Master Subscription Agreement
This agreement is limited to the use of PhoneUnite, LLC. (“PhoneUnite”), a legally registered Missouri LLC.
BY CLICKING THE “CREATE MY ACCOUNT” BUTTON DISPLAYED AS PART OF THE ORDERING PROCESS, YOU AGREE TO THE FOLLOWING TERMS AND CONDITIONS (THE “AGREEMENT”) GOVERNING YOUR USE OF PHONEUNITE'S SERVICE (THE “SERVICE”). IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU” OR “YOUR” SHALL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MAY NOT COMPLETE THIS SIGNUP PROCESS AND SHOULD LEAVE THIS SIGNUP PROCESS IMMEDIATELY.
As part of the Service, PhoneUnite will provide you with use of the Service, including, but not necessarily limited to, a browser interface, transmission, access and storage. Your registration for, or use of, the Service shall be deemed to be your agreement to abide by this Agreement including any materials available on the PhoneUnite website incorporated by reference herein, including but not limited to PhoneUnite’s privacy and security policies. For reference, a Definitions section is included at the end of this Agreement.
The service is only offered online and under the PhoneUnite brand.
1. Privacy & Security; Disclosure
PhoneUnite’s privacy and security policies may be viewed at http://www.phoneunite.com/privacy-policy. PhoneUnite reserves the right to modify its privacy and other policies in its reasonable discretion from time to time. After a policy change, users of the service will be notified after they login and will be asked to acknowledge that they understand the changes. By joining PhoneUnite, you agree to opt-in to occasional informational e-mails from PhoneUnite. At any time, you may opt out of receiving such communications by contacting PhoneUnite through the contact details provided at the website. As the service is hosted by PhoneUnite, matters deemed to be important to the operation or availability of accounts, such as notices of routine server maintenance, will still be sent via e-mail to individuals regardless of if they choose to opt out of informational e-mails.
2. License Grant & Restrictions
PhoneUnite hereby grants you a non-exclusive, non-transferable, worldwide right to use the Service, subject to the terms and conditions of this Agreement. All rights not expressly granted to you are reserved by PhoneUnite and its licensors.
You shall not (i) sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Service or the Content in any way; (ii) modify or make derivative works based upon the Service or the Content; or (iii) reverse engineer or access the Service in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of the Service, or (c) copy any ideas, features, functions or graphics of the Service.
You may use the Service only for your internal business and promotion purposes and shall not: (i) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (ii) send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material, including material harmful to children or violative of third party privacy rights; (iii) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (iv) interfere with or disrupt the integrity or performance of the Service or the data contained therein; or (v) attempt to gain unauthorized access to the Service or its related systems or networks, (vi) exchange or conduct phone calls or SMS text messages using the Service that violate any local, state or federal laws in the applicable jurisdictions of this agreement.
3. Your Responsibilities
You are responsible for all activity occurring under your User accounts and shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Service, including those related to data privacy, international communications and the transmission of technical or personal data. You shall: (i) notify PhoneUnite immediately of any unauthorized use of any password or account or any other known or suspected breach of security; (ii) report to PhoneUnite immediately and use reasonable efforts to stop immediately any copying or distribution of Content that is known or suspected by you or your Users; and (iii) not impersonate another PhoneUnite user or provide false identity information to gain access to or use the Service.
4. Account Information and Data
PhoneUnite does not own any data, information or material that you submit to the Service in the course of using the Service (“Customer Data”). You, not PhoneUnite, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Customer Data, and PhoneUnite shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Customer Data. In the event this Agreement is terminated (other than by reason of your breach), PhoneUnite will make available to you a file of the Customer Data within 30 days of termination if you so request at the time of termination. PhoneUnite reserves the right to withhold, remove and/or discard Customer Data without notice for any breach, including, without limitation, your non-payment. Upon termination for cause, your right to access or use Customer Data immediately ceases, and PhoneUnite shall have no obligation to maintain or forward any Customer Data. If customer requests a copy of all data from the system, PhoneUnite may charge the Customer a reasonable hourly rate for its assistance in providing this data.
5. Intellectual Property Ownership
PhoneUnite alone shall own all right, title and interest, including all related Intellectual Property Rights, in and to the PhoneUnite technology, the Content and the Service and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or any other party relating to the Service. This Agreement is not a sale and does not convey to you any rights of ownership in or related to the Service, the PhoneUnite technology or the Intellectual Property Rights owned by PhoneUnite. The PhoneUnite name, the PhoneUnite logo, and the product names associated with the Service are the sole property of PhoneUnite unless due credit is given and unless given in writing, may not be used by any third party.
6. Third Party Interactions
During use of the Service, you may enter into correspondence with, purchase goods and/or services from, or participate in promotions of advertisers or sponsors showing their goods and/or services through the Service. Any such activity, and any terms, conditions, warranties or representations associated with such activity, is solely between you and the applicable third-party. PhoneUnite shall have no liability, obligation or responsibility for any such correspondence, purchase or promotion between you and any such third-party. PhoneUnite does not endorse any sites on the Internet that are linked through the Service. PhoneUnite provides these links to you only as a matter of convenience, and in no event shall PhoneUnite or its licensors be responsible for any content, products, or other materials on or available from such sites. PhoneUnite provides the Service to you pursuant to the terms and conditions of this Agreement. You recognize, however, that certain third-party providers of ancillary software, hardware or services may require your agreement to additional or different license or other terms prior to your use of or access to such software, hardware or services.
7. Charges and Payment of Fees
You shall pay all fees or charges to your account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. You are responsible for paying for all fees relating to the account, regardless of whether it is actively used or not. PhoneUnite reserves the right to modify its fees and charges and to introduce new charges at any time, upon at least 30 days prior notice to you, which notice may be provided by e-mail or through the web interface. All pricing terms are confidential, and you agree not to disclose your charges to any third party, but rather refer them to the PhoneUnite sales and marketing website where current pricing is available.
Upon creating your PhoneUnite account, you will be billed any applicable fees and charges as shown on the order page. If you choose the unlimited plan, this only includes unlimited minutes in standard rate areas. In addition, PhoneUnite reserves its sole right to deem usage as excessive and beyond what is reasonable usage on a per user basis.
7.1 Refund Policy
PhoneUnite does not offer refunds, except under the following situations:
- If the refund request is in writing, is sent within 24 hours of the charge and is accompanied with a full cancelation request for the associated account, PhoneUnite may reverse a portion (up to the full amount) of the monthly service charge.
- If there is a billing error.
7.2 30 Day Money Back Offer
If within the first 30 days of service, you decide to cancel your service, you may request a refund by emailing us, or submitting a support ticket. Requested a refund by phone will be rejected so as to ensure that there is written documentation of the request. Your request for a refund must be submitted within 14 days of termination of your service.
If PhoneUnite believes your usage is beyond a reasonable amount, or if there has clearly been value gained by usage of PhoneUnite by the customer, then PhoneUnite reserves the right to reduce the refund amount by up to 100% of the charges made. In the event PhoneUnite does not issue a refund equal to the full value of charges incurred, the Customer will be notified and have an opportunity to discuss the matter with PhoneUnite further.
In no event will be a refund be given when the PhoneUnite service was clearly intended to used for a short period of time and the cancelation would have occurred regardless of the quality or function of the service.
This 30 day money back offer only applies to the first 30 days of service for a new account.
8. Data Storage Costs
There is no data storage limit placed on your account and the fee charged for access to the service covers all data storage. PhoneUnite, in its sole discretion, reserves the right to add data charges in the future for services that is may provide, such as call recording.
9. Billing and Renewal
PhoneUnite charges and collects in advance for use of the Service. Once subscribed as a paying user to the service, your account will automatically renew at the end of each cycle. The renewal process can be found in the billing section after the user logs in. The renewal charge will be dependent upon: i) the length of renewal chosen; ii) the fees charged for the service at the time of renewal; and (iii) the Service plan and any additional charges applicable for the account. PhoneUnite makes no guarantee to keep prices consistent with the price at the time of signup. Fees for other services will be charged on an as-quoted basis. PhoneUnite’s fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties based solely on PhoneUnite’s income.
You agree to provide PhoneUnite with complete and accurate billing and contact information. This information includes your legal name, street address, e-mail address and telephone number of an authorized billing contact and License Administrator. You agree to update this information within 30 days of any change to it. If the contact information you have provided is false or fraudulent, PhoneUnite reserves the right to terminate your access to the Service in addition to any other legal remedies.
Unless PhoneUnite in its discretion determines otherwise users will be charged in U.S. dollars. If you believe your bill is incorrect, you must contact us in writing within 60 days of the invoice date of the invoice containing the amount in question to be eligible to receive an adjustment or credit.
10. Non-Payment and Suspension
In addition to any other rights granted to PhoneUnite herein, PhoneUnite reserves the right to suspend or terminate this Agreement and your access to the Service if your account becomes delinquent (falls into arrears). You will continue to be charged for the service during any period of suspension. If you or PhoneUnite initiates termination of this Agreement, you will be obligated to pay the balance due on your account computed in accordance with the Charges and Payment of Fees section above.
You agree and acknowledge that PhoneUnite has no obligation to retain Customer Data and that such Customer Data may be irretrievably deleted if your account is 30 days or more delinquent, including your web address which will become available for any other user to use.
Accounts that fall into suspended mode may have an additional recording added to the beginning on their PhoneUnite incoming numbers that announces their delinquent status. This recording would be immediately removed upon the account moving back in to non-delinquent status.
11. Termination upon Expiration/Reduction in Number of Licenses
This Agreement commences on the Effective Date. The term of your account is on a month-to-month basis. Upon the expiration of the Initial Term, this agreement will terminate unless the account is renewed, in which case the agreement will renew for the period selected in the renewal process. You agree and acknowledge that PhoneUnite has no obligation to retain the Customer Data, and may delete such Customer Data, more than 30 days after termination.
12. Termination for Cause
Any breach of your payment obligations or unauthorized use of the PhoneUnite technology or Service will be deemed a material breach of this Agreement. PhoneUnite, in its sole discretion, may terminate your password, account or use of the Service if you breach or otherwise fail to comply with this Agreement. You agree and acknowledge that PhoneUnite has no obligation to retain the Customer Data, and may delete such Customer Data, if you have materially breached this Agreement, including but not limited to failure to pay outstanding fees, and such breach has not been cured within 30 days of notice of such breach.
13. Representations & Warranties
Each party represents and warrants that it has the legal power and authority to enter into this Agreement. PhoneUnite represents and warrants that it will provide the Service in a manner consistent with general industry standards reasonably applicable to the provision thereof and that the Service will perform substantially in accordance with the online PhoneUnite help documentation under normal use and circumstances. You represent and warrant that you have not falsely identified yourself nor provided any false information to gain access to the Service and that your billing information is correct.
You shall indemnify and hold PhoneUnite, its licensors and each such party’s parent organizations, subsidiaries, affiliates, officers, directors, employees, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) arising out of or in connection with: (i) a claim alleging that use of the Customer Data infringes the rights of, or has caused harm to, a third party; (ii) a claim, which if true, would constitute a violation by you of your representations and warranties; or (iii) a claim arising from the breach by you or your Users of this Agreement, provided in any such case that PhoneUnite (a) gives written notice of the claim promptly to you; (b) gives you sole control of the defence and settlement of the claim (provided that you may not settle or defend any claim unless you unconditionally release PhoneUnite of all liability and such settlement does not affect PhoneUnite’s business or Service); (c) provides to you all available information and assistance; and (d) has not compromised or settled such claim.
PHONEUNITE IS NOT A "DIAL-TONE" PROVIDER AND SHOULD NOT BE USED FOR EMERGENCY CALLS. IN THE EVENT OF AN EMERGENCY WHILE USING YOUR SERVICES, HANG UP AND DIAL "911" FROM A TELEPHONE SERVICE PROVIDED BY YOUR LOCAL CARRIER.
16. Disclaimer of Warranties
PHONEUNITE AND ITS LICENSORS MAKE NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICE OR ANY CONTENT. PHONEUNITE AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE SERVICE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS WILL BE CORRECTED, OR (F) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE SERVICE AND ALL CONTENT IS PROVIDED TO YOU STRICTLY ON AN “AS IS” BASIS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY PHONEUNITE AND ITS LICENSORS.
17. Internet Delays
PHONEUNITE’S SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. PHONEUNITE IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.
PhoneUnite agrees to backup account information occasionally, so that in the event of an emergency or server hard-disk failure, data may be recovered. PhoneUnite is not responsible for the information contained on your account and will not, under any circumstances, retrieve account data stored on a backup device in the event that you delete or lose the information. You agree and acknowledge that information contained on a backup will not necessarily be current and may require some changes after being restored. You agree to take full responsibility for the content on your account, and its accuracy.
19. Web Address
PhoneUnite remains the sole owner of all domains and subdomains related to this service. That includes subdomains assigned to accounts. PhoneUnite will provide a web address to the account holder that will only remain available to that account conditioned upon the account being paid in full. Should the account ever fall past due, PhoneUnite reserves the right to offer the web address associated with that account to any other user.
20. Limitation of Liability
IN NO EVENT SHALL EITHER PARTY’S AGGREGATE LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM YOU IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN NO EVENT SHALL EITHER PARTY AND/OR ITS LICENSORS BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THIS SERVICE, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SERVICE, OR FOR ANY CONTENT OBTAINED FROM OR THROUGH THE SERVICE, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, REGARDLESS OF CAUSE IN THE CONTENT, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT OR SUCH PARTY’S LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
21. Additional Rights
Certain states and/or jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental, consequential or certain other types of damages, so the exclusions set forth above may not apply to you.
22. Local laws
PhoneUnite and its licensors make no representation that the Service is appropriate or available for use in other locations outside of the United States of America. If you use the Service from outside the United States of America, Australia and/or the European Union, you are solely responsible for compliance with all applicable laws, including without limitation export and import regulations of other countries. Any diversion of the Content contrary to United States, Australian or European Union (including European Union Member States) law is prohibited. None of the Content, nor any information acquired through the use of the Service, is or will be used for nuclear activities, chemical or biological weapons, or missile projects.
PhoneUnite may give notice by means of a general notice on the Service, electronic mail to your e-mail address on record in PhoneUnite’s account information, or by written communication sent by first class mail or pre-paid post to your address on record in PhoneUnite’s account information. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email).
24. Modification to Terms
PhoneUnite reserves the right to modify the terms and conditions of this Agreement or its policies relating to the Service at any time, effective upon posting of an updated version of this Agreement on the Service. You are responsible for regularly reviewing this Agreement. Continued use of the Service after any such changes shall constitute your consent to such changes.
25. Assignment; Change in Control
This Agreement may not be assigned by you without the prior written approval of PhoneUnite but may be assigned without your consent by PhoneUnite to (i) a parent or subsidiary, (ii) an acquirer of assets, or (iii) a successor by merger. Any purported assignment in violation of this section shall be void. Any actual or proposed change in control of you that results or would result in a direct competitor of PhoneUnite directly or indirectly owning or controlling 50% or more of you shall entitle PhoneUnite to terminate this Agreement for cause immediately upon written notice.
Questions or Additional Information:
If you have questions regarding this Agreement or wish to obtain additional information, please use our contact form at http://www.phoneunite.com/contact.
END OF AGREEMENT