1. SCOPE & ACCEPTANCE

1.1 What these terms cover. These Field Services Terms of Networks & Communications LLC, doing business as Netcom (“Netcom”), govern professional installation services (One Talk desk phones, POTS-in-a-Box, gateways/routers, Wi-Fi, paging, and multi-site rollouts) and site surveys performed by Netcom or its dispatched technicians. Any hardware provided, and any subsidized-device 181-day commitment on that hardware, is governed by Netcom’s standard Terms & Conditions (networksandcommunications.com/terms); where hardware is involved, both apply.

1.2 Acceptance; signed quote required before dispatch. These terms bind the Customer when the Customer accepts a Netcom quote for field services — by electronic signature, written approval, or payment. A signed quote is required before Netcom dispatches a technician. The signed quote is the Customer’s agreement to these terms, including the 181-day activation commitment, the installation-recovery charge, and the site-survey election in §6.6.

1.3 Characterization; governing law. Each installation engagement is predominantly a contract for professional installation services, with any hardware being incidental. To the extent a court finds Article 2 of the Uniform Commercial Code (C.R.S. Title 4, Art. 2) applies to any part of an engagement, the parties intend the damages provisions here to satisfy C.R.S. § 4-2-718; to the extent Colorado common law applies, they intend them to satisfy the standards for liquidated damages under Colorado law. This Agreement is drafted to be enforceable under either. Colorado law; venue Arapahoe County, CO. For business and commercial customers only.

1.4 Version-at-acceptance. The version of these Field Services Terms in effect when the Customer accepted the applicable quote governs that engagement. This version is permanently at networksandcommunications.com/terms/field-services/v2026.

2. FREE ONETALK INSTALLATION & THE 181-DAY COMMITMENT

2.1 Free-install eligibility (per site, 15+ phones). Netcom provides professional on-site installation at no charge for each site that has 15 or more One Talk desk phones — eligibility is measured per site, by that site’s phone count. For a site with fewer than 15 phones, Netcom’s support team provides a guided installation — remote, step-by-step assistance for the Customer’s own staff to set up the phones — at no charge; alternatively, the Customer may request an on-site technician for that site, quoted separately at the $175/hr rate (§4.1). Examples: a single-site 20-phone order → free on-site install. An order of 30 phones spread across 8 sites (fewer than 15 per site) → guided installation for those sites, or on-site dispatch quoted per site. Phones Netcom installs on-site under this section are subject to the §3 installation-recovery charge. Phones set up by guided (remote) installation involve no on-site labor and are not subject to the §3 charge.

2.2 Installation is physical only. One Talk desk phones ship pre-provisioned, directly from Verizon — Netcom does not supply the phones. Netcom’s on-site technician physically installs each phone: mounts or places it, connects and powers it, and confirms it reaches Verizon’s ready/registered state at the jack. The on-site technician does not perform provisioning, configuration, call-routing or call-flow setup, feature programming, or number porting. Number porting, call routing/flow, call quality, and network performance are the responsibility of Verizon and/or the Customer, not part of the on-site installation.

2.2.1 Back-end configuration — you’re not on your own. Separately from the on-site physical installation, a combined Verizon and Netcom One Talk team works with the Customer to set up the back-end of the One Talk system — provisioning, call flow, and feature setup — coordinating with the Customer and with Verizon to help get the Customer running. This assistance is a separate, collaborative, best-effort service that runs on Verizon’s One Talk platform and depends on Verizon’s systems and on the Customer’s own elections, inputs, network, internet, and power. It is not part of the physical installation governed by these Terms, is not covered by the 90-day workmanship warranty (§5), and creates no Netcom performance obligation — so a configuration, call-flow, feature, coverage, or performance problem is not a defect in Netcom’s installation, not a breach by Netcom under §3.2, and not a defense to the installation-recovery charge; the Customer’s recourse for those issues is with Verizon. Netcom’s only obligation for its own back-end work is to re-perform that portion of its own work if the Customer identifies an error in it; this does not expand the 90-day workmanship warranty. Except for that limited re-performance, back-end configuration assistance is provided “AS IS,” and Netcom disclaims all other warranties, express or implied, including MERCHANTABILITY and fitness for a particular purpose. (Number porting remains the responsibility of Verizon and/or the Customer.)

2.3 The 181-day activation commitment (the “Commitment Window”). Each desk phone Netcom installs at no charge must remain in active service for 181 days measured from that phone’s One Talk activation date (the “Commitment Window” = that phone’s activation date + 181 days; Day 181 = activation date + 181 days). A phone’s activation date is the date its One Talk line is first placed in active service on Verizon’s network, as shown by Verizon’s or Netcom’s records. The clock runs from activation, not from the installation or completion date; where a specific phone’s activation date is not separately established, that phone’s Commitment Window is measured from its site’s Installation Completion date (§2.4). Suspending service does not pause the Commitment Window. This commitment is a material part of the consideration for the free installation; Netcom’s free installation and the Customer’s 181-day commitment are mutually bargained consideration, and neither is a gift.

2.4 “Installation Completed” (a separate milestone). “Installation Completed” is distinct from activation. Installation of a site is Completed on the date Netcom approves the technician’s closeout for that site — the phones physically installed, connected, powered, and reaching Verizon’s registered/ready state at the jack, with the closeout record (technician check-in/out, per-phone photos, and the on-site contact’s sign-off) submitted. Substantial completion governs: minor punch-list items (an individual label) do not delay Completion. Correct call routing, call flow, feature programming, and network performance are NOT conditions of Completion and do not delay it — those are back-end/carrier matters (§2.2.1, §5.5). If the Customer does not object in writing within 3 business days of the technician’s closeout, installation is deemed Completed and accepted as of the closeout date. Installation Completion establishes that Netcom performed the physical installation and starts the 90-day workmanship warranty (§5.1); it is measured per site. Completion does not start the Commitment Window — that runs from activation (§2.3).

2.5 Installed but not activated — the free install must be earned by activation. The whole bargain is: Netcom installs for free in exchange for the line being activated and kept active 181 days. Two consequences follow. First, the §3 installation-recovery charge applies only to a phone that was activated and then disconnected early — a phone that is never activated has no activation date, so no 181-day clock starts and the §3 charge cannot apply. Second, to keep that from becoming a free ride, if an installed phone is not activated within 30 days of Installation Completion, that phone’s free installation lapses, and Netcom may bill the installation at the standard $175/hr rate (§4.1) — a charge for installation work Netcom actually performed, not a §3 early-disconnect charge. In short: activate within 30 days and the install stays free; don’t, and you pay for the install like any paid job.

3. EARLY-DISCONNECTION INSTALLATION-RECOVERY CHARGE (INSTALLED DESK PHONES)

3.1 The charge. If an installed and activated One Talk desk phone is disconnected before Day 181 (its One Talk activation date + 181 days), a flat installation-recovery charge of $200 per disconnected phone applies. The $200 reflects the value of the professional installation Netcom provided at no charge — shown as a waived line on the Customer’s quote — which becomes recoverable if the line is disconnected early. This charge applies only to desk phones Netcom physically installed, where an installation was Completed (§2.4); it is never triggered by configuration, provisioning, or other back-end setup work performed without a completed on-site installation (§2.2.1). The Customer keeps the phone. A phone disconnected on or after Day 181 owes $0.

3.2 Any channel. The charge is triggered when an installed phone’s line ceases to be in active service before Day 181 as a result of any act or omission of the Customer, regardless of how or through whom the disconnection, port-out, transfer, suspension-for-cancellation, or deactivation is effected — including requests made directly to the carrier (Verizon) or a carrier representative, or non-payment causing deactivation. The Customer will maintain each installed line in active service for the full 181 days and will not request or permit its disconnection through any channel before Day 181. Excluded are disconnections caused solely by Netcom’s uncured material breach of its physical-installation obligations under §2.2, or by a documented carrier-side error or fraud the Customer did not cause. A configuration, call-flow, feature, coverage, or performance problem is not a Netcom breach under this section (§2.2.1, §5) and is not a defense to the charge.

3.3 Nature of the charge (liquidated damages). Because Netcom provides professional installation at no upfront charge, Netcom incurs and fronts real, non-recoverable installation labor and dispatch costs at the time of installation that it cannot recover if a phone is disconnected early. The parties agree that, at the time the quote is accepted, the actual costs and losses from an early disconnection are difficult and impractical to ascertain, and that the charge in §3.1 is a reasonable, good-faith pre-estimate of Netcom’s fronted, non-recoverable installation costs and losses, mutually intended in advance. It is liquidated damages for cost recovery, is not a penalty, is not a fee for terminating carrier service, and is not tied to, measured by, or a recovery of any third-party payment.

3.4 Not cumulative with the hardware charge. For any single device, this installation-recovery charge is in lieu of, not in addition to, any Early-Termination Charge for the same device under the standard hardware terms §2. The Customer is not charged twice for one device.

3.5 One Talk Mobile App (software) seats. One Talk Mobile App seats are software seats that Netcom does not install and are not subject to this installation-recovery charge. (Their carrier service terms are between the Customer and Verizon.)

3.6 Invoicing and proof. The charge is due 15 days from issue and may be invoiced up to 12 months after the disconnection (delay is not a waiver). Netcom proves the Commitment Window start by its Installation Completion record (§2.4) and proves a disconnection by its line-status records; activation and deactivation dates are recorded in the Customer’s own Verizon account, and to dispute a start date or a disconnection the Customer must produce its Verizon line-status records — absent that production, Netcom’s Completion date and line-status records control.

4. PAID INSTALLATIONS & FIELD-SERVICES CORE

4.1 Installations under the threshold; paid installs. For One Talk orders under 15 desk phones per site, and for other installations that are not provided free, installation is billed at $175 per hour, two-hour (2 hr) minimum per dispatch (or as quoted). POTS-in-a-Box installations are billed installations; any subsidized router provided with a POTS solution, and its 181-day commitment, are governed by the standard hardware terms §2 (not this §3).

4.2 Life-safety lines. Where an installation supports life-safety functions (fire-alarm, elevator, or emergency lines), the Customer is responsible for testing and monitoring those systems and for any required inspections and certifications. Netcom installs the connectivity; it does not certify or monitor life-safety systems.

4.3 Site readiness (Customer obligations). The Customer will have the site ready on the scheduled date: power at each location, network/LAN and cabling where required, physical access and any needed escort, and an on-site contact with authority. If a scheduled dispatch cannot proceed or must be repeated because the site is not ready or for reasons within the Customer’s control, a return-trip / re-dispatch charge applies. Free installation assumes a ready site.

4.4 Scheduling, cancellations, no-shows (confirmed install or survey visits). Netcom confirms the install or survey date and on-site contact in writing before dispatch. These fees apply when the Customer cancels late or is a no-show for a confirmed, scheduled technician visit — an installation or a survey — because the technician’s time is reserved. Cancellations or reschedules with at least 48 hours’ notice are free; a cancellation or reschedule inside 48 hours incurs a $175 fee; a same-day cancellation or no-show is billed at Netcom’s full trip charge of $350 (a two-hour minimum dispatch).

4.5 Changes and concealed conditions. Netcom scopes each job in advance. Work beyond that scope, or work required by conditions Netcom could not have seen in advance (unusable cabling, no network drop, blocked access), proceeds only under a written change order the Customer approves before the added work is performed. A pre-installation scoping visit or site walk is not a site survey and is not a coverage or performance assessment (§6.6).

4.6 Timeframes. Installation and survey timeframes are good-faith estimates, not guarantees; time is not of the essence. Netcom is not liable for delays outside its reasonable control or for any consequential damages arising from scheduling.

5. WORKMANSHIP WARRANTY

5.1 Limited 90-day workmanship warranty. Netcom warrants its physical installation workmanship for 90 days from Installation Completion. If a device fails because of how Netcom physically installed it, Netcom will re-perform or correct the affected installation at no charge. This re-performance is the Customer’s sole and exclusive remedy, and Netcom’s entire liability, for an installation defect.

5.2 What it does not cover. This warranty covers Netcom’s physical installation labor only. It does not cover: configuration, call routing or call flow, provisioning, feature programming, or number porting — even where the Netcom One Talk team assisted with them (§2.2.1); call quality, latency, reliability, coverage, or network performance, which depend on the Customer’s network, internet, and power and on the carrier’s service (§5.5); the hardware itself (covered by the manufacturer’s/OEM warranty, which passes through to the Customer); or damage from misuse, relocation, environmental conditions, or changes by anyone other than Netcom. Install-success test: a phone is successfully installed when it is physically mounted/placed, connected, powered, and reaches Verizon’s registered/ready state at the jack (per the §2.4 closeout record). Total or partial non-function attributable to coverage, signal, carrier service, configuration, network, internet, or power is a performance/coverage/configuration matter (disclaimed) — not an installation defect. Only non-function attributable to Netcom’s physical work (miswiring, no power, failed cabling at the jack) is a workmanship matter, curable by re-performance under §5.1 as the sole remedy.

5.3 Notice and cure before disconnecting. If the Customer believes an installation is defective, the Customer must report it in writing and give Netcom a reasonable opportunity to re-perform before disconnecting the line. A disconnection made without that notice-and-cure is treated as voluntary and remains subject to §3.

5.4 Disclaimer. EXCEPT FOR THE EXPRESS 90-DAY WORKMANSHIP WARRANTY ABOVE, ALL INSTALLATION SERVICES AND ANY BACK-END SETUP ASSISTANCE ARE PROVIDED “AS IS,” AND NETCOM DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

5.5 Coverage and network performance; proceeding without a site survey. Cellular coverage, signal strength, throughput, call quality, latency, and network reliability depend on the carrier’s network and on the Customer’s building, environment, internet, and power — conditions Netcom does not control. Netcom does not warrant or guarantee coverage or network performance, and a coverage or performance shortfall is not an installation defect under §5. Netcom offers a professional site/RF survey (§6) to identify coverage, signal, and site conditions before an installation. This is especially important for coverage-dependent installations — fixed wireless access (FWA), antenna, and cabling work — where site RF conditions determine whether the solution will perform. Neither Netcom nor any carrier representative will represent that a coverage-dependent installation will work without a completed site survey. Where Netcom recommends a survey and the Customer elects to proceed with an installation without one — or proceeds against a survey’s findings — the Customer assumes the risk of, and Netcom is not responsible for, any coverage or performance issue that a survey would have identified or that the survey flagged. This allocation is limited to coverage and performance outcomes; it does not limit Netcom’s obligation to perform the physical installation competently and in a workmanlike manner, which remains covered by §5.1.

6. SITE SURVEYS

6.1 Surveys are billed. Site and RF/coverage surveys are professional services billed to the Customer (multi-carrier RF survey and pre-install site surveys). Netcom may waive the survey fee at its sales discretion; a waiver of the fee is not a representation that a survey is unnecessary and does not shift coverage or performance risk to Netcom (§5.5). The survey fee pays for the technician’s time on site and the engineered report Netcom delivers.

6.2 Earned and non-refundable. The survey fee is earned in full and non-refundable once the survey is performed and the deliverable (report, heat map, or data) is delivered, regardless of the findings or the Customer’s decision whether to proceed.

6.3 Not a guarantee. A survey documents observed radio-frequency and site conditions as of the survey date, for planning purposes only. Netcom does not warrant or guarantee any level of coverage, signal strength, throughput, feasibility, or post-installation performance, and makes no warranty of merchantability or fitness for a particular purpose as to survey results. Conditions change over time (construction, obstructions, carrier network changes, added devices).

6.4 Validity. Survey results are valid for 90 days from the survey date; a re-survey may be required after that.

6.5 Deliverable, acceptance, and ownership. The deliverable is the survey data export, labeled photos, and Netcom’s report. It is deemed accepted if not disputed in writing within 5 business days of delivery. The report is Netcom’s work product; the Customer is licensed to use it for its project, and Netcom retains ownership of the report and its methodology. Survey equipment Netcom loans for or during a survey remains Netcom property and must be returned.

6.6 What a “Site Survey” is; the survey election. A “Site Survey” means only an engineered RF/coverage measurement with the written deliverable in §6.5. A pre-installation scoping visit, site walk, readiness check, mounting/cabling assessment, or a technician’s on-site presence is not a Site Survey, is not a coverage or performance assessment, and creates no representation or warranty about coverage, signal, or performance. The signed quote records the Customer’s survey election — that the Customer either accepts the recommended survey (quoted separately) or declines it and assumes the risk of coverage/performance conditions a survey would have identified (§5.5). This written election is the parties’ sole record of the survey decision; no oral statement by any Netcom or carrier representative that a survey is or isn’t needed is binding or may be relied upon.

7. GENERAL & LEGAL

7.1 Exclusive remedy; limitation of liability. The remedies stated in these terms are the Customer’s sole and exclusive remedies. Netcom is not liable for indirect, incidental, special, or consequential damages (lost profits, downtime, business interruption), even if advised of their possibility. Netcom’s total aggregate liability for any engagement is capped at the greater of the amounts paid to Netcom for the affected services or $5,000. These limitations are independent of, and survive, any failure of the essential purpose of any limited remedy.

7.2 Modifications & waiver. No modification, waiver, or exception to these terms is effective unless in a writing signed by an officer of Netcom. No Netcom sales representative, technician, distributor, or carrier representative has authority to modify these terms, waive the 181-day commitment, or waive a charge. Netcom’s not enforcing a charge on one occasion is not a waiver on any other, and Netcom’s prior practice on other orders does not modify this order.

7.3 No affirmation / no reliance. No statement, assurance, estimate, projection, or prediction by any Netcom or Verizon One Talk-team member, technician, or representative — including any statement that a phone, line, feature, call flow, coverage, or system will work, perform, or be suitable once configured — is an express warranty, guarantee, or representation, and the Customer does not and may not rely on any such statement. The only warranty is the §5.1 workmanship warranty on physical installation; all back-end setup assistance and all installation services are otherwise provided AS IS.

7.4 Order documents. The signed quote controls the scope, price, sites, device counts, and survey election. Customer purchase-order terms that add to or differ from these terms are rejected; fulfillment of a PO is not acceptance of its terms.

7.5 Payment & collections. Past-due amounts accrue interest at 1.5% per month or the maximum lawful rate, whichever is less. The Customer may not set off disputed amounts against other invoices. Netcom may suspend services while any invoice is past due. In any action to collect, the prevailing party recovers reasonable attorney fees and costs.

7.6 Severability. If any provision — including any charge as applied to a particular service or seat type — is held unenforceable, the remainder stays in effect, and that holding does not affect the enforceability of any other provision or of the same provision as applied to any other service or seat type.

7.7 Entire agreement. These Field Services Terms, the standard Terms & Conditions (for any hardware), and the signed quote are the entire agreement. A SOW or MSA executed by an officer of Netcom that expressly states its intent to amend controls where it conflicts.