Terms of Service

IMPORTANT — PLEASE READ BEFORE USING OUR SERVICES

BY CREATING AN ACCOUNT, PLACING AN ORDER, MAKING A PAYMENT, OR USING ANY SIPNEX SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE, INCLUDING THE NO REFUND POLICY (SECTION 6), CANCELLATION POLICY (SECTION 7), LIMITATION OF LIABILITY (SECTION 14), AND BINDING ARBITRATION CLAUSE (SECTION 16).

IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE SERVICES.

1. Agreement to Terms

These Terms of Service ("Terms" or "Agreement") constitute a legally binding agreement between you ("Customer," "you," or "your") and Sipnex Telecom LLC, a Texas limited liability company ("SIPNEX," "Sipnex," "we," "us," or "our"), governing your access to and use of SIPNEX's telecommunications services, including but not limited to SIP trunking, DID provisioning, toll-free services, SMS/MMS messaging, hosted PBX, call tracking, and any related services, APIs, software, or platforms (collectively, the "Services").

By creating an account, submitting an order, making any payment, accessing the customer portal at app.sipnex.ca, or using the Services in any capacity, you represent and warrant that: (a) you are at least 18 years of age; (b) you have the legal authority to enter into this Agreement; (c) if entering on behalf of a business entity, you have the authority to bind that entity to these Terms; and (d) you have read, understood, and agree to be bound by these Terms in their entirety, including all policies incorporated by reference.

These Terms incorporate by reference the following policies, each of which forms part of this Agreement: the Acceptable Use Policy, the Privacy Policy, and the Service Level Agreement, as each may be amended from time to time.

2. Description of Services

SIPNEX is a telecommunications carrier providing wholesale and retail voice, messaging, and related communications services. Services include, but are not limited to: SIP trunk provisioning, local and toll-free DID number provisioning, number porting, outbound and inbound voice termination and origination, SMS and MMS messaging, hosted PBX, call tracking, call recording infrastructure, STIR/SHAKEN attestation services, and access to the SIPNEX customer portal and APIs.

SIPNEX reserves the right to modify, suspend, or discontinue any Service or feature at any time, with or without notice. We will make commercially reasonable efforts to notify Customers of material changes to the Services.

3. Account Registration and Security

To use the Services, you must create an account and provide accurate, complete, and current information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to immediately notify SIPNEX of any unauthorized use of your account or any other breach of security.

SIPNEX reserves the right to suspend or terminate any account that we reasonably believe contains false, inaccurate, or outdated information, or that is being used in violation of these Terms or the Acceptable Use Policy.

You may not transfer or assign your account to any third party without SIPNEX's prior written consent.

4. No Long-Term Contracts or Commitments

SIPNEX Services are provided on a month-to-month, pay-as-you-go basis unless otherwise specified in a separate written agreement. There are no long-term contracts, no minimum commitment periods, and no early termination fees.

You may cancel your Services at any time subject to the cancellation procedures set forth in Section 7 of these Terms.

5. Billing and Payment

5.1 Prepaid Account Balance. SIPNEX operates on a prepaid billing model. You must maintain a positive account balance to use the Services. Usage charges (per-minute voice, per-message SMS, DID fees, and other applicable charges) are deducted from your account balance in real time or at regular billing intervals as specified in your rate schedule.

5.2 Payment Methods. Payments may be made via credit card, debit card, ACH/bank transfer, or other payment methods accepted by SIPNEX from time to time, including payments processed through Stripe, PayPal, or other third-party payment processors. By providing a payment method, you authorize SIPNEX and its payment processors to charge the amounts due under these Terms.

5.3 Auto-Replenishment. If you enable automatic account replenishment, you authorize SIPNEX to charge your designated payment method when your account balance falls below the threshold you specify. You may disable auto-replenishment at any time through the customer portal.

5.4 Taxes and Fees. All prices are exclusive of applicable taxes, regulatory fees, universal service fund contributions, and government surcharges unless otherwise stated. You are responsible for all such taxes and fees associated with your use of the Services.

5.5 Disputed Charges. If you believe any charge is incorrect, you must notify SIPNEX in writing at support@sipnex.ca within thirty (30) days of the charge. Failure to dispute a charge within this period constitutes your acceptance of the charge. SIPNEX will investigate all timely disputes in good faith and will correct any verified billing errors by applying a credit to your account balance.

5.6 Late Payment and Suspension. If your account balance reaches zero or becomes negative, SIPNEX may immediately suspend your Services without prior notice. Service will be restored upon replenishment of your account balance to a positive amount. SIPNEX is not liable for any damages, losses, or consequences resulting from service suspension due to insufficient account balance.

6. Refund Policy — ALL PAYMENTS ARE NON-REFUNDABLE

6.1 No Refunds. ALL PAYMENTS MADE TO SIPNEX ARE FINAL AND NON-REFUNDABLE. This includes, without limitation, account balance deposits, prepaid usage credits, DID provisioning fees, porting fees, setup fees (if any), and any other charges. No refunds will be issued under any circumstances, including but not limited to: account cancellation, service dissatisfaction, unused account balance, unused prepaid minutes or messages, service interruption, change of business needs, or any other reason.

6.2 Acknowledgment. BY MAKING ANY PAYMENT TO SIPNEX, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT: (a) all payments are non-refundable; (b) you have read and understood this no-refund policy before making payment; (c) you waive any right to a refund, chargeback, or payment reversal for any reason; and (d) initiating a chargeback or payment dispute with your bank, credit card company, or payment processor (including Stripe or PayPal) after agreeing to these Terms constitutes a breach of this Agreement.

6.3 Chargebacks and Payment Disputes. If you initiate a chargeback, payment dispute, or reversal through your bank, credit card issuer, Stripe, PayPal, or any other payment processor, SIPNEX reserves the right to: (a) immediately suspend or terminate your account and all associated Services; (b) pursue collection of the disputed amount plus any associated chargeback fees, administrative costs, and collection costs; (c) report the outstanding balance to credit reporting agencies; and (d) pursue all available legal remedies. You agree that SIPNEX may present these Terms of Service, including this Section 6, as evidence that you agreed to a no-refund policy prior to making payment.

6.4 Billing Errors. This no-refund policy does not apply to verified billing errors by SIPNEX. If SIPNEX confirms that a billing error occurred (such as a duplicate charge or an incorrect amount), SIPNEX will correct the error by applying a credit to your account balance. Billing error corrections are applied as account credits, not as refunds to your original payment method.

7. Cancellation Policy

7.1 How to Cancel. To cancel your SIPNEX Services, you must provide written cancellation notice by email to support@sipnex.ca. Cancellation requests must be received at least thirty (30) calendar days prior to the start of your next billing cycle. Cancellations submitted by any method other than written email to support@sipnex.ca (including but not limited to phone calls, chat messages, social media messages, or verbal requests) will not be accepted or processed.

7.2 Effective Date. Your cancellation will take effect at the end of the billing cycle following the 30-day notice period. You will continue to have access to the Services and will continue to be billed for usage through the effective cancellation date.

7.3 No Refund on Cancellation. Consistent with Section 6, no refunds will be issued upon cancellation for any remaining account balance, unused prepaid credits, or any other reason.

7.4 Account Preservation. If you cancel your Services and your account has a remaining positive balance, SIPNEX will place your account in a dormant state rather than closing it. Your remaining account balance will be preserved indefinitely and will not expire, be forfeited, or be reduced. You may reactivate your account and resume using the Services at any time by contacting support@sipnex.ca, at which point your preserved balance will be available for use. SIPNEX does not charge dormant account maintenance fees.

7.5 Number Release. Upon cancellation, any DIDs (phone numbers) assigned to your account will be released after the effective cancellation date unless you have ported them to another carrier prior to that date. SIPNEX is not obligated to hold or reserve released numbers. If you wish to retain your numbers, you must initiate a port-out request before your cancellation effective date.

8. Account Credits and Balance

8.1 Account Balance. Your account balance represents prepaid credits for future use of the Services. Account balance credits are non-transferable and may not be sold, assigned, or exchanged for cash or any other form of value.

8.2 No Expiration. Account balance credits do not expire. Whether your account is active or dormant, your balance will be preserved and available whenever you choose to use the Services.

8.3 Promotional Credits. From time to time, SIPNEX may issue promotional credits to your account. Promotional credits may have different terms, including expiration dates, and will be governed by the specific terms communicated at the time of issuance. Promotional credits are applied after paid credits are consumed.

9. Service Levels and Availability

SIPNEX will use commercially reasonable efforts to maintain the availability and performance of the Services. Specific service level commitments, if any, are set forth in the Service Level Agreement.

SIPNEX does not guarantee uninterrupted or error-free service. Telecommunications services are inherently subject to network conditions, carrier interconnections, regulatory changes, and other factors beyond SIPNEX's reasonable control.

10. Acceptable Use

Your use of the Services is subject to the Acceptable Use Policy, which is incorporated into these Terms by reference. Violation of the AUP constitutes a material breach of this Agreement and may result in immediate suspension or termination of your account without notice or refund.

SIPNEX reserves the right to monitor usage patterns and to suspend or terminate any account that, in SIPNEX's sole reasonable judgment, violates or is likely to violate the AUP, applicable law, or the terms of SIPNEX's upstream carrier agreements.

11. Regulatory Compliance

You are solely responsible for ensuring that your use of the Services complies with all applicable federal, state, provincial, and local laws, rules, and regulations, including but not limited to the Telephone Consumer Protection Act (TCPA), the Telemarketing Sales Rule (TSR), the CAN-SPAM Act, the Truth in Caller ID Act, all FCC regulations, all state do-not-call laws, and, for calls or messages to Canadian numbers, all applicable CRTC rules and regulations.

SIPNEX provides the carrier infrastructure and compliance tooling to support lawful use of the Services, but does not assume any responsibility for Customer's compliance obligations. SIPNEX is not your legal counsel and nothing in the Services constitutes legal advice.

12. Intellectual Property

All intellectual property rights in the Services, including but not limited to software, APIs, documentation, trademarks, trade names, logos, and service marks, are owned by SIPNEX or its licensors. Nothing in these Terms grants you any right, title, or interest in any SIPNEX intellectual property except the limited right to use the Services in accordance with these Terms.

You retain all rights to your own data, call recordings, and communications content transmitted through the Services.

13. Confidentiality

Each party agrees to maintain the confidentiality of the other party's confidential information and to not disclose such information to any third party except as required by law, regulation, or court order. Confidential information includes, without limitation, pricing terms, rate schedules, technical configurations, account credentials, and business strategies disclosed in connection with the Services.

14. Limitation of Liability

14.1 Disclaimer of Warranties. THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. SIPNEX DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS.

14.2 Limitation of Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SIPNEX, ITS OFFICERS, DIRECTORS, MEMBERS, MANAGERS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON WARRANTY, CONTRACT, TORT, STATUTE, OR ANY OTHER LEGAL THEORY, AND REGARDLESS OF WHETHER SIPNEX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

14.3 Maximum Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SIPNEX'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT YOU PAID TO SIPNEX DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

14.4 Essential Basis. THE LIMITATIONS IN THIS SECTION 14 ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES AND SHALL APPLY REGARDLESS OF WHETHER THE LIMITED REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE.

15. Indemnification

You agree to indemnify, defend, and hold harmless SIPNEX, its officers, directors, members, managers, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Services; (b) your violation of these Terms, the AUP, or any applicable law or regulation; (c) your violation of any third-party rights, including intellectual property rights or privacy rights; (d) any content or communications you transmit through the Services; or (e) any chargeback, payment dispute, or reversal initiated by you or on your behalf in violation of Section 6 of these Terms.

16. Dispute Resolution and Binding Arbitration

16.1 Informal Resolution First. Before initiating any formal dispute resolution proceeding, you agree to first contact SIPNEX at support@sipnex.ca and attempt to resolve the dispute informally for at least thirty (30) days. Most disputes can be resolved through good-faith communication without formal proceedings.

16.2 Binding Arbitration. If informal resolution is unsuccessful, any dispute, controversy, or claim arising out of or relating to these Terms or the Services, including any dispute regarding the breach, termination, enforcement, interpretation, or validity of these Terms, shall be finally resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator, in the English language, and the seat of arbitration shall be Lubbock, Texas, USA.

16.3 Class Action Waiver. YOU AND SIPNEX AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU EXPRESSLY WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION OR CLASS-WIDE ARBITRATION.

16.4 Exceptions. Notwithstanding the foregoing, either party may seek injunctive or equitable relief in any court of competent jurisdiction to prevent irreparable harm pending the outcome of arbitration. Claims for unpaid amounts owed to SIPNEX may be brought in small claims court or any court of competent jurisdiction at SIPNEX's election.

17. Governing Law and Jurisdiction

These Terms and any disputes arising hereunder shall be governed by and construed in accordance with the laws of the State of Texas, USA, without regard to its conflict of law provisions. To the extent that any claim or dispute is permitted to be brought in court (as an exception to Section 16), you agree to submit to the exclusive personal jurisdiction of the state and federal courts located in Lubbock County, Texas, USA.

18. Termination by SIPNEX

SIPNEX may suspend or terminate your account and access to the Services at any time, with or without cause, and with or without notice, including but not limited to situations where: (a) you breach these Terms or the AUP; (b) you engage in fraudulent, illegal, or abusive conduct; (c) you initiate a chargeback or payment dispute in violation of Section 6; (d) your use of the Services poses a risk to SIPNEX's network, reputation, or other customers; or (e) SIPNEX is required to do so by law, regulation, or order of a governmental authority.

In the event of termination by SIPNEX for cause, no refund of any kind will be issued. Section 7.4 (Account Preservation) shall apply to any remaining account balance only in cases of voluntary cancellation by Customer, and shall not apply to termination for cause by SIPNEX.

19. Force Majeure

SIPNEX shall not be liable for any failure or delay in performing its obligations under these Terms if such failure or delay results from circumstances beyond SIPNEX's reasonable control, including but not limited to acts of God, natural disasters, pandemics, epidemics, war, terrorism, riots, civil unrest, government actions or orders, strikes or labor disputes, power outages, internet or telecommunications failures, cyberattacks, equipment failures, or failures of third-party carriers or vendors upon which SIPNEX relies.

20. Privacy

SIPNEX's collection, use, and disclosure of personal information in connection with the Services is governed by our Privacy Policy. By using the Services, you consent to the practices described in the Privacy Policy.

21. Modifications to Terms

SIPNEX reserves the right to modify these Terms at any time by posting the updated Terms on the SIPNEX website. Material changes will be communicated via email to the address associated with your account or through a notice in the customer portal. Your continued use of the Services after the effective date of any modification constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, your sole remedy is to cancel your account in accordance with Section 7.

22. General Provisions

22.1 Entire Agreement. These Terms, together with the AUP, Privacy Policy, and SLA, constitute the entire agreement between you and SIPNEX with respect to the Services and supersede all prior or contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written.

22.2 Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable, or if modification is not possible, shall be severed from these Terms, and the remaining provisions shall continue in full force and effect.

22.3 Waiver. The failure of SIPNEX to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. A waiver of any provision shall only be effective if made in writing and signed by SIPNEX.

22.4 Assignment. You may not assign or transfer your rights or obligations under these Terms without SIPNEX's prior written consent. SIPNEX may assign its rights and obligations under these Terms to any successor entity or acquirer without restriction.

22.5 Notices. All notices to SIPNEX under these Terms must be sent by email to support@sipnex.ca. Notices to you will be sent to the email address associated with your account. Notices are deemed received upon confirmed delivery.

22.6 Survival. The following sections shall survive any termination or expiration of these Terms: Sections 6 (Refund Policy), 7.3 (No Refund on Cancellation), 7.4 (Account Preservation), 8 (Account Credits), 12 (Intellectual Property), 13 (Confidentiality), 14 (Limitation of Liability), 15 (Indemnification), 16 (Dispute Resolution), 17 (Governing Law), and 22 (General Provisions).

23. Contact Information

If you have questions about these Terms or need to contact SIPNEX regarding your account, cancellation, billing, or any other matter: