Introduction These terms of service ("Terms of Service") apply to Virgin Mobile and payLoTM by Virgin Mobile ("payLo") phones, devices and services. The Terms of Service include these general terms ("General Terms") and the terms of your service plan described in the Virgin Mobile Service Plans and payLo by Virgin Mobile Service Plans. These General Terms generally apply to the mobile phones and devices we sell and the services we offer to our customers, and the Virgin Mobile Service Plans and the payLo by Virgin Mobile Service Plans include the rates, features and other terms for the minutes, messages or data that you purchase. To the extent that these General Terms conflict with any term in the Virgin Mobile Service Plans or payLo by Virgin Mobile Service Plans, these General Terms will govern. Please read the Terms of Service carefully. The Terms of Service become effective when you accept them by doing any of the following: (1) purchasing or activating a Virgin Mobile or payLo phone or device; (2) telling us orally that you accept; or (3) using your Virgin Mobile or payLo phone or device after you make a change to your account. If you do not want to accept the Terms of Service, don't do any of these things and contact Virgin Mobile At Your Service at 1-888-322-1122. When you accept the Terms of Service, you represent that you are at least 18 years of age. You may not assign your rights or delegate any of your duties under the Terms of Service without our prior written consent, and any attempted assignment or delegation without such consent is void. We may assign all or part of the Terms of Service or your debts to us without notice. We provide mobile telecommunications services using the Nationwide Sprint® Network for use exclusively with Virgin Mobile and payLo phones and devices purchased from us or an authorized retailer. You cannot use our service with any other brand of mobile phone or device or on any other network, and you may not use Virgin Mobile or payLo phones or devices with any other service or network. Airtime may be used for domestic calling in the United States, international calling from the United States, and for other services as provided in the Terms of Service. Our service is for personal use only. We have determined that placing abnormally high numbers of calls, sending or receiving unusually high numbers of messages, or repeatedly placing calls of unusually long duration relative to typical usage by other customers on similar service plans suggests that a mobile phone or device is being used other than for personal use in violation of the Terms of Service. Voice services are provided solely for live dialogue between two individuals and may not be used for monitoring services, data transmissions, or other connections that do not consist of uninterrupted live dialogue between two individuals. Our mobile phones and mobile phone numbers may not be used for pager or voicemail-only service, and we may terminate any account primarily used for pager service or voicemail retrieval service. Our mobile phones and devices may not be purchased in bulk or sold to third parties. You agree not to use our services in any way that is illegal, fraudulent, threatening or abusive, as we determine in our sole discretion. You may not alter any of the hardware or software on your mobile phone for any purpose. We may change your mobile phone's software, applications or programming remotely and without notice. This may affect stored data or other personal information or programming on your mobile phone for which we are not responsible. The software and content on our mobile phones and devices, including the operating system, applications, data, information, music, games, images, text and other material, are owned by us or our business partners. You are permitted to use this software and content solely in connection with your use of your Virgin Mobile phone or device with our service as expressly authorized under the Terms of Service. You may not distribute or upload any pre-loaded software or content to another mobile phone or device, or transmit or broadcast the software or content, or otherwise copy or use the software or content in any manner not expressly authorized under the Terms of Service. If you violate the Terms of Service, including without limitation by using one of our mobile phones or devices on another network without our prior written consent, by modifying any hardware or software on our mobile phones or devices, or by distributing, copying or otherwise using any of the software or content on one of our mobile phones or devices in a manner that is not authorized by the Terms of Service, your license to the software and content will terminate immediately and your continued use will constitute copyright infringement. Our service is only available in geographic areas covered by the digital service network footprint of the Nationwide Sprint Network, reaching over 278 million people. Local phone numbers may not be available in certain markets. Wireless services use radio transmissions and coverage is not available everywhere. Quality of service may be affected by conditions within and beyond our control, including atmospheric, geographic, or topographic conditions, or by damage to your mobile phone or device. We do not warrant or guarantee that service will be available at any specific time or geographic location, or that service will be provided without interruption. Any statements or maps provided by us, our agents or dealers about coverage are intended to provide high-level estimates of our coverage areas when using our service outdoors under optimal conditions and do not mean that service will be available under all circumstances, at all times or without interruption. Estimating wireless coverage and signal strength is not an exact science. There are gaps in coverage within our estimated coverage areas that, along with other factors both within and beyond our control, may result in service interruptions, slower data speeds, or lower quality of service. You should therefore never solely rely on your mobile phone for emergency calls, including to 911. Our Right to Make Changes Our service is provided at our discretion. We may change our Terms of Service, including our plans and pricing, from time to time. Unless expressly prohibited by law, we reserve the right to modify or cancel our service or your account or take corrective action at any time and for any reason, including, but not limited to, your violation of any provision of the Terms of Service. Check our website (www.virginmobileusa.com) for the most recent pricing and Terms of Service. We will notify you 30 days in advance of any change to the Terms of Service that we determine to be materially adverse to you. If you do not terminate your service within 30 days of receiving such notice, you agree to accept that change. Switching between Service Plans Unless otherwise provided in these Terms of Service, you may switch current service plans, including between Virgin Mobile and payLo. When you switch service plans, you will not receive a refund of any portion of any previously paid service charges and you will lose all of your remaining unused minutes, messages and/or data allotment. For that reason, if you are on a monthly plan, we recommend that you switch at the end of your monthly billing cycle, or after you have used your minutes, messages and/or data allotment. Virgin Mobile and payLo accounts are maintained separately. If you switch between a Virgin Mobile service plan and a payLo service plan, your Virgin Mobile or payLo account (as applicable) may be closed and you may be given a new Virgin Mobile or payLo account (as applicable), and you may not transfer the balance between your Virgin Mobile account and your payLo account. Some service plans are available only on certain phones. Check www.virginmobileusa.com for details and options. Repeated switching is not permitted and may result in termination of service. New customers may receive bonus minutes or messages that are not available to current customers. You will not receive such items if you are switching service plans or switching to another Virgin Mobile or payLo phone for use with a previously established account. Account History Your account history for the previous 60 days is available online at www.virginmobileusa.com unless you switch service options, in which case your account history for your new service option will be available online for a period of up to 60 days following the date of your switch. You can request a printed statement detailing 60 days of account history by calling Virgin Mobile At Your Service at 1-888-322-1122. If you request an account history beyond the last 60 days, you may be assessed a processing fee. If you deactivate your service or change your mobile phone number, you may obtain your account history by contacting Virgin Mobile At Your Service at 1-888-322-1122. Taxes and Surcharges Stated prices for our services do not include certain taxes or surcharges. We charge state and local sales taxes on all purchases made through our website at www.virginmobileusa.com, including Top-Up transactions that we process directly. In certain states, retailers (including Virgin Mobile) are required to collect e-911 fees for Top-Up transactions that they process. Charges may also include a surcharge for federal and state Universal Service Fund contributions and state and local 911 fees, as well as a cost recovery surcharge. The amount of these surcharges is subject to change and may vary from time to time and by geographic area. Surcharges are assessed to help defray our costs incurred in complying with federal and state telecommunications regulations. Surcharges are not taxes or fees that the government requires from consumers. Taxes, fees and surcharges are subject to change without notice. Messaging Standard message rates for text messages, picture messages and instant messages apply when a message is sent or received, whether it is read or viewed. Standard message rates for email messages apply when an email message is sent, when an email notification is received, or when an email message is opened. If you purchase a monthly allotment of messages, unused messages from one monthly billing cycle do not carry over to the next monthly billing cycle. Charges General Charges are deducted from your account balance, though you may be able to pay for certain services with a credit card, debit card or PayPal account (a "registered payment method"). If you have incurred charges or fees that were not charged prior to your account balance reaching zero, we may deduct these outstanding unpaid charges and fees from any subsequent amounts you add to your account balance. Rates that vary based on the time of a call will be determined based on the location of the network equipment providing service for a particular call and not the location of your mobile phone or your mobile phone's area code. Airtime usage for outbound calls is measured from the time the network begins to process the call (before the phone rings or the call is answered) through the network's termination of the call (after you hang up). Airtime usage for inbound calls is measured from the time you answer the call through the network's termination of the call. Call time data displayed on your mobile phone may be inaccurate and may not be relied upon for determining charges to your account. Calls are billed in one-minute increments, with a minimum time per call of one minute. Call times are rounded up to the nearest whole minute. Calls are limited to two hours. If you are on a call for longer than two hours, the call will automatically terminate. International calls are billed at the international per-minute rate for the country you are calling plus your standard airtime rate. International rates vary. Visit our website at www.virginmobileusa.com to check our international rates. Additional Charges We will charge you fees for each call to directory assistance plus airtime charges for minutes used. You can switch to a new Virgin Mobile or payLo phone for no additional charge if you do so on our website at www.virginmobileusa.com. You will be charged a fee to switch to a new Virgin Mobile or payLo phone if you call Virgin Mobile At Your Service at 1-888-322-1122. We will charge you a fee to switch your Virgin Mobile phone number to another Virgin Mobile phone number, your payLo phone number to another payLo phone number on our website at www.virginmobileusa.com or by calling Virgin Mobile At Your Service at 1-888-322-1122. Please contact Virgin Mobile At Your Service at 1-888-322-1122 or visit our website at www.virginmobileusa.com, for additional pricing information or answers to any questions about our services. Calls to Virgin Mobile may be monitored and recorded for quality assurance purposes. Disputed Charges If you think that there has been an error in any charge to your account, you must notify us promptly after the charge appears on your account. Call Virgin Mobile At Your Service at 1-888-322-1122, and one of our advisors will investigate your claim. If you do not promptly notify us, you waive any right to dispute the charge, including in arbitration or a court proceeding. If we determine that the disputed charge was inappropriate and was raised by you in a timely manner, we will credit, refund or provide other compensation to you. If we credit, refund or provide other compensation to you to settle a disputed charge, you agree that the dispute is fully and finally resolved and not subject to further proceedings. We are not liable for any charges for products or services provided by third parties through and for use on our mobile phones, devices and network. If an unauthorized or disputed charge for a third-party product or service appears in your account history, you must contact that third party directly. Third-party contact information is available on our website (www.virginmobileusa.com), as well as by calling Virgin Mobile At Your Service at 1-888-322-1122. Account Suspension Related to Credit Card Chargebacks If we have attempted to charge your registered payment method for a charge that we deem is authorized and valid under the Terms of Service, and the credit/debit card company or PayPal withholds such payment because the charge has been disputed (a "Chargeback"), we reserve the right to suspend your access to our service for up to 30 days until the Chargeback is reversed. If the Chargeback is not resolved and reversed, your account will be deactivated at the end of the 30-day period and we will assess you a termination charge equal to the balance in your account, which is not refundable. If your account is reactivated, you may be charged a fee for each Chargeback. If there are multiple Chargebacks associated with your account or we suspect or confirm any fraudulent activity in connection with your payments, we may, without limiting any other rights available to us, require you to add money to the cash balance of your account solely by means of Top-Up cards. Refunds and Returns No Refunds of Top-Up and Monthly Charges We are not responsible for, nor do we refund, lost, stolen, misused, or damaged Top-Up cards. We do not accept returns of or provide refunds for Top-Up cards. Please ask your retailer any questions regarding its return policy. Top-Up cards must be applied to your account within 5 years of purchase. All Top-Up sales are final and non-refundable regardless of who uses or possesses your mobile phone or device after you purchase services, and regardless of whether the mobile phone or device is used with your consent or knowledge. Monthly charges are non-refundable. Returning Your Mobile Phone or Device Mobile phones and devices purchased directly from us through our website at www.virginmobileusa.com may be returned for a full refund within 30 days of purchase. You must have the original receipt, packaging materials and all components. Please contact Virgin Mobile At Your Service at 1-888-322-1122 for instructions. Mobile phones and devices purchased at a retail store may be returned to that store in accordance with the store's return policy. Please repack the mobile phone or device and all components and bring it to the store at which you purchased it. All mobile phones and devices purchased directly from us or one of our authorized dealers include a one-year warranty from the original equipment manufacturer. If you experience a mobile phone or device malfunction, call Virgin Mobile At Your Service at 1-888-322-1122 and we will arrange for a replacement mobile phone or device. Lost or Stolen Equipment If your mobile phone or device is lost or stolen, you are responsible for charges incurred until you notify us of the loss of your mobile phone or device by visiting our website at www.virginmobileusa.com or by calling Virgin Mobile At Your Service at 1-888-322-1122. Upon receiving notice that your mobile phone or device is lost or stolen, we will suspend your account. If you do noteither activate a new mobile phone or device, or notify us that you have found your old mobile phone or device within 60 days of the suspension of your account,your account will be deactivated, we will assess you a termination charge equal to the balance in your account, which is not refundable, and, if applicable, you will lose your phone number. Mobile Phone Number The mobile phone number we provide for your use is and will remain our property. If you cancel your service or your account is deactivated, we may give the mobile phone number to another customer without notice (unless you transfer the mobile phone number to another telecommunications provider in accordance with applicable regulations). We may also change your mobile phone number at any time, although we will notify you prior to any change. You can request to change your mobile phone number up to three times each year. Keeping Your Old Phone Number Depending on where you live, you may transfer an existing wireless or wireline carrier telephone number to our service for use as your mobile phone number. To switch an existing phone number to us, contact Virgin Mobile At Your Service at 1-888-322-1122. Before you call, please have a bill from your existing wireless or wireline carrier available. When you switch from another wireless carrier to Virgin Mobile or payLo, you may have to pay a termination penalty to your former carrier if you terminate your contract early. We will not reimburse you for any fees imposed by other carriers. You will not be able to switch your area code without receiving a new local number as well. For example, if you move from San Francisco to New York City, and your San Francisco number was 415-123-4567, you may keep 415-123-4567 as your number, but you may not switch your number to 212-123-4567. Although you may keep your old number and old area code, you should be aware that your New York friends may pay long distance charges when they call your San Francisco number from the New York area. Specific Terms and Restrictions regarding Data Services If your plan includes data services, such services are provided solely for purposes of web browsing, messaging, and similar activities. You are responsible for all data activity from and to your mobile phone or device regardless of who initiates the activity. You may not use the data service: (1) with server devices or host computer applications, including, but not limited to, Web camera posts or broadcasts, automatic data feeds, automated machine-to-machine connections or peer-to-peer (P2P) file sharing or other systems that drive continuous heavy traffic or data sessions; (2) as a substitute or backup for private lines or frame relay connections; (3) with "auto-responders", "cancel-bots", or similar automated or manual routines which generate excessive amounts of traffic, or which disrupt user groups or email use by others; (4) for an activity that connects any device to personal computers (including without limitation, laptops), or other equipment for the purpose of transmitting wireless data over the network (unless customer is using a plan designated for such usage), (5) to send "spam" or unsolicited commercial or bulk email (or activities that have the effect of facilitating unsolicited commercial email or unsolicited bulk email); or (6) for any activity that adversely affects the ability of other people or systems to use either our wireless services or other parties' Internet-based resources. We reserve the right to limit, suspend or terminate without notice any misuse of our network or violation of these Terms of Service. Data services allow you to access the Internet to view, download and send text, pictures, games, graphics, music, email, sound and other materials ("Content"). Some Content is available from us or our business partners, while other Content can be accessed from other third-party websites or services. Content may be unsuitable for children or minors, unreliable, inaccurate, offensive, indecent or objectionable. You are solely responsible for evaluating the Content that you or anyone using your mobile phone or device access. We strongly recommend that you monitor Content access by children or minors. Prior to accessing certain Content, we may require you to provide some personal information to verify that you are at least 18 years of age. Content from third parties may also harm your mobile phone, device or its software. We may place restrictions on accessing certain Content, impose separate charges, limit the amount of data you can access or transfer, or otherwise limit or terminate services. We do not endorse the Content, features, or software offered by third parties. Your relationship with providers of Content is between you and them. WE MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING ANY CONTENT OFFERED BY A THIRD PARTY THAT YOU MAY UTILIZE OR OTHERWISE ACCESS WHILE USING YOUR MOBILE PHONE OR DEVICE, INCLUDING, TO THE EXTENT PERMITTED BY APPLICABLE LAW, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, NON-INFRINGEMENT, PERFORMANCE OR ACCURACY. We have no control over the Content on any website that you may access via your mobile phone or device. We strongly recommend that you use good judgment and care in sharing any personal information about yourself. The Content provided by us and our business partners is for your private, non-commercial use only. You may not sell or resell Content. You may not upload and transmit or broadcast Content in public places. You will be solely responsible if you engage in any unauthorized use of Content. In the event that you lose access to Content you have purchased, regardless of the reason for such loss, including without limitation the failure of your mobile phone, device or computer, we may not make such Content available to you free of charge. Our rights to license to you certain of the Content may expire or may be changed at any time and without notice. We will not extend your rights to such Content, and will not provide any reimbursement of any fees or other amounts paid to us for Content. You may contact us to request replacement Content, but we will not be required to provide any such replacement Content. Acceptable Use of Our Products and Services You may not use your Virgin Mobile or payLo phone or device, or our service, for any illegal purpose, including to harass, threaten, abuse, defame or slander any individual or entity. You may not use our service in a manner that interferes with another customer's use of our service. Objectionable or Offensive Content You may not publish, copy, reproduce, upload, download, post, distribute, edit, modify, or otherwise transmit ("Post") any Content that is unlawful, libelous, defamatory, slanderous, obscene, pornographic, harassing, threatening, abusive, harmful, or otherwise objectionable, or that infringes upon or otherwise violates others' rights, including privacy rights. Unlawful Content You may not Post any Content that encourages or is in furtherance of an unlawful, criminal, or fraudulent activity or that violates any of our rules or policies. Soliciting Information You may not Post any Content that solicits any information from other customers or involves any commercial activities, including advertisements. Infringing Content You may not Post any Content that may infringe on or otherwise violate any patent, trademark, trade secret, copyright, or other intellectual property or proprietary right of any person. Infringement may result from the unauthorized copying, posting, editing, modifying or distributing of any Content, including ringtones, graphics, pictures, photographs, logos, software, articles, music, games, or videos. By Posting any Content, you represent that you have legal rights to use, distribute and publish such Content. Harmful Content You agree not to Post any Content that contains viruses, worms, time bombs or other similar programs. Removal of Content We reserve the right, in our sole discretion, to remove or delete any Content that you Post on our service that violates the Terms of Service or is otherwise deemed objectionable by us in our sole discretion. We may delete Content that you have downloaded or limit the amount of Content that you may download during any given period. Suspension or Termination of Service We reserve the right to issue a warning and to suspend or terminate your service and access to the www.virginmobileusa.com website or any other website we operate or to our service at any time if we determine in our sole discretion that you have violated the Terms of Service or any of our rules or policies or for any other reason in our sole discretion. Storage of Content Some Content may not be stored or processed because of memory limitations. You agree that we are not liable for the deletion of or failure to store Content, and, in compliance with the Terms of Service, you should store photographs and other information permanently by using another means, such as a CD-R or personal computer. Content may expire within 60 days of its original download unless you otherwise request its retention and/or preservation. A password may be required to use or access Content. The ability to make use of certain downloadable Content requires the use of a compatible mobile phone and is subject to certain functionality limitations such as memory, processor speed, and graphics capability. We will disclose to third parties any Content necessary to respond to claims that such Content violates the rights of third parties. Preventing Spam If you are receiving unwanted text messages ("spam"), contact the source and unsubscribe or remove your mobile phone number from the service. You may also elect to prevent the receipt of any text messages by visiting the Messaging Settings page on our website (www.virginmobileusa.com) or by changing the preferences on your mobile phone (Downloads (or VirginXtras) > Messaging > Messaging Management). Even if you elect to prevent the receipt of all text messages, you may still receive service alerts from us. You will not be charged for Virgin Mobile or payLo service alerts. If you elect to prevent the receipt of text messages, and you subsequently sign up to receive an alert, you must first change your text messaging settings to permit the receipt of alerts and all text messages. Unsolicited Messages If you intentionally send spam from your Virgin Mobile phone, we may terminate your service without further notice. If we terminate your service, your account will be deactivated, you will lose your mobile phone number, and we will assess you a termination charge equal to the balance in your account, which is not refundable. Blocking Messages You have the ability to block text messages from up to ten telephone numbers or email addresses by visiting the Messaging Settings page on the Virgin Mobile website (www.virginmobileusa.com). You may edit your preferences at any time. Blocking Third Party Content You may purchase mobile content from Virgin Mobile and also from 3rd parties on a one-time or recurring basis. Content fees will be deducted from your account balance. You are responsible for all content purchased including content purchased by others authorized to use devices on the account. Call Virgin Mobile At Your Service at 1-888-322-1122 for information on usage controls (e.g., account blocking tools or similar features). Use of Applications Not all applications will work on all of our mobile phones, and some applications may not be available in all areas. Use of certain applications may require the disclosure of personal information subject to the policies of the companies that offer such applications. Location-Based Services Location-based services use and provide information based on the location of your mobile phone. When you turn on your mobile phone, it automatically communicates with our network and relays its current location unless you have turned off your mobile phone's location functionality. The accuracy of location-based services may be affected by circumstances beyond our control, including atmospheric, geographic or topographic conditions. We do not warrant or guarantee that location-based services will be available at any specific time or geographic location, or that service will be provided without interruption. By using our location-based services, you consent to have us or our business partners electronically collect, monitor and track your physical location and the location of your mobile phone. We collect and disclose your location information only to provide you with the location-based services you have requested, or in emergency situations as prescribed by law. If you allow others to use your mobile phone, you are responsible for informing these users that their location information may be collected or disclosed. We will not provide your location information to third parties without your consent other than as prescribed by law. Teletype ("TTY") Access For information concerning TTY access for the hearing-impaired, please contact Virgin Mobile At Your Service at 1-888-322-1122. Pay-Per-Call Services We will not directly complete any calls to 1-900, 1-976 or other pay-per-call services. Safety and Security We are not responsible for the content or security of voicemail, messages or contact lists you create. Use your mobile phone and device in a safe manner that does not create a risk to your safety or the safety of others around you. While driving, always use a hands-free device and never use your mobile phone to send text messages. Always use your mobile phone and device in accordance with all applicable laws and regulations. Use of Your Customer Information When you agree to the Terms of Service, you also agree to the terms of our Privacy Policy (available at www.virginmobileusa.com). This policy may change from time to time and includes important information on what data we collect about you, how we use this data and with whom we share that data. In the course of providing service to you, we may collect certain information made available to us solely because of our relationship with you, including information regarding the nature and type of your service and the calls that you place and receive. We always will handle this data, which is "Customer Proprietary Network Information" ("CPNI"), in accordance with Federal Communications Commission regulations, federal consumer privacy laws and our Privacy Policy. We take reasonable steps to protect CPNI and your other personal information from unauthorized use or disclosure. Except as contemplated by the Privacy Policy, we will not intentionally share your personal information without your permission. We may, from time to time, use the information you provide us to market services to you that may be related to our service offerings. You may elect to receive text messages, email, direct mail and other updates from us and our partners by editing your profile on our website (www.virginmobileusa.com) or by calling Virgin Mobile At Your Service at 1-888-322-1122. To comply with appropriate legal process, we may disclose to law enforcement authorities and governmental agencies any information, including your name, account history, account information or other transmission data properly requested by law enforcement. Virgin Mobile Website You may use our website located at www.virginmobileusa.com to manage your account, make payments, view our content and learn more about our products and services. Use of the our website is subject to the terms set forth in the Terms of Website Use and Privacy Policy, which are available on our website (www.virginmobileusa.com). Dispute Resolution We and you each agree to contact each other first with any disputes. You must contact us with any dispute by calling Virgin Mobile At Your Service at 1-888-322-1122 or writing us at Virgin Mobile USA, L.P., 10 Independence Blvd., Warren, NJ 07059, Attn: Executive Escalations. Please provide a description of the problem, all relevant documents/information and the proposed resolution. We will contact you at the last address that you have provided us or on your mobile phone. We each agree to negotiate in good faith to resolve any dispute. No Trial by Jury If a claim proceeds in court, we each waive any right that we may have to trial by jury in any lawsuit or other proceeding to the extent permitted by law. Limitation of Liability We and you agree to limit claims for damages or other monetary relief against each other to direct and actual damages unless prohibited by law. You agree that we and our business partners are not liable to you or any third party for any indirect, special, incidental, consequential, exemplary or punitive damages of any kind, including lost profits (regardless of whether we have been notified that such loss may occur) by reason of any act or omission in our provision of products or services or under any legal theory, including fraud, misrepresentation, breach of contract, personal injury, product liability or any other theory. We assume no risk or responsibility for your use of any of Content. We are not liable for (1) any act or omission of any other company furnishing a part of our service or any equipment provided for such service; (2) errors or omissions of our business partners; (3) any damages that result from any product or service provided by or manufactured by third parties; or (4) any unauthorized or disputed charges for our services that appeared more than 30 days earlier on your online account statement which you did not promptly dispute in accordance with the Terms of Service. You acknowledge that no fiduciary or other special relationship exists between you and us, by virtue of the Terms of Service or your use of our mobile phones and services. You also agree we are not liable for missed voicemails or deletion of contacts from your address book, Content, or lost messages from your voicemail system. Warranties We do not manufacture our mobile phones or other equipment. The only warranties applicable to our mobile phones or other equipment are those extended by the manufacturers. We have no liability, therefore, in connection with mobile phones and other equipment or for manufacturers' acts or omissions. WE MAKE NO WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, REGARDING THE PRODUCTS AND SERVICES PROVIDED HEREUNDER OR ANY SOFTWARE USED IN CONNECTION THEREWITH, INCLUDING, BUT NOT LIMITED TO, AND TO THE EXTENT PERMITTED BY LAW, WARRANTY OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, QUALITY, NON-INFRINGEMENT, PERFORMANCE OR ACCURACY. We expressly disclaim any and all implied warranties. WE DO NOT PROMISE ERROR-FREE OR UNINTERRUPTED SERVICE AND DO NoT AUTHORIZE ANYONE TO MAKE WARRANTIES ON OUR BEHALF. Indemnification You agree to indemnify and hold harmless us and our affiliates and their respective officers, agents, partners and employees, from any and all liabilities, settlements, penalties, claims, causes of action and demands brought by third parties (including any costs, expenses or attorneys' fees on account thereof) resulting from your use of our products and services, or use of our products and services by another person who uses your mobile phone and/or our products or services, whether based in contract or tort (including strict liability) and regardless of the form of action. Effect of Terms of Service The Terms of Service supersede all oral or written communications and understandings between you and us with respect to our products and services and the terms under which they are offered and provided to you. If any part of the Terms of Service is declared invalid or unenforceable, all other parts of the Terms of Service are still valid and enforceable. Such invalidity or non-enforceability will not invalidate or render unenforceable any other portion of the Terms of Service. No provision of the Terms of Service provides any person or entity not a party to the Terms of Service with any remedy, claim, liability, reimbursement, or cause of action, or creates any other third-party beneficiary rights. Unless otherwise specified herein, any disputes of a legal nature, whether a claim, complaint, arbitration demand or otherwise, shall be subject to the exclusive jurisdiction of the federal or state courts located within the State of New York, except in the case of a customer resident in the State of California, in which case such disputes shall be within the exclusive jurisdiction of the federal or state courts of or in the California county in which the customer primarily uses the Virgin Mobile or payLo service. Notices You may notify us by mail (Virgin Mobile USA, L.P., 10 Independence Blvd., Warren, NJ 07059), phone (1-888-322-1122) or electronic means (via our websites at www.virginmobileusa.com). Notices will be considered effective after we receive them. If you are unable to resolve your concerns with us, you may file a complaint with the Federal Communications Commission, Washington, DC 20554. Any notice we send you will be sent to your last known residence or electronic address as shown on our records, or via text message to your Virgin Mobile or payLo phone. Export You agree to comply with all trade regulations and export control laws, both domestic and foreign. Our mobile phones, equipment, software, and any underlying information accessed or transferred by you using our services may be subject to U.S. export controls, including the Export Administration Act (50 U.S.C. § 2401, et seq.) and the Export Administration Regulations (50 C.F.R. § 730-774), as well as the import regulations of other countries. You agree not to export or re-export any our mobile phones, equipment, or software to any foreign country. Any information transferred by you using our services to any foreign country, entity, or person must comply with the U.S. Export Administration Act and the Export Administration Regulations. Trademarks and Licenses The Virgin name and signature and the Virgin Mobile name and logo are registered trademarks of Virgin Enterprises Limited and used under license by Virgin Mobile USA, L.P. payLo and the payLo logo are trademarks of Virgin Mobile USA, L.P. Virgin Mobile products and services are licensed under U.S. Patents 5,722,067; 6,157,823; and 6,236,851. Effective as of 11/16/2011. 1243906228 Powered by SMASH Wireless Copyright © 2012 SMASH Wireless, Inc. All rights reserved. Retail: 414-372-4555 | Corporate: 702-496-4237 sales@smashwireless.com | www.smashwireless.com www.facebook.com/SmashWireless