal Rules of Evidence and the losing party may have the award reviewed in accordance with the review procedures set forth in the WIA Rules.

You agree that Pay-Less Cellular, Inc. and you each is waiving its respective right to trial by jury.  You acknowledge that arbitration is final and binding and subject to only very limited review by a court. If for some reason this arbitration clause is at some point deemed inapplicable or invalid, you and Company agree to waive to the fullest extent allowed by law, any trial by jury, in such case, a judge shall decide the subject dispute or claim.  Company, you and the arbitrator(s) shall not disclose the existence, content, or results of any arbitration. Judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, either party may bring an action in small claims court.