Please read these Terms & Conditions carefully before using this Site or downloading the Voipeer App to your Smartphone. These Terms & Conditions, as may be revised by Us from time to time, shall at all times govern the Your use of this Site and of the Voipeer App.
The Licensed Application is not a replacement for your primary telephone service anddoes not provide access to emergency services. You cannot use the Licensed Application to make calls to emergency services (e.g., by dialing 911, 112 or 999). However, you can continue to use your mobile device to make calls to emergency services via your mobile operator as normal.
PLEASE READ THESE TERMS & CONDITIONS CAREFULLY
1. Proprietary Rights
Voipeer LLC, ("Voipeer" or "we" or "us" or "our" or other similar pronouns) offers users with mobile devices ("You") calling , Video Calls and text messages services ("Services") transacted through a licensed application (“Licensed Application") for mobile devices. Our Licensed Application is licensed, not sold, to You for use only under the terms of this license, unless a product or service is accompanied by a separate license agreement, in which case the terms of that separate license agreement will govern, subject to Your prior acceptance of that separate license agreement. We reserve all rights not expressly granted to You.
We are the owner of the copyright, trade secrets, trade marks and any other intellectual property rights including all related software and underlying source code which subsist in the Licensed Application and all copies thereof. Title to and ownership of the Licensed Application shall at all times remain vested in us. You accept that the Licensed Application contains confidential information that is our property. You agree and acknowledge that we shall own the intellectual property rights to any modifications of the Licensed Application.
Subject to the terms and conditions of this Agreement, we grant to you a non-exclusive, revocable, personal, non-transferable license to use the Licensed Application without any right to sub-license.
The license granted hereunder is limited to use of the Licensed Application on a mobile device that you own or control. You will not use the Licensed Application on any mobile device that is not owned by you or under your control and you agree not to distribute or make the Licensed Application available over a network where it could be used by multiple devices at the same time.
2.1 The Voipeer App means any mobile application developed by the Company, as upgraded, enhanced or modified by Company from time to time, and which may be downloaded from the Site or any other distribution channel of the Company;
2.2 The "Content" means and includes any and all Applications, materials, information or data displayed, distributed, provided or performed on the Site or the Applications, which may include but not be limited to text, software, scripts, graphics, maps, photos, sounds, music, videos, logos, interactive features and other materials;
2.3 The "Services" are more fully described on the Site and/or in the Applications and may include, but not be limited to, downloading, installation and/or use of any of the Applications and access to or use of the Site, together with any other products or services Company makes available. All references to the Services shall include the Applications, the Content and the Site where the context requires; and
2.4 The "Site" means and includes a number of web sites available at or through various domains used, owned or operated by Company from time to time, including but not limited to http://www.voipeer.com (including any and all sub-domains, directories, sub-directories, files, folders and related URL's).
3. Limited Licence
The Services and Applications are licensed, not sold. You do not own the Applications and Services. Subject to the terms and conditions of this Agreement, Company, its affiliates and/or licensors grants you a limited, personal, revocable and non-exclusive license to access, use and receive the Applications and Services as made available and permitted by Company from time to time. The Services may be utilized by you through the processes provided on the Site, through installation and use of the Applications, or through the use of a phone or other communication device only for your own personal, non-commercial use, and not for the use or benefit of any third party. You will not sell, copy, transfer, make available, rent, lease, license, sub-license or lend the Services to any third party and you will not use the Services as a service bureau or application service provider providing products, services, information or Content to third parties. This Agreement and the license granted is void where prohibited by law, no offer to you to enter into this Agreement is valid in such jurisdictions, and any license granted to you to use the Services is void and, if necessary to give effect to the foregoing, revoked in such jurisdictions, provided that, notwithstanding the foregoing, all disclaimers and limitations in this Agreement in favor of Company shall in all cases apply. You may not modify, publish, transmit, participate in the transfer, rental or sale of, reproduce (except as provided herein), create derivative works based on, distribute, perform, display, or in any way exploit, the Services in whole or in part. You may not utilize the Services in any way other than as expressly provided in this Agreement. You shall not retain or store any significant portion of any Content in any form other than such portion as may be reasonably necessary for limited periods of time to use the Services. Copying, retention or storing of any Content for other than personal, non-commercial use as permitted in this Agreement is expressly prohibited without prior written permission from Company, or from the copyright holder identified in such Content's copyright notice.
4. Right to modify, suspend or terminate
Company may, in its sole discretion, change, modify, suspend or discontinue the Services at any time, including the availability of any feature, service, or Content, or amend or terminate this Agreement at any time without notice and without liability to you. Company may also impose limits on certain features and services or restrict your access to the Services, or any one or more components or parts of the Services, without prior notice or any liability whatsoever. Company shall have the right, at its sole discretion, to modify or terminate this Agreement and/or the Services at any time by posting a notice on the Site, or by sending you a notice via email or other form of written notice.
We may add, change, remove or discontinue any aspect of the Licensed Application at any time. In the unlikely event that we make any changes which are materially detrimental to you, you may terminate this Agreement on written notice and you may be entitled to a refund of any unused prepaid amount representing the period following the termination date. If you use the Licensed Application after any changes take effect you will be bound by the changes and you shall have no right to terminate this Agreement on the ground of the changes made.
We may suspend or terminate the Licensed Application and this Agreement if directed to comply with an order, instruction or request of any law enforcement, government or other competent authority.
5. Termination by You
You may terminate your use of the Services at any time by uninstalling and deleting the Software from all of your Devices. If you have subscribed to any Services, you agree that you are solely responsible for directly terminating all payment obligations you may have with any Application Store and/or payment processing service in connection .
6.1 You warrant, represent and certify to Company that you are an individual and not a corporation or other legal entity, you are of full legal age and have full capacity in your jurisdiction of residence, location or domicile to form a binding and enforceable contract, you are legally permitted to use the Services, this Agreement is valid and enforceable in your jurisdiction, and, whether or not you access the Services through the account of a third party, including without limitation, your employer or a corporate entity, you take full personal responsibility and will be fully and personally liable for your selection and use of the Services;
6.2 You agree to fully comply with all applicable local, provincial, state, national and foreign laws, treaties and regulations in connection with the Services and with any acceptable use policy Company may publish from time to time;
6.3 You undertake not to reverse engineer, decompile, disassemble, or attempt to derive the source code of the Licensed Application or any updates thereof and you will not adapt, alter, modify, upgrade, enhance or create derivative works of the Licensed Application or any updates thereof.
6.4 You will not reproduce or copy any part of the Licensed Application and you will not disclose to any third party the Licensed Application or any part thereof without our prior written consent. The Licensed Application is provided to you for your own personal use only and you will not re-sell or in any way re-supply the Licensed Application to others.
6.5 The terms of this Agreement will govern any upgrades provided by us unless such upgrade is expressly stated to be subject to a separate license agreement.
6.6 Any fraudulent, vulgar, offensive, harassing, objectionable, abusive, tortuous, criminal or otherwise illegal activity will be grounds for immediate suspension or termination by Company of this Agreement and/or access to the Services, without notice or liability of any kind to you;
6.7 Company does not promote, recommend or condone use of the Services during certain activities, such as, without limitation, automobile driving, bicycle riding, skating, skate-boarding or walking, where there is risk of accident, personal injury, property damage or death. You agree not to use the Services during such activities, and warrant, represent and certify that you will not do so.
6.8 You agree to use the Licensed Application strictly in accordance with this Agreement and any instructions issued by us from time to time. You have sole responsibility for any content or data which you upload, post, email or otherwise transmit via the Licensed Application. You agree not to not use the Licensed Application in contravention of any applicable local, state, national or international law, regulation or code of practice.
7. Charges and payment terms
Charges and payment terms which may be applicable will be provided to you before you complete payment for the download of the Licensed Application.Unless expressly provided elsewhere in this Agreement, upon termination of your account, all unused credits or pre-paid minutes shall expire in their entirety and no refund or pro-ration shall be made for any unused credits or minutes. You are solely responsible for any charges incurred using your Licensed Application user account and you must keep your log-in details private and notify us immediately if you believe that another person has had unauthorized access to your user account. You are responsible for the security of your user account and for all activities that occur in connection with your account. Any breach of security (for example, in connection with your username or password) must be notified to us immediately. If you provide any information that is false, untrue, inaccurate, not current or incomplete, or we have reasonable grounds to suspect that such information is false, untrue, inaccurate, not current or incomplete, we shall have the right to suspend or terminate your user account and refuse any and all current or future use of the Licensed Application.
8. Costs phone operator
Because some mobile network operators may prohibit or restrict the use of Voice over the Internet Protocol (“VoIP”) functionality over their network, such as the use of VoIP telephony over a mobile network, and may also impose additional fees or other charges in connection with VoIP, you must prior to use of the Licensed Application ensure that the terms of agreement with your operator do not prohibit or otherwise restrict use of the Licensed Application over such operator’s network. You are responsible for all data and other charges imposed by your operator or Wi-Fi provider which may be incurred when using the Licensed Application.You further understand that the costs of data connectivity services when using the Licensed Application may rise significantly when roaming internationally and that you are solely responsible for all charges in connection with your use of the Licensed Application. We are not liable for these or any other costs you may incur by using your operator’s or other third party services. You must comply with all applicable third party terms of agreement to ensure that you will not be in violation of the terms of agreement with your mobile operator when using the Licensed Application.
9. Disclaimer of Warranties
You warrant and represent that you have the necessary rights to install and use the Licensed Application and you will indemnify and keep us, our affiliates, agents, partners and officers, fully and effectively indemnified on demand from and against all actions, claims, losses, liability, damages, costs and expenses (including legal costs and expenses) suffered or incurred by us, our affiliates, agents, partners and officers and arising directly or indirectly out of your use of the Licensed Application.
You agree that the Licensed Application is provided “as is” and that we do not provide any guarantee, warranty or assurance that the Licensed Application will operate continuously or without interruptions or be error free or meet your requirements or that defects in the Licensed Application will be corrected. Accordingly, we do not accept liability for unavailability or the timeliness, deletion, mis-delivery or failure of the Licensed Application. You assume full responsibility and sole risk for your use of the Licensed Application. To the maximum extent possible, no warranties or terms implied by applicable law, including without limitation those relating to satisfactory quality, performance, fitness for purpose, quiet enjoyment and non-infringement of third party rights shall apply to the subject matter of this Agreement. In entering into this Agreement, each party acknowledges that it does not do so on the basis of, and does not rely on any representation, warranty, condition or other provision except as expressly provided in this Agreement and we exclude all express or implied terms, conditions, warranties, representations or endorsements whatsoever with regard to the Licensed Application to the fullest extent permitted by law. Should the Licensed Application be defective, you will assume the entire cost of all necessary servicing, repair or correction to any hardware or software used in conjunction with the Licensed Application. We shall not be responsible for operation of the Licensed Application other than on hardware approved by us and in conjunction with the operating environment designated for the Licensed Application. The limitations and exclusions in this section do not affect your non-excludable statutory rights and only apply to the extent permitted by applicable law.
10. limitation of liability.
Neither company nor its directors, officers, employees, agents, suppliers, licensors, contractors or any other party involved in creating, producing, or delivering the services shall be liable to you or anyone claiming through you for any loss of profits or revenue, damage to property or person, loss or inaccuracy of data or detrimental reliance thereon, failure to realize expected results, revenues or savings, economic loss of any kind, or incidental, consequential, special, punitive, exemplary or indirect damages (including without limitation, the cost of any substitute procurement), resulting from your access to, reliance on, or use of, or inability to access or use the services, whether based on or in warranty, contract, tort (including negligence), product liability, or any other legal or equitable theory. the foregoing shall apply whether or not company knows of the possibility of such damage or has been advised of such possibility, or such possibility is reasonably foreseeable. company shall in no event be liable to you or anyone else for any inaccuracy, error or omission in, or loss, injury or damage caused in whole or in part by failures, delays or interruptions in the services generally or specifically, and any content or services contained therein or supplied subsequently by agreement between you and company. you agree that, in all cases, any claim by you for damages against company arising from any access to, use of or reliance on the services, or otherwise arising under this agreement or otherwise, shall be limited to your provable direct damages in the maximum aggregate sum of one hundred dollars ($100.00) in lawful currency of the United states of America.The foregoing shall survive any termination or expiry of this agreement, howsoever caused.
The Voipeer App is available for use from any location worldwide subject to applicable law. You are solely responsible for complying with all laws and regulations in the legal jurisdiction in which You download and/or use the Voipeer App, including local laws, in which You utilize the Voipeer App. Notwithstanding the foregoing, You represent that You are not located in, under the control of, and are not a national or resident of any country which the United States has placed an embargo against or have placed on the U.S. Treasury Department's Specialty Designated Nationals List or the U.S. Commerce Department's Table of Deny Orders.
You may use the Licensed Application for lawful purposes only and in accordance with such instructions as notified by us from time to time. Nevertheless, You agree to use our Services at Your sole risk and we shall not have any liability to You for content that may be found to be offensive, indecent, or objectionable.. You must ensure that the Licensed Application is not used, whether by you or by anyone else, for any unlawful or fraudulent purposes. In particular, you will not use the Licensed Application:
12.1 in any way that breaches any applicable local, national or international law or regulation;
12.2 to send, knowingly receive, upload, download, use or re-use any material which does not comply with the requirements set out in section 19 below;
12.3 to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material (spam);
12.4 to knowingly transmit any data, or send or upload any material that contains viruses, Trojan horses, worms, keystroke loggers, spyware, adware or any other
harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware;
12.5 in any way which we reasonably consider to be abusive or inappropriate; or
12.6 in any way which we reasonably consider is likely to affect the quality of the Licensed Application or any other application provided by us.
13. Quality of Service
We are not responsible for incomplete, lost, late, damaged, illegible or misdirected mobile or e-mail messages or for any technical problems, malfunctions of any telephone lines, mobile communications systems, computer systems, servers, providers, hardware/software, lost or unavailable network connections or failed, incomplete, garbled or delayed computer or mobile transmission or any combination thereof. We are not responsible for any liability for damage to any Smartphone, computer or mobile system resulting from use of the Voipeer App or the Site. We assume no responsibility for undeliverable mobile messages or emails in connection with transmissions made utilizing the Voipeer App.
14.1 All site materials, including, but not limited to, text, data, graphics, logos, button icons, images, audio clips, video clips, links, digital downloads, data compilations, and software is owned, controlled by, or licensed to Voipeer and is protected by copyright, trademark, and other intellectual property rights. Site Materials are made available solely for personal, non-commercial use and may not be copied, reproduced, republished, modified, uploaded, posted, transmitted, or distributed in any way, including by e-mail or other electronic means, without the express prior written consent of Voipeer in each instance. You may only download material intentionally made available for downloading from this Site for Your personal, non-commercial use only, provided that You keep intact any and all copyright and other proprietary notices that may appear on such materials. Information on this Site may contain technical inaccuracies or typographical errors.
14.2 Voipeer cannot and does not guarantee or warrant that the files available for downloading from the Site will be free of infection or viruses, worms, trojan horses or other code that manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to the Site for the reconstruction of any lost data
15. Third-Party Sites and Links
16.1 If you believe that Voipeer has charged you in error, you must contact Voipeer within 90 days of such charge. No refunds will be given for any charges more than 90 days old.
16.2 Voipeer reserves the right to refuse a refund request if it reasonably believes (i) that you are trying to unfairly exploit this refund policy, for example, by making repetitive refund requests in respect of the same product or feature; (ii) if you are in breach of the terms of this License; or (iii) if Voipeer reasonably suspects that you are using any of our products fraudulently or that your User Account is being used by a third party fraudulently. This refund policy does not affect any of your statutory rights to pursue a claim.
17. Prevention of Use
You must not use the Licensed Application to transmit, receive, email, download, upload, view or otherwise use any material which is defamatory or libellous; obscene, offensive, hateful, inflammatory or otherwise criminal in nature; contains sexually explicit material; promotes violence; promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age; infringes any copyright, database right, trade mark or other intellectual property right of any person; is made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence; is threatening, abusive or invades any person’s privacy; is likely to harass, upset or alarm any other person; is used to impersonate any person, or to misrepresent your identity or affiliation with any person; gives the impression that they emanate from us, if that is not the case; or advocates, promotes or assists any unlawful act such as (without limitation) copyright infringement or computer misuse.
18. Consent to Use of Data
19. Changes to Policy
We may amend this Agreement from time to time and post the new version on our website following which all use of the Licensed Application will be governed by the revised version. You must check the terms of this Agreement accessible from our website from time to time to review them. We shall update the “Last modified” date in the event of a change to this Agreement. In the unlikely event that we make any modifications to this Agreement which are materially detrimental to you, you may terminate this Agreement on written notice and you may be entitled to a refund of any unused prepaid amount representing the period following the termination date. If you use the Licensed Application after the “Last modified” date you will be bound by the changes and you shall have no right to terminate this Agreement on the ground of the modifications made.
20.1 We shall not be liable for any failure to perform any obligation to the extent such failure is due to causes beyond our reasonable control.
20.2 We may assign, transfer, novate or subcontract any or all of our rights and obligations under this Agreement at any time.
20.3 The termination of this Agreement however arising shall not operate to affect such of the provisions of this Agreement as are expressed to operate or have effect after then and shall be without prejudice to any accrued rights or remedies of the parties.
20.4 Failure by either party to exercise or enforce any right conferred by this Agreement shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement thereof or of any other right on any later occasion.
20.5 If any provision of this Agreement shall become or be declared illegal, invalid or unenforceable for any reason whatsoever, such provision shall be divisible from the others and shall be deemed deleted.
20.6 Any notice which may be given by either party shall be deemed to have been given if left at or sent by first class pre-paid post or email transmission to a postal address or email address notified by the other party in writing as an address to which notices may be sent.
20.7 This Agreement represents the entire agreement and understanding of the parties in relation to the subject matter hereof and supersedes all prior understandings and representations, whether written or oral.
The Software and Services may only be operated, exported or re-exported in compliance with all applicable laws and export regulations of the United States and the country in which you obtained them. The Software and Services are specifically subject to the U.S. Export Administration Regulations; diversion contrary to United States law is prohibited. You may not export, directly or indirectly, the Software, Services or technical data licensed hereunder or the direct product thereof to any country, individual or entity for which the United States Government or any agency thereof, at the time of export, requires an export license or other government approval, without first obtaining such license or approval.
You agree to indemnify, defend and hold Voipeer, its officers, directors, employees, agents, shareholders, licensors, suppliers and any third party providers of the Voipeer Apps or any component thereof or of the Site from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of these Terms & Conditions or any applicable law, rule, or regulation by You or Your infringement of any party's intellectual property rights. The provisions of this paragraph are for the benefit of Voipeer and its officers, directors, employees, agents, and shareholders, as well as licensors and suppliers of the Voipeer App and this Site. Each of these individuals or entities shall have the right to assert and enforce these provisions directly against You on its own behalf.
23. Governing Law
The laws of the State of Florida, excluding its conflicts of law rules, govern this license and your use of the Licensed Application. You expressly agree that the courts in the State of Florida, Miami County have exclusive jurisdiction over any claim or dispute with Voipeer or relating in any way to your use of the Licensed Application. Your use of the Licensed Application may also be subject to other local, state, national, or international laws.
Any cause of action or claim you may have with respect to the Site, Voipeer App or Documentation must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred.
Last modified date: 29th March 2013