a. LMS agrees to cause all telephone calls dialed to 1-800-DIVORCE from within the geographic area specified at section 3(a) above to be routed via available telecommunications facilities to the working terminating phone number designated by ATTORNEY at section 5 below.  

b. LMS agrees to cause said routing to become effective at the earliest practical date, as dictated by the long distance carrier for 1-800-DIVORCE, after the effective date of this Service Agreement. LMS further agrees to maintain said routing for the term of this Service Agreement, including any extensions, or until this Service Agreement is terminated as specified at section 10. 

c. The parties acknowledge that at the commencement of this Service Agreement, McLeod USA is the long distance carrier providing telecommunications service for 1-800-DIVORCE.  LMS reserves its right, at its sole discretion and without notice, to select any long distance carrier to provide telecommunications service for 1-800-DIVORCE during the term of this Service Agreement, including any extensions.

d. ATTORNEY agrees to provide the telephone(s), telephone wiring, any telephone equipment, any answering device(s) and any personnel necessary to receive 1-800-DIVORCE calls routed to the terminating phone number specified at section 5 below.

The terminating phone number specified at section 5 below shall be subject to change from time to time upon written notice to LMS. 

[3] The parties acknowledge that at the commencement of this Service Agreement, LMS shall pay, and hold ATTORNEY harmless from, any service charge imposed by the long distance carrier for any alteration to ATTORNEY's terminating phone number. Said service charge is presently negligible. However, LMS reserves its right during the term of this Service Agreement and any extensions to collect from ATTORNEY any such service charge, should such charge become burdensome, as determined at the sole discretion of LMS.

e. Intentionally Left Blank.  

f. ATTORNEY agrees to pay to LMS in arrears a Monthly Service Charge of $* [4], commencing on the date the routing referred to at section 4(a) above becomes effective and continuing each month thereafter during the term of this Service Agreement, including any extensions.

g. [3] The parties acknowledge that during the term of this Service Agreement, LMS shall pay, and hold ATTORNEY harmless from, all Federal and state taxes, surcharges, regulatory fees, deaf and/or disabled fees, 911 surcharges and any other miscellaneous governmental or regulatory taxes, charges or fees attributable to the use of 1-800-DIVORCE. Said taxes, charges and fees are presently negligible. However, LMS reserves its right during the term of this Service Agreement and any extensions to collect from ATTORNEY any such taxes, charges or fees, including particularly those imposed by the state government or regulatory agency having control over telecommunications in ATTORNEY's state, should such taxes, charges or fees become burdensome, as determined at the sole discretion of LMS. LMS shall provide ATTORNEY 60 days written notice of any intent to begin any such collection and of the likely amount of any such taxes, charges or fees.  

h. ATTORNEY agrees to pay in arrears to LMS each month either (i.) an Hourly Service Charge of $* per minute [5] of actual usage of 1-800-DIVORCE by ATTORNEY during the prior month or (ii.) the Hourly Service Charge defined above attributable to one hour of usage of 1-800-DIVORCE during the prior month, whichever is greater [6].  Said Hourly Service Charge shall be billed in increments of 6 or fewer seconds.  Said Hourly Service Charge shall commence on the date the routing referred to at section 4(a) above becomes effective and continue each month thereafter during the term of this Service Agreement, including any extensions. 

i. LMS agrees to bill ATTORNEY monthly for the Monthly Service Charge and the Hourly Service Charge, as defined above. All such billings shall clearly delineate the Monthly Service Charge and the Hourly Service Charge attributable to ATTORNEY's use of 1-800-DIVORCE during the prior month. All such billings shall include a Call Detail Report specifying the date, commencement time, duration, cost, and when not blocked, the originating telephone number and city of each 1-800-DIVORCE call received by ATTORNEY during the prior month. All such billings shall be forwarded to ATTORNEY by first class mail at the address specified at section 1 above, as modified, or  via electronic mail, within 2 business days of each billing date.  

j. [7] To establish a secure payment methodology for all 1-800-DIVORCE billings hereunder and to enable LMS to make timely payments to the long distance carrier for 1-800-DIVORCE, ATTORNEY designates Visa/Master Card/American Express/Discover account #___________ with expiration date __/__, on which he is an authorized signatory. By his or her signature below, ATTORNEY authorizes LMS to charge said line of credit only for the payment of charges, specified at sections 4(f), (g) and (h) above, attributable to ATTORNEY's use of 1-800-DIVORCE during the term of this Service Agreement, including any extensions. Said authorization shall survive the term of this Service Agreement to enable LMS to collect charges incurred by ATTORNEY during the term of this Service Agreement, including any extensions. [8] ATTORNEY acknowledges that the provision and maintenance of a sufficient line of credit is fundamental to the continued service provided by LMS under this Service Agreement.  ATTORNEY agrees to maintain said line of credit with sufficient pre-approved credit or available funds to pay each 1-800-DIVORCE monthly billing as it falls due. ATTORNEY further agrees to notify LMS in writing, in sufficient time to avoid any interruption of the use of said line of credit, of each extension of the expiration date of the credit or debit card facility or any substitution of another Visa, Master Card, American Express or Discover credit or debit card facility.

k. ATTORNEY agrees to pay, and hold LMS harmless from, any charges or fees imposed by ATTORNEY's local telephone company for the installation, use or repair of the terminating phone number specified at section 5 below, as modified.

l. ATTORNEY agrees that every 1-800-DIVORCE call received by ATTORNEY during ATTORNEY's normal business hours shall be answered by an employee or agent of ATTORNEY or by an answering device suitable for business use.

m. ATTORNEY agrees that 1-800-DIVORCE shall be displayed or spoken not less prominently than any other telephone number in any advertisement commissioned by ATTORNEY during the term of this Service Agreement, including any extensions, if said advertisement primarily promotes family law services.

n. Apart from the rights and duties imposed upon and accepted by the parties hereunder, each party shall have no knowledge of or control over the business of the other.  Accordingly, each party agrees to indemnify, and hold the other harmless from, any and all losses, liabilities, claims and lawsuits (including attorney’s fees and costs), including malpractice, abuse of process and malicious prosecution, arising from or pertaining to the conduct of that party's business. Further, neither party shall be liable in contract, tort or otherwise for incidental, consequential, specific or indirect damages, including but not limited to, lost business profits, even if that party has been advised of the possibility of same, arising from its acts or omissions in connection with this Service Agreement. Furthermore, neither party shall be liable for any delay or failure to perform its obligations hereunder due to any cause beyond its reasonable control, including but not limited to, labor disputes, fire, accident, act of the public enemy, war, rebellion, insurrection, sabotage, transportation delay, shortage of raw material, energy or machinery, act of God, government or the judiciary, providing however that nothing contained herein shall be construed to relieve ATTORNEY of his obligation to make all payments due hereunder as they become due and payable.

o. This Service Agreement creates no agency, contract of employment, partnership, association or joint venture of any description between the parties. The parties intend and agree that no right of continued or vested use of 1-800-DIVORCE or 1800DIVORCE.COM by ATTORNEY, not specifically and expressly created herein, shall be created or extended based upon any general principle of estoppel, any other general principle of law or equity, any novel theory of law or equity and specifically any Federal or state telecommunications statute or regulation. Accordingly, ATTORNEY hereby waives irrevocably any such right that might inure to ATTORNEY now or in the future.

p. ATTORNEY agrees to inform LMS during its normal business hours of any malfunction in 1-800-DIVORCE or 1800DIVORCE.COM. LMS agrees to perform all acts necessary to assure that ATTORNEY receives all benefits associated with the policy for maintenance and repair of the current long distance carrier for 1-800-DIVORCE and the current Internet Service Provider/Web Host for 1800DIVORCE.COM.

q. ATTORNEY acknowledges that its right to use 1-800-DIVORCE is subject to applicable tariffs, particularly those in relation to nonpayment for service, abuse of service, fraud and shortage of network facilities and components.  

5. DESIGNATION OF TERMINATING PHONE NUMBER: The designated phone number across which 1-800-DIVORCE call shall be routed to ATTORNEY is * [9].  Said phone number shall be subject to change from time to time upon written notice to LMS.

6. AREA CODE DIVISION *AND EXCHANGE CODE ADDITION: The parties acknowledge that existing telephone area codes are occasionally split or overlaid such that two or more area codes will exist where only one area code existed prior to the division. Should such an event occur during the term of this Service Agreement, including any extensions, the parties agree that the rights and duties imposed and accepted under this Service Agreement shall continue to apply to the entire geographic area specified at section 3(a) above, including that in any new area code, on the effective date of this Service Agreement.

[10] *The parties acknowledge that a local telephone company may create new telephone exchange codes within the geographic area specified at section 3(a) above. ATTORNEY is entitled to have any such new exchange codes added to the list of exchange codes, initially contained in Appendix A, being routed to ATTORNEY.

[10] To facilitate the process of adding new exchange codes, LMS agrees to conduct an audit of any new exchange codes at least once each Service Agreement year and to add any new exchange codes revealed by such audit to the list of exchange codes routed to ATTORNEY. LMS further agrees to add to the list of exchange codes routed to ATTORNEY any new exchange codes, within the area specified at section 3(a) above, notified to LMS by ATTORNEY, such additions not to exceed four per Service Agreement year.

7. DISCOUNTS:  LMS agrees to accept a deduction from ATTORNEY's Monthly Service Charge of $* for a period of six consecutive months for each attorney referred by ATTORNEY to LMS, which attorney executes a 1-800-DIVORCE Service Agreement and returns it to LMS. Said deduction shall commence, without demand, with the first 1-800-DIVORCE billing subsequent to each such execution of a 1-800-DIVORCE Service Agreement.

Multiple referral discounts shall be applied consecutively and under no circumstances to create a credit. A referral discount shall not be valid with any other special offer by LMS.

8. EFFECTIVE DATE OF AGREEMENT: This Service Agreement shall be effective on the date of its execution by ATTORNEY providing it is subsequently executed by LMS.