This Customer Agreement, which incorporates the attached Terms and Conditions of Service and any calling plan descriptions or brochures that we provide to you, is the contract between you and Long Lines Wireless that specifies each of our obligations. This Customer Agreement covers important issues such as how long the agreement lasts, fees you will be obligated to pay Long Lines Wireless if you terminate the agreement early or if you do not pay your bills when they are due, the rights of Long Lines Wireless to change the terms of this agreement and your wireless services, limitations of liability for Long Lines Wireless to you, and settlement of disputes by arbitration instead of in court. If you accept this Customer Agreement, it will apply to all your wireless services provided by Long Lines Wireless.

This Customer Agreement, including the attached Terms and Conditions of Service, begins when you accept it, which you do by (i) giving us your written or electronic signature, or (ii) by activating your Service through your Phone, or (iii) by using your Service after making any change or addition when we've told you that the change or addition requires acceptance. In accepting this Customer Agreement, you represent to Long Lines Wireless that you are at least 18 years old and have the legal capacity to accept this agreement. If you accept this agreement for a company or other entity, you represent to us that you are authorized to sign on behalf of that company or entity.

Please read this Customer Agreement, including the attached Terms and Conditions of Service and your Calling Plan, carefully before you accept it. If there are any parts you do not understand, please ask us and we will be happy to explain them. We suggest that you file the agreement in a safe place for future reference.

You may cancel this agreement for any reason within 14 days after acceptance if you advise us of your desire to cancel the Service, you return the Phone in like-new condition with all components including original packaging, and you agree to pay for all service fees and charges (including activation fee, if any) incurred up until the end of the day in which we terminate the Service. If you satisfy each of these conditions, you will not be obligated to pay an early termination fee.

Important definitions of terms used in this Customer Agreement:
• "Long Lines," "we", "our", or "us" refers to Long Lines Wireless, LLC and its affiliated entities.
• "You" or "your" refers to the individual accepting this Agreement and, if signed on behalf of an entity, on that entity as well.
• "Service" refers to the wireless voice and/or data services that are provided to you by Long Lines Wireless and its roaming carriers.
• "Phone" refers to your wireless telephone or other device that you use to receive our Service.

Our Service. Wireless calls and data transmissions are carried by means of radio signals, so you cannot use our Service when your Phone is not in range of one of our antenna sites or an antenna site of another carrier that has agreed to carry our customers' calls outside our coverage area, or if there isn't sufficient network capacity available at that moment. There are places in our coverage area, particularly in hilly or remote areas, with no service at all because they are not within range of the radio signals from an antenna site. Weather, topography, buildings, and other conditions, including your Phone, that we cannot control may also cause weak or no service, dropped calls, or other problems.

Your Phone. Whether you purchase your Phone from Long Lines Wireless or from someone else is entirely your choice. However, your Phone must comply with Federal Communications Commission regulations and be compatible with our GSM/GPRS network and your Calling Plan. From time to time, we may change your Phone's software, applications, or programming remotely and without notice. This could affect data you've stored, the way you've programmed, or the way you use your Phone. If you bought your Phone from Long Lines, it may contain software that prevents it from being used with any other company's wireless service, even if it is no longer being used to receive our Service.

Your Wireless Phone Number. You are responsible for all charges, including surcharges and other fees, for Service provided over the wireless phone number Long Lines Wireless assigns to your Phone, even if you are not the individual using or consuming the Service and did not authorize that individual to use your Phone. While this Customer Agreement is in effect, you may use your assigned wireless phone number with our Service or you may port the number to another carrier's service, but you do not have any other rights in the wireless phone number we assign to you. Long Lines Wireless does not publish a directory of our customers' wireless phone numbers, and we do not provide them to other parties for listing in their directories.

Activation Fee. Long Lines Wireless charges a one-time fee for each new wireless phone number that is assigned to you. This fee is not refundable even if you cancel our Service as provided above.

Your Calling Plan. Your Calling Plan is an important part of what you're agreeing to in this Customer Agreement. Be sure to review it carefully, and if there's anything you don't understand, please ask us to explain. Your Calling Plan determines the nature of, and the charges for, the Service we will provide, including your monthly access, monthly allowance minutes, roaming, and toll charges, if applicable. Your Calling Plan also describes the features included with your Service, as well as any optional services that are available for an additional charge. These included features and options may include data services such as text messaging and Internet access. You have the option to change to any qualifying Calling Plan at any time at no additional fee, although you may have to purchase a new Phone, or extend the term of your Customer Agreement, to be able to take advantage of a new Calling Plan.

• Monthly Access. This is your monthly charge based on your chosen Calling Plan, which specifies your allowed minutes of use, coverage area, etc. Paying this charge gives you the right to use Long Lines Wireless, and it is usually billed one month in advance.

• Monthly Usage. Your Calling Plan may have a set number of minutes that may be used each month, including a monthly allowance for "home area" use, night and weekend use, and calls to other Long Lines customers. These minutes will be pro-rated the first month. Unused allowance minutes are not carried forward or credited against the next month's usage. Toll charges, such as regional calling and wireless long distance charges, and Service-related fees are not included in the monthly allowance minutes and are charged separately on your bill.

• Roaming. The "home" rate and coverage area for your Service is specified in your Calling Plan and may be local, regional, or national. Calls (or data services) originated or received by your Phone outside the home coverage area for your Calling Plan are "roaming" calls and may be assessed additional per minute usage charges as described in your Calling Plan.

• Toll Charges. Depending on your Calling Plan, regional calling and long distance charges may apply for calls placed from locations outside your home calling area. These charges are based on where you start the call and don't change even if you move during the call.

Minimum Customer Commitment/Early Termination Fee. In part because you are purchasing your Phone from Long Lines Wireless at a special reduced price, your Calling Plan specifies a minimum of two years that you agree to do business with us. This minimum period (the "Term") begins when your Service is first activated. If you subsequently change to a different Calling Plan that requires a minimum customer commitment, the Term starts over again when the new Calling Plan is activated. Subject to your cancellation right described above, if you terminate service before the end of the Term, you will be responsible for an Early Termination Fee ("Fee") for each line of service terminated early. The Fee is $175 per line. After the Term is satisfied, this Customer Agreement will automatically renew on a month-to-month basis, until either you or Long Lines Wireless terminates it.

How We Measure your Minutes. For calls made from your Phone (including calls to 800 numbers and to check your voicemail), we measure the duration of a call beginning when the "Send" (or similar) key is pressed to originate the call and ending when you or the called party press the "End" (or similar) key or otherwise terminate the call and we receive a signal to disconnect, which may be a few seconds later. For calls placed to your Phone (including calls routed to your voicemail, even if no message is left), we measure the duration of the call beginning when we receive the signal to direct the call to your Phone (which may be a few seconds before your Phone rings) and ending when we receive a signal to disconnect the call. All calls are measured in full minutes. Partial minutes are rounded up to the next full minute. With respect to your monthly allowance minutes, this means, for example, that a 25-second call counts as one full minute, and a 2-minute, 10-second call counts as three full minutes. Calls that begin in one rate period and end in another rate period may be billed in their entirety at the rates for the period in which the call began.

Directory Assistance. When you dial 411, your call is routed to our directory assistance service. Unless your Calling Plan provides otherwise, directory assistance calls will be charged against your monthly allowance minutes and you will be billed a separate fee of $1.50 for each such call.

Taxes, Surcharges, and Other Fees. Your bill will include sales, excise, and other taxes and surcharges that we are required by law to bill to customers. They will be based on the taxes and surcharges applicable to the street address you provided to us. If you are tax-exempt, you must provide us with copies of your exemption certificates and pay for any filings we are required to make. Your bill will also include a Regulatory Cost Recovery Fee of $[1.25] per month to recover or help offset the costs of government surcharges and fees imposed on Long Lines Wireless and costs associated with government regulations and mandates on our business including, for example, number pooling, number portability, E-911 service, and federal and state Universal Service Fund charges. Taxes, surcharges, and the Regulatory Cost Recovery Fee are not part of your Calling Plan or of our rates, and we may change them without prior notice to you.

Payments. Payment is due in full as stated on your bill. If we do not receive full payment of your bill when due, we may, to the extent permitted by the law of the state of your billing address charge you a late fee of 1.5% per month (18% annually), or a flat $5 per month, whichever is greater, on your unpaid balance. We may, to the extent permitted by law, charge you for any collection agency fees. We may charge you up to $[25] for a returned check, as permitted by law, and we cannot honor any limiting notations you make on or with your checks.

Our Rights to Terminate this Customer Agreement. You agree not to resell our Service to someone else without our prior written permission. You also agree that your Phone will not be used for any purpose that isn't allowed by this Customer Agreement, the Terms and Conditions of Service, and/or your Calling Plan, or for any illegal purpose. We can, without notice, suspend or terminate your Service and this Customer Agreement for this or any other good cause including, but not limited to, your: (i) failure to pay your bills when due more than once in any 12-month period, (ii) harassing our employees or agents, (iii) lying to us, (iv) interfering with our operations or Service, (v) filing for bankruptcy, (vi) "spamming" or other abusive calling or messaging, (vii) modifying your Phone from its manufacturer's specifications, or (viii) using your Service in a way that adversely affects our network or other customers.

Limit on Our Liability. If Service is interrupted in your home area for more than a 24-hour period due to our fault, we will give you a credit for the period of interruption. As more fully described in the attached Terms and Conditions of Service, our liability to you for Service failures is limited solely to credits for Service interruption, and we shall not be liable to you or to any other party for any direct or indirect, incidental, or consequential losses or damages, including loss of business or goodwill, loss of revenues or profits, or claims of personal injuries resulting from the use of or inability to use your Phone or our Service (for example, for missed calls or voicemails or for deletions of voicemails from your mail box). LONG LINES WIRELESS MAKES NO WARRANTY, EXPRESS OR IMPLIED, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, SUITABILITY, OR PERFORMANCE CONCERNING YOUR PHONE OR OUR SERVICE. WE CANNOT AND DO NOT PROMISE UNINTERRUPTED OR ERROR-FREE SERVICE AND DON'T AUTHORIZE ANYONE TO MAKE ANY WARRANTIES OR SUCH REPRESENTATIONS ON OUR BEHALF. THIS STATEMENT DOES NOT DEPRIVE YOU OF ANY WARRANTY RIGHTS YOU MAY HAVE AGAINST ANY OTHER PARTY.

Dispute Resolution and Mandatory Arbitration. You and Long Lines Wireless each agree that we will attempt to settle any disputes between us by negotiation. If one of us has an issue that can only be resolved with third party intervention, we agree that it will be resolved by arbitration and not by filing a lawsuit. You understand that there is no judge or jury in an arbitration, and review is very limited, but an arbitrator will apply the provisions of this Customer Agreement including the Terms and Conditions of Service in the same way as a court would, and can award damages and relief as a court could. The Public unilities commission will regulate disputes that fall under its jurisdiction.

Our Rights to Make Changes. Long Lines Wireless retains the right to change the terms of this Customer Agreement, of the attached Terms and Conditions of Service, and of your Calling Plan at any time by sending your written notice prior to the billing period in which the changes would go into effect. If you use our Service after that billing period begins, you accept our changes. If the changes have a material adverse effect on you, however, you may terminate our Service without being required to pay the Fee.