Section B: GENERAL TERMS AND CONDITIONS: TELUS Business Connect Contact Centre Service

1. Charges and Payment.

1.1 The Customer is responsible for all charges resulting from any calls or messages or other communications made to or from any telephone, computer or other device using the Services. Until the Agreement is terminated, TELUS shall bill the Customer each month, and the Customer shall pay the charges for the Services as specified in the CSA including all government charges and applicable taxes relating to the Services. Recurring charges for a Service shall be billed monthly upon installation of the Service or any unit of the Service. The billed amount is payable in full, without deduction or set off, by the due date shown on the bill. The Customer shall pay a late payment charge of 3% per month (compounded to 42.58% per year), calculated from the billing date, on any amounts not received by TELUS by the due date shown on the bill. TELUS may change the late payment charge at any time by giving at least 30 days’ advance notice to the Customer.

1.2 TELUS may bill the Customer exclusively by posting the Customer’s invoice on the Internet. If TELUS bills the Customer through Internet posting, the Customer agrees that (a) the Customer shall receive its bill, and applicable late payment charges shall begin to accrue, when TELUS posts the Customer’s bill online at the website specified in the notice, and (b) the Customer waives pre-notification of the amounts and dates of debits from the Customer’s account.

2. Term and Termination.

2.1 The term, as it may apply to each component of the Services, if any, and which is also referred to as the “Commitment Period” in the CSA, is described in the CSA (the “Term”).

2.2 TELUS may suspend the Services or terminate the Agreement effective immediately upon notice to the Customer if the Customer breaches any provision of the Agreement and does not remedy the breach within 10 days after notice of the breach (but no notice period shall be necessary if, in TELUS’ reasonable discretion, immediate termination is necessary to protect the operation or integrity of the Services or TELUS’ network or to prevent violations of applicable laws or regulations), or if the Customer becomes insolvent or bankrupt, or makes an assignment for the benefit of creditors or appoints or has appointed for it a receiver or manager, or ceases to do business as a going concern, or is wound up or dissolved. On termination of the Agreement, the Customer shall pay TELUS the termination charges and the other amounts described on this Agreement. TELUS may suspend or restrict the Services temporarily if TELUS reasonably believes it is desirable or necessary to do so to maintain, restore or repair any part of the networks or any part of the Services or for other business reasons. If the Services are terminated for any reason, including a decision to port a number to another carrier, the Customer shall remain liable for all accrued fees and charges. The SIM is not reusable on termination and must be destroyed.

2.3 The Customer may terminate some or all of the Services or this Agreement at any time by giving at least 30 days’ advance notice to TELUS. If the Customer is a small business under Broadcasting and Telecom Regulatory Policy CRTC 2014-576:

(a) the Customer may terminate some or all of the Services or this Agreement by giving notice to TELUS, and

(b) termination of a Service shall be effective when TELUS receives the notice or, if the Service requires disconnection and porting to another service provider, upon disconnection.

2.4 Upon termination by Customer in accordance with Clause 2.3, Customer shall pay all termination fees and charges set out in the terms and conditions of this Agreement.

3. Use of the Services.

The Customer shall not: resell the Services; tamper with or change the Services or any TELUS equipment or facilities; abuse the Services or use them in a manner that interferes with any TELUS equipment or facilities, TELUS’ network, or the use of TELUS services by any other person, or in a manner that avoids the payment of any charges or abuse any flat rate or unlimited use service plan offered by TELUS; or use the Services in violation of any applicable law and regulations.

4. Numbers and Property Rights.

Subject to any rights available under applicable laws and regulations, including any right to port a number to another carrier, the Customer does not own or have any property rights in any telephone numbers assigned for use with the Services, or in any TELUS network facilities or equipment. This Agreement does not grant to the Customer any ownership, intellectual property or other rights or licenses in or to any Service Components and does not grant to TELUS any ownership, intellectual property, or other rights or licenses in or to any property of the Customer, unless stated elsewhere in this Agreement. In this Agreement, the “ Service Components” are the facilities, equipment, software, systems, processes, and documentation used by TELUS to provide the Services.

5. No Warranties.

TELUS does not guarantee error-free or uninterrupted operation of the Services, and provides the Services on an “ as is” and “as available” basis. Warranties, representations, and conditions do not apply to the Services and are excluded, to the extent permitted by law. Additional restrictions on or limitations of the Services are set out in Subsection B.1  and TELUS’ Tariffs. 

6. Indemnity.

The Customer shall indemnify and hold harmless TELUS, Authorized Service Providers and their respective Affiliates, officers, directors, managers, and employees (each, an “ Indemnified Party”) for all damages, expenses (including reasonable attorneys’ fees), losses, claims or judgments sustained by or made against an Indemnified Party in connection with (a) the Customer's use or misuse of the Services (or such use or misuse by a third party acting with the Customer’s permission, knowledge, authority, or direction (an “Acting Third Party”)), (b) any Customer equipment used with the Services; (c) a breach of the Agreement by the Customer or its Acting Third Party; (d) any violation of law or regulation by the Customer or its Acting Third Party through their use of the Services; (e) the Customer’s or its Acting Third Party’s misappropriation, violation, or infringement of any right, title, or interest of any third party’s intellectual property rights; or (f) any negligent, reckless, or willful acts or omissions by the Customer or its Acting Third Party.

7. Limitation of Liability.

7.1 In this Agreement, “Third Party Liabilities” means all loss and liability incurred by TELUS resulting from any claim made against TELUS in connection with the Customer’s equipment, software, data or services, or in connection with any access or use of the Services by the Customer or any other person, including use that breaches this Agreement, through the Customer’s equipment, software or services or using any Customer credentials or permissions necessary to access or use the Services, even if the person or the use is not authorized by the Customer.

7.2 Neither party or its Affiliates shall be liable to the other party for loss of profits or business, failure to realize expected savings, loss of or damage to data, loss of goodwill or reputation, or any consequential or indirect damages, arising from or relating to the Services or this Agreement. This exclusion applies even if the party could reasonably foresee or has been advised of the possibility of such losses, failure, or damages. This exclusion does not apply to a party’s responsibility for Third Party Liabilities or obligations to pay liquidated damages.

7.3 TELUS’ entire liability to the Customer arising from or relating to:

(a) a Service is limited to an amount equal to the total charges paid by the Customer for the Service during the one-year period immediately preceding the first event that resulted in any claim by the Customer against TELUS for that Service, and

(b) this Agreement or all of the Services is limited to an amount equal to the total charges paid by the Customer under this Agreement during the one-year period immediately preceding the first event that resulted in any claim by the Customer against TELUS arising from or relating to a Service or this Agreement.

7.4 These limits on liability apply to all claims in aggregate made against TELUS and its Affiliates arising from or relating to this Agreement or the Services.

7.5 These exclusions and limits on liability apply whether the claims are made in contract, tort (including negligence), statute, or otherwise.

7.6 Subsection B.1 contains additional limitations on liability.

8. Confidentiality.

8.1 Unless the Customer provides express consent or disclosure is pursuant to a legal power, all information kept by TELUS regarding the Customer, other than the Customer’s name, address and listed telephone number, is confidential and may not be disclosed by TELUS to anyone other than: the Customer; a person who, in the reasonable judgment of TELUS is seeking the information as an agent of the Customer; another telecommunications company, provided the information is required for the establishment of, or the efficient and cost-effective provision of, telecommunications services and disclosure is made on a confidential basis with the information to be used only for that purpose; a company involved in supplying the Customer with telephone or telephone directory related services, provided the information is required for that purpose and disclosure is made on a confidential basis with the information to be used only for that purpose; an agent used by TELUS to evaluate the Customer’s creditworthiness or collect the Customer’s account, provided the information is required for and is to be used only for that purpose; a public authority or an agent of a public authority, if in the reasonable judgment of TELUS it appears that there is imminent danger to life or property which could be avoided or minimized by disclosure of the information; a public authority or an agent of a public authority, for emergency public alerting purposes, if a public authority has determined that there is an imminent or unfolding danger that threatens the life, health or security of an individual and that the danger could be avoided or minimized by disclosure of information; or an Affiliate involved in supplying the Customer with telecommunications or broadcasting services, provided the information is required for that purpose and disclosure is made on a confidential basis with the information to be used only for that purpose. Express consent may be taken to be given by the Customer where the Customer provides written consent, oral confirmation verified by an independent third party, electronic confirmation through the use of a toll-free number, electronic confirmation via the Internet, oral consent where an audio recording of the consent is retained by TELUS, or consent through other methods, as long as an objective documented record of the Customer consent is created by the Customer or by an independent third party. TELUS may also release to a law enforcement agency, in accordance with the terms of a tariff approved by the CRTC, the identity of the service provider, the Customer name and service address associated with an specific telephone number.

8.2 The Customer hereby consents to the publication of the mobility numbers assigned to the Customer’s account, and presentation of caller ID as well as the disclosure of and sharing by TELUS, its Affiliates and their agents of information that they have about the Customer in order to assess the Customer’s creditworthiness and to market or provide products and services of TELUS, its Affiliates and third parties who provide products and services in association with TELUS and its Affiliates. If the Customer is an individual person, the Customer consents to the collection, use and disclosure by TELUS and its agents of the Customer’s personal information (whether previously collected or to be collected) for the purposes identified in the TELUS Privacy Commitment published at http://www.telus.com/privacy/privacy.html. The TELUS Privacy Commitment may be updated from time to time.

8.3 The Customer may inspect any TELUS records related to the provision of the Services to the Customer, provided that the Customer pays TELUS' related extraordinary costs. The Customer may request that its name and address not be included on any list provided to any other person or used by TELUS. TELUS may share the Customer’s personal information on a confidential basis with third party service providers. The Customer acknowledges that if any such service provider is located in the U.S. or other foreign country, the Customer’s personal information may be processed and stored in that country and may be accessed by the governments, courts, and law enforcement or regulatory agencies of that country under its laws. For the avoidance of doubt, during roaming outside Canada the storage, treatment and transfer of the Customer’s personal information and data may be subject to regulations different from regulations in Canada. The Customer agrees to provide TELUS with the Customer’s current e-mail address (and to inform TELUS if that e-mail address changes) to enable TELUS to provide the Customer with tools and services to manage the Customer’s TELUS account and to ensure that TELUS can communicate with the Customer about account related items on a timely basis.

9. Arbitration.

9.1 TELUS and the Customer shall use mediation and arbitration, as set out below, to resolve disputes as between themselves arising from or relating to the Services or this Agreement, whether the dispute is based in contract, tort (including negligence), statute, or otherwise.

9.2 If the business representatives of the parties hereto have not been able to resolve any such dispute, in order to proceed with the dispute resolution process, a party must submit the dispute to private and confidential mediation before a single mediator. If mediation does not assist in resolving the dispute, in order to proceed with the dispute, a party must then submit the dispute to private and confidential arbitration before a single arbitrator. The mediator and the arbitration shall not be the same individual.

9.3 The above mediation and arbitration shall take place in the city and Province in the Customer’s billing address in the CSA under the Rules of the ADR Institute of Canada, including its Rules as to initiation and submission of a dispute to mediation and arbitration, appointment of the mediator and any arbitrator, and responsibility for the fees and expenses arising from or relating to mediation and arbitration.

9.4 An arbitration decision shall be final and binding on the parties, and the parties shall have no rights of appeal. Either party may enforce the decision may be enforced via court proceedings.

9.5 This Clause 9 does not apply to TELUS or its agents in respect of their attempts to collect any monies owing to TELUS in relation to the Services or otherwise under this Agreement, or an injunction application by TELUS, except that in the case of an injunction application, the parties shall use mediation and arbitration to resolve the dispute that led to the injunction application. The Customer waives any right it may have to start or participate in, and agrees to opt out of, any class action against TELUS arising from or relating to the Services or this Agreement. Nothing in this Clause 9 restricts or intends to restrict the rights or powers of any administrative authority with jurisdiction over TELUS or the Services.

10. Amendments.

TELUS has the right to amend this Agreement and any terms and conditions contained herein at any time. However, TELUS shall use commercially reasonable efforts to notify the Customer, by e-mail or other means, of any such amendments before such amendments become effective. Each time the Customer uses the Services reaffirms the Customer’s acceptance of the then-current version of the Agreement. If the Customer does not agree to any amendment to the Agreement, the Customer must immediately cease any use of the Services and notify TELUS of termination in accordance with the Agreement.

11. General.

11.1 Interpretation. The headings in this Agreement do not affect the interpretation of any provision of this Agreement. The words “including” and “includes” mean “including without limitation” and “includes without limitation”. An “Affiliate” means any entity controlling, controlled by or under common control with, a party, where “control” means the ownership of at least 50% of the equity or beneficial interest of the party or that entity or the right to vote for or appoint a majority of the board of directors or other governing body of the party or that entity.

11.2 TELUS. “TELUS” means each TELUS Affiliate that provides a Service. As it relates to each Service, this Agreement is deemed to be solely between the Customer and the TELUS Affiliate specified as the Service provider in the CSA, with the TELUS representative having signed this Agreement on behalf of each such TELUS Affiliate.

11.3 Assignment. The Customer shall not assign all or any part of this Agreement or all or any of its rights or obligations under this Agreement without the prior written consent of TELUS. TELUS may withhold its consent to a proposed assignment by the Customer to a person who is in the business of providing information, communications, or technology products or services, including telecommunications or telecommunications-related products or services. TELUS may assign or subcontract all or any part of this Agreement or all or any of its rights or obligations under this Agreement without notice to or consent of the Customer.

11.4 Relationship. This Agreement does not create or imply any agency, partnership, or other joint relationship between the parties, and does not authorize either party to bind or obligate the other in any way.

11.5 Force Majeure. TELUS is not responsible for the performance of, or in default of, any obligation or provision of this Agreement if delayed, hindered or prevented by labour disruptions, failure of the networks of other companies, casualties, civil disturbances, law, order of a court or other lawful authority, acts of civil or military authorities, terrorism, accidents, fires, epidemics, natural disasters, or other catastrophes or events beyond TELUS’ reasonable control.

11.6 Severability. If any provision of this Agreement is void, prohibited, or unenforceable, this Agreement is to be construed as if that provision had never been part of this Agreement.

11.7 No Waiver. The failure of the Customer or TELUS to exercise any right under this Agreement, or to insist upon strict or full performance of the obligations under this Agreement, does not constitute a waiver or relinquishment of any provision of this Agreement. To bind a party, any such waiver must be express and in writing signed by that party. The rights of the parties under this Agreement are cumulative and not alternative.

11.8 Survival. Provisions of this Agreement that expressly or by their nature extend beyond the termination of this Agreement survive any termination of this Agreement.

11.9 Law. If any provision of this Agreement is prohibited by or contravenes any CRTC order or decision, that provision applies only to the extent permitted by the order or decision. TELUS and the Customer shall comply with all laws applicable to the exercise of their rights and performance of their obligations under this Agreement. This Agreement is subject to and is to be interpreted in accordance with the federal law of Canada and the laws of the Province in the Customer’s billing address in the CSA, without regard to that Province’s choice of law rules. Venue and jurisdiction shall be in that Province.

11.10 Notices. To be effective, notices to the Customer under this Agreement and notices of and requests for mediation and arbitration to either the Customer or TELUS must be given in writing to the other party’s notice address, by commercial courier with proof of delivery, fax, personal delivery, or registered mail. The Customer’s notice address and fax number are its billing address and fax number in the CSA. TELUS’ notice address and fax number for any notice of or request for mediation or arbitration are 510 W Georgia Street, Floor 7, Vancouver, B.C. V6B 0M3, (604) 439-1261. Notices and requests delivered personally or by commercial courier or fax shall be deemed to have been received on the day of delivery. Notices and requests sent by registered mail shall be deemed to have been received four days (excluding Saturdays, Sundays, and statutory holidays) after the date of mailing. Notices to TELUS under this Agreement, other than any notice of or request for mediation or arbitration, must be given by telephone to the TELUS number shown on the last bill sent to the Customer before the date of notice.

11.11 Entire Agreement. Any terms and conditions in a purchase order or other similar document issued by the Customer in relation to any Services that are different from or in addition to those in this Agreement do not bind and are rejected by TELUS. This Agreement forms the entire agreement between the parties, and supersedes all written and oral communications and agreements between the parties concerning the Services made before this Agreement came into effect. Changes to this Agreement must be agreed to in writing and signed by both parties to be effective, except as stated elsewhere in this Agreement.

SUBSECTION B.1: Service terms and Conditions: TELUS Business Connect Contact Centre Service

  1. Service Description

TELUS contact centre product is a cloud-based call centre solution provided over Internet Protocol (“VoIP”), which provides Customer with a capability to run a call centre operation with Customer users (“Users”) accessing the Contact Centre solution remotely or in a single physical location (“TELUS Business Connect Contact Centre Service” or “TBCCCS”). The Customer will have non-exclusive, non-transferable, revocable license and right to use each TBCCCS account provided in connection with the TBCCCS Services exclusively with one individual User under the Customer’s account, subject to all the other terms of this Agreement (each, a “Seat”). Accordingly, if the Customer wants to allow multiple Users to use the TBCCCS, the Customer shall need to purchase at least one Seat line for each User. The number of Seats the Customer has subscribed for is specified in the pricing section of this Agreement. TBCCCS includes portal access to the TBCCCS enabling the Customer to configure User IDs and passwords. Certain activities must be performed by TELUS and are not be available on the TBCCCS portal and may be subject to additional charges.

The provisioning and billing of the TBCCCS commences as of the Service Launch Date defined in the SOW.

TELUS Business Connect Contact Centre Service is offered in three packages: Basic, Advanced and Ultimate (“Editions”), and several optional capabilities (“Options”), each containing distinctive features listed in Appendix 1 to these TBCCCS Terms and Conditions. 

 

  1. Internet Protocol Telephony Readiness Assessment

An IP telephony readiness assessment, conducted by TELUS on a time and material basis, is strongly recommended prior to TELUS’ provisioning TBCCCS Services. The IP telephony readiness assessment determines whether the applicable portion of the Customer’s network is capable of supporting the minimum requirements for the provision of TBCCCS Services. Any costs associated with upgrading the Customer’s network infrastructure, connectivity or related charges resulting from such assessment are the sole responsibility of the Customer.

  1. 911 Services

TBCCCS does not include provision of 911 or E911 services. If the Customer subscribes to the TELUS Business Connect Service, 911 or E911 services will be provided in accordance with the TELUS Business Connect Services Terms and Conditions. 

  1. Customer Responsibilities.

4.1 Service Registration

Upon signing up for the TBCCCS and subsequently as requested by TELUS, the Customer shall provide to TELUS with its true, accurate, current, and complete personal name or business name, administrator name, billing address, shipping address, the addresses where the TBCCCS shall primarily be used, e-mail address, contact phone number, credit card information, and other data which may be necessary for TELUS to administer the Customer’s TBCCCS profile (collectively, “Registration Data”). The Customer represents and warrants that the Registration Data it provides is accurate, current, and complete, and agrees to promptly update any of the Registration Data as the change occurs. If the Customer provides Registration Data that is, or that TELUS suspects to be, false, inaccurate, not current, incomplete, fraudulent, or otherwise unlawful, TELUS has the right, in its sole discretion, to immediately suspend or terminate the TBCCCS.

4.2 Connectivity

 (a) TBCCCS does not include any connectivity to access and use TBCCCS and the Customer must supply, or contract separately to obtain, appropriate connectivity and the application necessary to use the TBCCCS.

(b) TBCCCS does not include any specific guarantee of Quality of Service (“QoS”). When the TBCCCS is provided through TELUS IP-Networks connectivity, the Customer must request by separate agreement that such TELUS IP-Network connectivity is configured with options and configuration to support TBCCCS in order to have QoS on the TBCCCS. The Customer further acknowledges that the TBCCCS does not guarantee any level of QoS when the Customer accesses the TBCCCS on another network (e.g., through another Internet connection or a cellular network). The Customer shall ensure that its network and connectivity the Customer uses to access the TBCCCS meet the minimum requirements for the TBCCCS given the Customer’s TBCCCS usage levels. The Customer acknowledges and agrees that failure to ensure that its network and connectivity continue to meet such minimum requirements for TBCCCS may impact the quality of the TBCCCS.

(c) When TBCCCS is provided through TELUS IP-Network connectivity, the Customer is responsible for obtaining, at its own expense, all access rights, authorizations or consents from third parties required to enable TELUS to install and maintain the TBCCCS at Customer site, which is at the Service Address indicated in the pricing section of the Agreement where the TBCCCS will be provisioned (the “Customer Site”). The Customer grants TELUS safe and timely access to the Customer Site in order to allow TELUS to install the TBCCCS.

(d) When TBCCCS is provided through TELUS IP-Network connectivity, the Customer must maintain a router to host certain static routes relevant to the TBCCCS.

(e) Prepare the Customer Site for the installation of TBCCCS in accordance with TELUS’ reasonable instructions. This includes upgrading any Customer network infrastructure components in response to any TELUS specified concerns in the IP telephony readiness assessment and providing all equipment, software and services necessary for use or used in conjunction with TBCCCS (“Customer Supplied Components”). The Customer is responsible for any additional installation costs incurred by TELUS as a result of the Customer’s failure to comply with such instructions. 

4.3 Other 

The Customer shall:

  1. comply, and shall ensure its Users comply, with the Joint Additional Use Terms set forth in Exhibit A; 

  2. comply, and shall ensure its Users comply, with TELUS’ Acceptable Use Policy and IP address policy, published at www.telus.com/aup (“AUP”). TELUS may, in its sole discretion, change the AUP at any time, and publishing the revised AUP at www.telus.com shall be sufficient notice of the changes to the Customer.

  3. abide by all applicable laws including but not limited to those regarding online behavior, acceptable content, and the transmission of equipment and information under applicable export laws and not use the Service for illegal purposes;

  4. abide by all applicable laws regarding the notice, notification, and consent requirements for recording conversations; 

  5. not interfere or disrupt networks connected to the Service;

  6. not interfere with another user’s use and enjoyment of the TBCCCS or other TELUS services; and

  7. promptly notify TELUS in the event Customer learns of any violation of the foregoing or any use policy referred to herein.

  8. maintain the security of its User IDs, passwords, PINs, security questions and answers, and similar security safeguards of the TELUS Cal l Centre Service;

  9. be responsible for the actions of any party using the TBCCCS or the User IDs and passwords assigned to the Customer, including the use of the TBCCCS portal, whether such actions are authorized or unauthorized; and

  10. immediately notify TELUS of any unauthorized use of the Customer’s account or of any other breach of security, and shall provide reasonable assistance to TELUS, as requested, to stop or remedy any breach of security.

  11. In no event shall TELUS or any TELUS Affiliate be liable for any unauthorized use of the Customer’s account.

  12. The Customer shall designate a representative as the Customer’s administrator. The administrator shall be authorized to provide TELUS with instructions, orders, authorizations and other directions, on behalf of the Customer, as detailed in these Service Terms. The administrator shall to be TELUS’ point of contact for all notices and communications to the Customer relating to TBCCCS.

  13. Customer is solely responsible for any and all activities that occur with its subscription to the TBCCCS by its Users, anyone using its subscription on Customer’s behalf with or without Customer’s permission, or by third parties.

5. Customer Representations and Warranties

The Customer represents and warrants that:

  1. Customer has access to, and shall maintain access to at all times, wireless or traditional wireline telephone service that shall enable it to call 911 and any other applicable emergency service number;

  2. Customer shall not use, and shall ensure its Users do not use, the TBCCCS in environments requiring fail-safe performance or in which the failure of the TBCCCS could lead to death, personal injury, or severe physical or environment damage;

  3. the Registration Data, User name, contact information, location information, and all other information provided in connection with its account are true and correct at all times; and

  4. Customer shall not use, and shall ensure its Users do not use, the TBCCCS in violation of the Use Policy herein or applicable law and regulations.

6. Call Recordings

TBCCCS provides a function that allows the Customer to record individual telephone conversations. The laws regarding the notice, notification, and consent requirements for recording conversations vary due to different circumstances. In some situations, the Customer is required to obtain consent from all parties to record a conversation. The Customer is solely responsible for complying with all federal, provincial, and local laws in any relevant jurisdiction when using this feature. TELUS expressly disclaims all liability with respect to the Customer’s recording of telephone conversations. The Customer hereby agrees to fully, finally, and forever release, discharge, hold harmless, and fully indemnify TELUS from and against any damages or liabilities of any kind related to the Customer’s recording of any telephone conversations using the TBCCCS.

7. Limited Licenses

  1. Subject to the terms and conditions of this Agreement and effective only during the Service Term, TELUS grants to Customer a limited, personal, revocable, non-sublicensable, non-assignable, non-transferable, non-resalable, and non- exclusive right and license to use TELUS Contact Centre Service and any related materials provided in connection therewith solely to operate TELUS Contact Centre strictly in accordance with this Agreement. For the avoidance of doubt, nothing in this Agreement or in the Service Contract shall be construed to grant to Customer any right to reproduce, market, or distribute TBCCCS or any of its documentation, or to use the same for any purpose other than its internal business purposes and by it and its Representatives asset forth herein.

  2. Customer shall not: (i) attempt to reverse engineer, decompile, disassemble, or otherwise translate or modify intellectual property in TBCCCS  or any TBCCCS  materials in any manner; (ii) market, sell, assign, license, sublicense or otherwise transfer, transmit, or convey such intellectual property; (iii) defeat, disable, or circumvent any protection mechanism related to the Service; (iv) allow any service provider or other third party, with the exception of TELUS’s authorized maintenance providers who are acting solely on behalf of and for the benefit of Customer, to use or execute any software commands that facilitate the maintenance or repair of any product included in the Service; or (v) permit or encourage any third party to do any of the foregoing.

  3. All of Customer’s use of TBCCCS and any TBCCCS materials is subject to any restrictions set forth in this Agreement with respect to the number of seats, concurrent Users, and unique accounts, use in a designated location, use in a designated environment, and use on designated hardware or other designated equipment.

  4. Customer agrees not to sell, assign, rent, lease, distribute, export, import, act as an intermediary or provider, or otherwise grant rights to third parties with regard to TBCCCS or any part thereof without TELUS’s prior written consent, to be granted or denied in TELUS’ sole discretion.

  5. TELUS may immediately terminate any license granted to Customer if Customer uses TBCCCS or any part thereof for any illegal purpose or in any way contrary to any law or regulation or in violation of this Agreement, tampers with or modifies the TBCCCS or any part thereof without TELUS’ prior authorization, or uses TBCCCS other than for the intended use or purpose as set forth herein.

  6. Changes to the Solution. TELUS, in its sole discretion, reserves the right to add, remove, or modify features or functions, or to provide fixes, updates and upgrades, to the solution (the “Contact Centre”). Customer acknowledges and agrees that (a) TELUS has no obligation to make available to Customer any subsequent versions of Contact Centre, and (b) it may have to enter into an amended or renewed version of this Agreement if Customer wants to download, install, or use a new version of Contact Centre. TELUS may at any time offer a new Contact Centre of equal or better functionality, with 6 months’ notice. If the Customer accepts the offer, TELUS will arrange a migration to the new solution at no cost to the Customer.

  7. Third Party Licenses. TBCCCS is partially powered by software and technology owned, licensed, and hosted by RingCentral Canada Inc. and its affiliates (collectively, “RingCentral”). The Customer agrees to additional licensing terms set forth in Exhibit A.

8. Warranty Disclaimer.

  1. TELUS makes no warranties, express or implied, including the implied warranties of merchantability and fitness for a particular purpose and any similar warranty, whether said warranty arises under provisions of any law of Canada or any province thereof or any country. TELUS makes no representations or warranties that the TBCCCS are free of rightful claims of any third party for infringement or misappropriation of intellectual property or other proprietary rights (including patent and trade secret rights). The entire risk associated with the use of the TBCCCS shall be borne solely by the Customer.

  2. TELUS makes no warranty on up-time, response times, latency, mean-time between failures, quality of service, or quality of voice or fax communications. TELUS expressly disclaims any warranty that the TBCCCS are appropriate for high-risk or other activities where failure of the TBCCCS could result in serious harm to persons or property.

  3. In addition, the TBCCCS are not intended for use as a repository or means by which to store any of the following on a non-temporary basis, and TELUS specifically disclaims any express or implied warranty of fitness for use of the TBCCCS Services for such purpose: (a) “personal health information,” as defined under PHIPA, (b) “personal information,” “personal health information,” “health information,” or equivalent terms as defined under applicable privacy laws of Canada or any province thereof, or (c) any other category of information regulated by any healthcare, data privacy, or data security law, regulation, or code of Canada or any other country, state, province, or political subdivision (collectively for the purposes of this Clause, “PHI”). Furthermore, the TBCCCS are not intended for use by any entity that falls within the definition of “health information custodian” or “agent” under PHIPA or equivalent terms as defined under applicable privacy laws of Canada or any province thereof, or any other category of entity regulated by any healthcare information, data privacy, or data security law, regulation, or code (a “Healthcare Information Law Covered Entity”). TELUS specifically disclaims any express or implied warranty of fitness for use of the TBCCCS by a Healthcare Information Law Covered Entity to transmit, receive, or store PHI.

  4. TELUS expressly disclaims any warranty that the TBCCCS is appropriate for use as a repository or means by which to store PHI on a non-temporary basis or for use by a Healthcare Information Law Covered Entity to transmit, receive, or store PHI.

  5. TELUS makes no warranty that the TBCCCS shall meet the Customer’s requirements, or that the TBCCCS shall be uninterrupted, timely, secure, error free or that any defects in the TBCCCS shall be corrected. Neither TELUS nor Authorized Service Providers or their respective Affiliates are responsible for messages or information lost or misdirected due to interruptions or fluctuations in the TBCCCS or the Internet in general. Neither TELUS nor Authorized Service Providers or their respective Affiliates are responsible for the content or functionality of any third party network used in connection with the TBCCCS.

  6. TELUS does not warrant the accuracy or reliability of the results obtained through use of TBCCCS or any data or information downloaded or otherwise obtained or acquired through the use of the TBCCCS. The Customer acknowledges that any data or information downloaded or otherwise obtained or acquired through the use of the TBCCCS are at the Customer’s sole risk and discretion, and neither TELUS nor Authorized Service Providers and their respective Affiliates shall be liable or responsible for any damage to the Customer or its property.

  7. No advice or information, whether oral or written, obtained by the Customer from TELUS, its Authorized Service Providers, or their respective employees, resellers, partners, or Affiliates or through or from the TBCCCS shall create any warranty not expressly stated in these terms and conditions.

  8. Although TELUS employs reasonable efforts to ensure that voice-mails and fax transmissions are secure, TELUS makes no guarantees of security.

  9. Some jurisdictions do not permit the disclaimer of certain implied warranties, so certain of the foregoing disclaimers may not apply. To the extent that TELUS cannot disclaim any such warranty as a matter of applicable laws, the scope and duration of such warranty shall be the minimum permitted under such laws.

9. Restrictions and Service Limitations.

  1. TBCCCS shall be reserved strictly for the Customer's internal use. Customer's internal use may include the use of the TBCCCS by the Customer’s Affiliates, provided that the Customer remains solely responsible towards TELUS for the use and payment of the charges for all Services provided to such Affiliates. These activities may be subject to obligations imposed by the Canadian Radio-television and Telecommunications Commission (“CRTC”) from time to time.

  2. TBCCCS is intended for general business use of the Customer only. They are not designed, manufactured, intended, or recommended for use or resale as equipment or services in environments requiring fail-safe performance (e.g. emergency medical care, hazardous activities) or in which the failure of the Services could lead to death, personal injury, or severe physical or environmental damage. TELUS specifically disclaims any express or implied warranty of fitness for high risk activities or services.

  3. In addition, the TBCCCS is not intended for use as a repository or means by which to store information that falls within the definition of “personal health information” (“PHI”), as defined under the Personal Health Information Protection Act, 2004 (Ontario) (“PHIPA”) on a non-temporary basis, and TELUS specifically disclaims any express or implied warranty of fitness for use of the software applications or Service for such purpose. Furthermore, the TBCCCS are not intended for use by any entity that falls within the definition of “health information custodian” or “agent” under PHIPA, or is otherwise subject to PHIPA (a “PHIPA-covered entity”) as a means by which to transmit, receive, or store PHI. TELUS specifically disclaims any express or implied warranty of fitness for use of the software applications or TBCCCS by a PHIPA-covered entity to transmit, receive, or store PHI.

  4. In providing TBCCCS, TELUS makes no representations or warranties with respect to (a) the availability or security of the Customer’s network connected to the Internet or any computers, software, hardware, devices, networks, or components under Customer’s possession, custody or control other than those provided in connection with the TBCCCS; or (b) any third party wireless network or services used by the Customer (collectively, “Customer Components”). The Customer acknowledges and agrees that it is solely responsible for the availability and security of its network that is connected to the Internet or Customer Components. When TBCCCS are provided through the Internet or through use of Customer Components, the Customer acknowledges and agrees that the performance of the TBCCCS may vary based on the quality on the Internet connectivity, including any cellular network used by the Customer to access the Internet, or the use of any Customer Components.

  5. Where TELUS has assisted in problem determination and TELUS has determined that a service outage or other problem was not caused by TELUS, TELUS may bill the Customer for such assistance. TELUS shall provide the Customer with reasonable problem determination assistance before any such assistance becomes billable. TELUS shall advise the Service administrator that there may be billable charges prior to beginning any billable work.

10. The SMS

  1. In addition to SMS capabilities set forth in the TELUS Business Connect Services Terms and Conditions, the Call Centre Service provides additional capabilities, such as sending text messages to large groups for surveys, and receiving responses.  

  2. SMS usage may be subject to fees and charges imposed by third-party wireless service providers under contractual mobile plans. Text messaging and wireless service are not available in all areas.

  3. Customers who send text messages to “opt-in” lists must have a method of confirming or verifying subscriptions and be able to show evidence of subscriptions for Users who complain about unsolicited text messages. Customer is also required to process opt-out requests within one (1) business day.

  4. Customer will not initiate an outbound text message unless it has received consent. Examples of permissible situations where Customer may properly send an outbound text message include, but are not limited to:

  1. Customer sends a text message to patron while on a call with patron’s consent;

  2. Customer sends a text message in response to patron’s text message; or

  3. Customer sends a text message through the IVR in response to patron’s consent.

11.  Moves, Adds and Changes

  1. The Customer may, from time to time, order additional Seats, features and options, or request other moves, adds and changes (collectively “MAC”) in respect of TBCCCS by contacting TELUS, provided that the Customer shall pay (a) the charges for the number of the Seats initially contracted (“Minimum Seat Commitment”) notwithstanding any MACs resulting in the Minimum Seat Commitment, and (b) additional charges for any increase of the Seats above the Minimum Seat Commitment. Each additional or cancelled Seat will be billed for the full calendar month when added or cancelled, as applicable. Each cancelled Seat will be billed for the full calendar month when they were removed (for example, if a Seat was added pm June 30, 2021 and removed on August 1, 2021, the Customer will be billed for 3 months - June, July and August). 

  2. The Customer may also perform self-service activities specified on the TBCCCS portal, including maintaining User passwords and PINs, adding or removing seats. The self serve activities are not billable themselves, provided that the charges referred to in s.7.1 above related to addition and cancellation of Seats and Minimum Seat Commitment shall always apply, 

  3. All implemented MACs shall be governed by the terms and conditions of this Agreement as it relates to TBCCCS. The Customer acknowledges and agrees that certain MACs may necessitate changes by the Customer to its network and connectivity and those changes may impact the delivery interval.

8. Professional Services 

  1. Each professional services (“PS”) engagement for initial delivery of the TBCCCS or subsequently during the term are subject to a statement of work to be mutually agreed upon between the parties ahead of the work to be performed (the “SOW”).  Each SOW will include among other things, description of PS, phases, fees, acceptance criteria and acceptance procedure, Customer responsibilities and any property and facilities that Customer is required or responsible to provide to TELUS in order for TELUS to perform the PS, change order procedure, and other information and terms and conditions applicable to the particular SOW. The terms and conditions in a SOW do not apply to the PS in any other SOW. Once executed by the parties, the SOW forms part of, and is governed by, this Agreement. 

  2. Changes to any applicable SOW shall be made only in a mutually executed written change order between TELUS and Customer (a “Change Order”), outlining the requested change and the effect of such change on the professional services, including without limitation the fees and the timeline as determined by TELUS in its reasonable discretion. TELUS has no obligation to provide any professional services outside the scope of an SOW.  TELUS will have no obligation to commence work in connection with any change order until the change order is agreed upon by both Parties in writing. 

  3. Customer Sites and Site Visits.  In the event the parties agree that the PS must be performed at one or more Customer facilities (each a “Site”), the Site will be separately identified in the applicable SOW.  Each visit to a separate Customer Site will be considered a separate “Site Visit”.  When so stipulated in the SOW, each Site may constitute a phase (a “Project Phase”).  Customer will follow these obligations and accordingly agrees that for failure to meet any of the following obligations, Customer shall incur (at the time of cancellation or failure) and be liable for, as liquidated damages, an amount equal to the number hours spent by TELUS for any Project Phase up to cancellation or failure the at TELUS then-current T&M Services hourly rate, as well as any expenses incurred by TELUS for Customer’s failure to meet any of the following obligations:

  1. Customer will maintain and ensure safe working conditions at each Site and shall promptly inform the TELUS project manager of any known hazardous conditions at any Site prior to any visit by any TELUS personnel;

  2. Customer shall ensure that all Site hardware and network environment meets or exceed the requirements set forth in the SOW;

  3. Customer shall provide TELUS with all reasonable information, cooperation, and assistance that TELUS requests in connection with performing the PS, including without limitation providing TELUS with access to Customer’s systems and networks and related system and network administrators.  Any failure on the part of Customer to provide the cooperation requested by TELUS, or to provide the information or hardware and software environment required, may result in the need for a Change Order with additional fees and extended timelines to accommodate Customer’s failure to do so; and 

  4. Customer shall ensure that at least ten (10) business days prior to a Site Visit or as otherwise agreed in the applicable SOW, the Customer project manager shall provide to the TELUS project manager the following information for the Site to be visited:

    1. the first and last name, extension number, and email address for delivery of message notification emails of each End User for which the professional services are to be implemented at the Site and any other information that TELUS requests to configure the digital lines that are part of such Services to be implemented (this information needs to be in the form of a Microsoft Excel file suitable for use with the plan service’s bulk configuration utility);

    2. written or illustrated diagrams of Customer’s current and proposed dial plans and data and call flows; and

    3. information related to configurations, equipment, and deployment requirements for the Site, as requested by TELUS.

  1. Late Site Visit Change. The parties acknowledge and agree that Customer’s cancellation or change of the dates of a Site Visit at any time during the ten (10) business days immediately prior to the date that the Site Visit is scheduled to take place (a “Late Site Visit Change”) will cause TELUS to incur expenses and losses (including without limitation TELUS’s costs in rescheduling the Site Visit and/or loss of opportunity for other business during the period during which such Site Visit was to take place).  Accordingly, Customer agrees that for each Late Site Visit Change, Customer shall incur (at the time of cancellation or change) and be liable for, as liquidated damages, an amount equal to eight (8) hours of TELUS T&M Services at TELUS’s then-current T&M Services hourly rate, as well as any Service Expenses that have already been expended by TELUS. The Parties acknowledge and agree that this amount is a fair, reasonable, and appropriate pre-estimate of the losses that TELUS will incur as a result of any single Late Site Visit Change.

  1. PS Acceptance. Each applicable SOW will identify the specific criteria required for the completion of each Project Phase (“Completion Criteria”).  Unless otherwise agreed between the parties in the applicable SOW, upon TELUS’s completion of the professional services for each Project Phase, TELUS will review the Completion Criteria with Customer and will present to Customer the PS Project Completion Signoff Form (“PCF”) for that Project Phase.  Notwithstanding anything to the contrary in this Agreement or any SOW, TELUS’s obligations under any Project Phase are deemed accepted and the professional services under such Project Phase shall be considered completed in full and billable upon any of the following (“Acceptance”): 

  1. Customer  executes the PCF. 

  2. If TELUS presents Customer with the PCF and the Customer fails to execute the PCF within three (3) days, unless the Customer  provides to TELUS, within those three (3) days, with a detailed description of the items that are outstanding or that are materially non- conforming with the Completion Criteria applicable to the specific Project Phase.  If TELUS timely receives a rejection notice, then TELUS will complete or re-perform any portion of the non-conforming professional services and re-submit the PCF for the Project Phase to Customer for Acceptance as described above.  If TELUS timely receives from Customer a second rejection notice, and TELUS, in its reasonable discretion determines that the professional services for the Project Phase were properly completed in accordance with the Completion Criteria, acceptance of the Project Phase will be deemed to have been occurred. 

  3. Unless otherwise agreed in writing between the Parties, production use will constitute Acceptance for all purposes of this Agreement.

  4. Acceptance for T&M Services, if applicable and used in an applicable SOW, is deemed to have occurred upon performance. 

  1. Additional Fees

  1. In addition to the fees and expenses set forth in the applicable SOW, Customer agrees to reimburse TELUS for its fixed travel, meal, and lodging expenses incurred in connection with any Site Visit (“Service Expenses”).  Travel, meal, and lodging expenses shall be invoiced upon Acceptance of each Project phase, alongside all other amounts due under this Agreement, on a per-trip/per resource basis.  TELUS shall, after Customers’ request, provide information verifying the deployment of on-site resources and expenditure of Service Expenses. 

  2. Customer agrees to incur and be liable for any additional fees or other amounts not provided for in the applicable SOW.  These additional fees may include, but are not limited to, the fees for any additional Site Visit(s) not included in the SOW which are payable on a T&M Services basis, with a minimum fee equal to eight (8) hours of TELUS per day at the then-current T&M Services hourly rate.

  1. SOW Termination

  1. Either Party may terminate the applicable SOW, in whole or in part, with thirty (30) days’ advance written termination notice to the other Party.  Unless otherwise specified in the termination notice, the termination of one SOW or Project Phase shall not necessarily result in the termination of, or otherwise affect, any other SOW or Project Phase.

  2. In the event that a SOW, or a Project Phase is terminated, in whole or in part, for any reason other than for TELUS’s material breach of this Agreement, Customer shall be obligated to pay TELUS for:

  1. any professional services and T&M Services that have been rendered up until the effective date of the termination;

  2. all applicable expenses incurred; and

  3. fifty percent (50%) of the fees for any other professional services not yet performed, due under the Project Phase(s) being cancelled, if termination of the Agreement, applicable SOW, or a Project Phase occurs within one hundred and eighty (180) days of execution of the applicable SOW.  If termination occurs after one hundred and eighty (180) days of execution of the applicable SOW, Customer shall owe all outstanding fees for any professional services not yet performed pursuant to the SOW, due under the Project Phase being cancelled.

  1. Upon receiving or providing notice of termination of any applicable SOW, TELUS shall be relieved of and excused from any obligation to continue to perform professional services or to perform under any then-current SOWs or Project.

13. Compliance with Laws

  1. Customer shall be solely responsible for complying with all applicable laws including but not limited to consumer protection and marketing laws, regulations, guidelines and industry standards including, such as telemarketing and mobile marketing sales rules and Do Not Call Registry. If Customer receives any notice or becomes aware of any violation of any law, statute, rule, regulation or ordinance by its subscription to Contact Center or the use thereof, Customer shall promptly notify TELUS of such notice or violation. TELUS will not be liable, directly or indirectly, to Customer or a third party for any potential misuse by the Customer of a Contact Centre and TBCCCS in violation of applicable laws, including, without limitation, the telemarketing laws and regulations.   

  2. TELUS may amend all or any part of this Agreement to be in compliance with regulatory, legal, or service provider changes that affect Contact Center. Any such modifications and/or amendments to this Agreement shall become effective upon publication on TELUS’ website at www.telus.com/businessconnect/en/serviceterms. Customer’s continued use of the TBCCCS following any such modification and/or amendment shall be deemed acknowledgment thereof and consent thereto.

14. Proprietary Rights

  1. Customer Data

 As between TELUS and Customer, all title and intellectual property rights in and to the Customer data including, without limitation, call recordings (“Customer Data”), is owned exclusively by Customer. 

  1. TELUS’ Intellectual Property Rights

  1. Customer agrees that all rights, title and interest in and to all intellectual property in Contact Center and any Contact Center materials are owned exclusively by TELUS or its licensors. Except as provided in this Agreement, the limited license granted to Customer does not convey any rights in the Contact Center or any Contact Center materials, express or implied, or ownership in the Contact Center, any Contact Center materials, or any of TELUS or its licensors’ intellectual property.

  2. Customer hereby grants TELUS a royalty-free, fully paid-up, worldwide, transferable, sub-licensable, irrevocable, and perpetual license to use or incorporate into the Contact Center or any Contact Center materials any suggestions, enhancement requests, recommendations, or other feedback provided by Customer or its representatives relating to Contact Center.

  3. Customer agrees not to display or use TELUS marks in any manner without TELUS’s express prior written permission, to be granted or denied in TELUS’ sole discretion. Any use of TELUS marks will be governed by TELUS’ then-current policies on its trademark and logo usage. Third party marks are the property of such third parties. Customer is not permitted to use these third party marks without the prior written consent of such third party that owns the third party marks.

  4. Any rights not expressly granted herein are reserved by TELUS or its licensors.

15. Theft of Services; Notice to TELUS

Customer is responsible for monitoring Customer’s use of Contact Center for possible unlawful or fraudulent usage. Customer shall notify TELUS immediately if Customer becomes aware or has reason to believe that its services through Contact Center are being stolen or fraudulently used. Customer acknowledges and agrees that Customer’s failure to notify TELUS may result in the termination of Services and additional charges to Customer. TELUS shall not be liable for any damages whatsoever resulting from fraudulent or unauthorized use of Customer’s account. Customer shall be liable for all use of Contact Center through its subscription, including any and all stolen Services or fraudulent use of Contact Center.

16. Termination

  1. In addition to TELUS’ termination rights in Section B (General Terms and Conditions), the Customer understands and agrees that TELUS may immediately at any time, and without additional notice to the Customer, terminate, modify, suspend, disconnect, discontinue, or block access to some or all of the features of the TBCCCS or Customer’s entire account if:

  1. TELUS determines that the Customer has created or caused to be created multiple free accounts.

  2. TELUS determines that the Customer has used a fraudulent credit card to pay for TBCCCS charges on its account.

  3. TELUS determines that the Customer has verbally insulted, abused, or harassed any of its employees, contractors, agents, or other representatives.

  4. The Customer has failed to respond to TELUS’ calls or e-mail attempts to contact the Customer about its account.

  5. TELUS determines that the Customer did not or shall not reasonably comply or cooperate with any applicable laws or regulations.

  6. TELUS or its Authorized Service Providers are ordered by law enforcement or other government agencies to suspend or terminate Service to the Customer’s account.

  7. TELUS determines that such action is necessary to protect, maintain, or improve the TBCCCS; to prevent fraud or misrepresentation by affirmative acts or omissions; to protect TELUS, its suppliers, its customers, or other third parties affiliated with TELUS; or for any other good cause.

  1. Upon any termination or suspension of the TBCCCS or the Customer’s account, TELUS may immediately deactivate or delete the Customer’s account and all related information and files in the account or restrict any further access to such files, information, or the TBCCCS.

  2. Neither TELUS nor any Authorized Service Provider or their respective Affiliates shall be liable to the Customer or any third party for any reason for terminating or suspending the Customer’s use or access to the TBCCCS.

17. Data Storage 

TELUS provides the storage for Customer Data at a rate specified in pricing section of this Agreement. TELUS may destroy all Customer data in the storage thirty (30) days after the deactivation of Customer’s subscription to the TBCCCS or the termination or expiration of the Agreement.

18. On-boarding, Ongoing Support and Off-boarding

  1. On-boarding

  2. Each initial delivery of the TBCCCS requires PS which will be provided by TELUS at an additional one time charge that will depend on the complexity of the Customer solution and requirements. 

  3. On-going support

  1. Once the full deployment is over, TELUS support will be available for on-going support. TBCCCS provides a number of options for on-going support. Support related to defects and issues with the TBCCCS will be provided free of charge. Managed services support option is available at an additional charge. 

  2. TELUS may update or apply new releases into Contact Centre in its discretion without prior notice to, or consent from the Customer. However, TELUS will provide Customer with email notice for the content of the upgrade for any major Contact Centre upgrade.

  1. Port out (Off Boarding)

Customer may port numbers away from Contact Centre in accordance to industry regulations and within industry standard processes. Customer will have full access to Customer Data.  Once TELUS receives a given Customer’s written notice of intention to terminate its use of the Contact Centre, TELUS will, as instructed by the Customer either return or delete Customer Data within thirty (30) days of termination, save to the extent that TELUS is required by applicable laws to retain some or all of the Customer Data.  

Exhibit A

Joint Additional Use Terms

The following additional use terms (the “Joint Additional Use Terms”) are between TELUS Communications Inc. and RingCentral Canada Inc., on the one hand, and each customer of the TELUS Business Connect software and the TELUS Business Connect Contact Centre software (a “Customer”) and its end Users (each, an “End User”), on the other hand. Capitalized terms not defined herein have the meaning set forth in the TELUS Business Connect Service Terms and the TELUS Business Connect Contact Centre Terms, available at https://business.telus.com/en/business/support/global/legal/business-connect-service-terms.

1. The Customer shall not (a) resell the Services; (b) tamper with or change the Services or any TELUS equipment or facilities; (c) abuse the Services or use them in a manner that interferes with any TELUS equipment or facilities, TELUS’ network, or the use of TELUS services by any other person; (d) use the Services in a manner that avoids the payment of any charges, or abuse any flat rate or unlimited use service plan offered by TELUS; or (e) use the Services in violation of any applicable law and regulations.

2. Each Customer and its End Users are subject to the follow acceptable use policy (the “AUP”), any breach of which shall be deemed a material breach of these Joint Additional Use Terms and may result in suspension or termination of the Customer’s TELUS Business Connect and /or TELUS Business Connect Contact Centre account.

2.1. Minors. Customer and its End Users may not exploit or harm minors (e.g., expose them to inappropriate content or ask for personally identifiable information without parental consent).

2.2. Infringement of rights. Customer and its End Users may not transmit any material that does or may infringe, misappropriate, or otherwise violate the intellectual property rights, rights of privacy, personality, or publicity, or any other rights of TELUS, its Third-Party Software providers, or any other third parties.

2.3. Derivative Works. Customer and its End Users may not undertake, direct, attempt, cause, permit, or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling, or hacking of TELUS Business Connect or TELUS Business Connect Contact Centre or any other software or hardware provided by TELUS or third parties and used in conjunction with TELUS Business Connect and /or TELUS Business Connect Contact Centre.

2.4. Illegal communications. Customer and its End Users may not transmit any communication that would violate any applicable law or use TELUS Business Connect and / or TELUS Business Connect Contact Centre to facilitate any illegal activity.

2.5. Avoiding compliance. Customers and its End Users may not use or employ methods or devices that are designed or likely to take advantage of, bypass, exploit, or otherwise avoid compliance with these Joint Additional Use Terms or applicable law.

2.6. Circumvention of security measures. Customer and its End Users may not defeat, disable, or circumvent any security mechanism related to TELUS Business Connect and /or TELUS Business Connect Contact Centre.

2.7. Interception. Customer and its End Users may not intercept, capture, sniff, monitor, modify, emulate, decrypt, or redirect any communication or data for any purpose, including, without limitation, by causing any TELUS Business Connect product or TELUS Business Connect Contact Centre or service to connect to any computer server or other device not authorized by TELUS or in any manner not authorized in advance in writing by TELUS.

2.8. Unauthorized repair. Customer and its End Users may not allow any third party (with the sole exception of TELUS’ authorized maintenance providers acting with TELUS’ express, prior authorization) to use or execute any software commands that facilitate the maintenance or repair of any software or hardware used in conjunction with TELUS Business Connect and / or TELUS Business Connect Contact Centre.

2.9. Traffic Pumping. Customer and its End Users may not engage in or allow traffic pumping or access stimulation of calls through TELUS Business Connect or TELUS Business Connect Contact Centre or any systems or networks thereof.

Appendix 1

TELUS Business Connect Contact Centre Services Details - Features and Options

TELUS Business Connect Contact Centre includes the following key features based on selected package, contracted entitlements and Professional Services:

  • Inbound Contact Centre

  • Omnichannel routing

  • Outbound Contact Centre

  • Skills based routing

  • Preview, Predictive and Progressive Dialer

  • Intelligent Call Suppression

  • CRM integrations

  • Actionable analytics

  • Workforce Optimization

  • Management Interface

  • PCI compliance

All versions of the TELUS Business Connect Contact Centre include voice routing and management, agent desktop, administration tools including reporting, and dashboards, call monitoring, call recording, powerful administrative and development tools. 

TELUS Business Connect Contact Centre Basic package includes the following features: 

  • Phone calls

  • Skills-based routing

  • Transfer

  • Conference

  • Open, close times with multiple branch options

  • Emergency routing

  • On-hold music (stock or uploaded)

  • Customized messages to

  • inbound callers

  • Zip tones

  • Follow-the-sun routing

  • Priority account queuing

  • Inbound call VM with email delivery

  • Touch-tone menus

  • Call recording

  • Simple screen pops

  • Warm call transfer

  • Whisper tone

  • Promise keeper

  • Agent-level routing

  • Agent notification on desktop with key customer information

  • Blind call transfer

  • Customized text to speech

  • After call disposition

  • Extension-to- extension dialing

  • Glip expert consultation

  • Voicemail handling

  • Fax handling

  • Meetings

  • Video conferencing

  • Screen share

  • Transfer / conference across UC and CC

  • Monitor, whisper, barge-in

  • Real-time and historical reports

  • Prebuilt and custom reports

  • API-level access to reporting data

  • Customizable for agents and managers

  • Apple mobile supervisor app

  • Call recording and playback

  • Security-based profiles

  • Central administrative environment

  • Skills-based proficiencies

  • Agent address books

  • Drag and drop studio development environment

  • Customizable for agents and managers

  • Advanced multi- input reporting and dashboards

  • Manual outbound dialing

  • Click to call

  • Outbound compliant calling mode

  • Admin APIs

  • Agent APIs

  • Authentication APIs

  • Real-time data APIs

  • Reporting APIs

  • Active / active disaster recovery

  • Compliant to PCI / HIPAA / and many other security standards

  • Flexible system scalable to thousands of agents, fast and easy to add agents as needed

  • Voice Ports: 1

TELUS Business Connect Contact Centre Advanced package includes the following features, in addition to all the features in TELUS Business Connect Contact Centre Basic package: 

  • Omnichannel agent desktop

  • Email

  • Web chat

  • Chatbot (keyword based)

  • Outbound phone call from chat

  • Fax (Requires third- party capability: see option table below)

  • Social media (Requires third- party search)

  • Work item / Case routing

  • SMS

  • Advanced screen pop— highly customized interactive integration

  • Inbound call VM with email delivery

  • Self-service IVR with data dip

  • IVR speech recognition (Requires speech recognition licenses)

  • Customer callback

  • Audible queuing times, status, count

  • Inbound call VM with custom queue inclusion

  • Programming-based customizable IVR actions

  • Voice Ports: 1 (total 2)

  • Omnichannel and advanced function dev tools

TELUS Business Connect Contact Centre Ultimate package includes the following features, in addition to all the features in TELUS Business Connect Contact Centre Advanced package: 

  • Campaign management

  • Blended inbound and outbound automated dialing

  • Predictive, progressive dial

  • Voice Ports: 0.5 (total 2.5)

The following optional capabilities are available as add-ons with additional charges for Basic, Advanced and Ultimate editions. 

  • inView performance management

  • Workforce management

  • Quality management

  • Speech and text analytics

  • Extended short term storage

  • Archiving / long term storage

  • Echo survey

  • CRM vendor monthly fee

  • Screen and voice recording

  • Auto attendant

  • TTS language packs

  • Embedded agent

  • Contact center premier support

The following optional capabilities are available as add-ons with additional charges for Advanced and Ultimate editions. 

  • Speech recognition 

  • Social media support

  • Advanced chat and co-browse

  • Fax handling 


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