Last Revised: December 27, 2021
1. Overview; Legal Agreement
3. Service Availability
As part of the Services, we transmit text messages initiated by you (to one or more recipients) or sent to you by others through various third party telecommunications networks, and the level of reliability and support (including for special features) varies according to the network(s). These networks are outside of our control and we are not responsible for the operation, reliability, or functionality of the networks. Among other things, we cannot control the timeliness of the delivery of messages transmitted through the Services. Such transmission and delivery times depend on various network and system-related factors involved in the transmission of your messages across third party networks and through the Internet. In addition, network operators may assign text messages and other messages a maximum default duration and any message that cannot be delivered within the applicable duration may be discarded by the network operator without any notice. You acknowledge and agree that PTS is not liable for any damages of any nature incurred by the failure of any message to be delivered or any delay in delivery.
In addition, you (and not PTS) are responsible for obtaining and maintaining all computer hardware, software, and communications equipment needed to access the Services and for paying all access charges (e.g., Internet Service Provider, telecommunications equipment and services, text charges, etc.) incurred to use the Services. You acknowledge that among other charges, standard charges apply to any test text sent originating from your account.
4. Storage and Use of Your Data
We may make additional features and products offered by third parties (“Add-ons”) accessible through our Services. Your use of such Add-ons is subject to the terms and conditions imposed by the third party provider of such Add-ons.
6. Your Account
Before you can use our Services, you must create a user account and provide us with contact information, including your full name, telephone number, email address, and account password. All information that you provide about yourself while maintaining a TeamTexter account must be accurate, complete, and current.
You are responsible for maintaining the confidentiality of your password. You agree to take reasonable precautions to prevent unauthorized access to or use of our Services, and you will notify us promptly of any unauthorized access or use. Additionally, you agree to notify us of any known or suspected unauthorized use(s) of your user account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your username or password. We are not be liable for any loss or damage of any kind arising from unauthorized use of your account.
7. Use and Restrictions on Use of our Services
7.1. Compliance with Law. You agree to use the Services in accordance with all applicable local, state and federal laws. In order to confirm that your use of the Services does not violate any applicable law, we may, from time to time, periodically monitor the messages that you send, and if necessary, cooperate with law enforcement to discourage and prevent illegal use of the Services.
7.2. Communications with Contacts Must Comply with the Law. Without limiting the general provisions in Section 7.1 above, you also represent and warrant that the owners of the phone numbers to which you initiate messages through the Services have consented or otherwise opted-in to the receipt of such messages as required by any applicable law or regulation. You agree that you will include clear and unambiguous opt-out/unsubscribe information in your messages when required to do so by any applicable law or regulation, and that you will otherwise adhere to the Consumer Best Practices Guidelines promulgated by the Mobile Marketing Association, if it is applicable to your messages.
You further agree that any individuals requesting Do-Not-Call (“DNC”) status shall promptly be marked as opted out and that you will not initiate any further messages to any such individuals.
7.3. Obligation to be Aware of and Comply with Relevant Laws. You agree to familiarize yourself with and abide by all applicable local, state, national, and international laws and regulations pertaining to your use of our Services. You are solely responsible for all acts or omissions that occur under your account, including, without limitation, the content of the messages that you create and initiate through our Services. The Telephone Consumer Protection Act (TCPA), Federal Trade Commission and Federal Communications Commission rules, the National DNC list registry rules, and various state laws, rules, and regulations impose restrictions on certain types of phone calls and text messages.
7.4. Prohibited Uses of Our Services. You hereby agree that our Services are provided for professional use only, and you agree that you shall not use our Services for any of the following purposes:
- Sending unsolicited marketing messages (i.e., spam);
- Sending any prohibited calls to life-line services, such as hospitals, fire, police, 911, or utility- related telephone numbers;
- Using strings of numbers, as it is unlawful to engage two or more lines of a multi-line business;
- Harvesting, or otherwise collecting, information about others without their consent;
- Misleading others as to the identity of the sender of your messages by creating a false identity, impersonating the identity of someone/something else, or by providing contact details that do not belong to you;
- Transmitting, associating, or publishing any unlawful, racist, harassing, defamatory, abusive, threatening, demeaning, immoral, harmful, vulgar, obscene, pornographic, or otherwise objectionable material of any kind;
- Transmitting any material that may infringe upon the intellectual property rights of third parties, including trademarks, copyrights, trade secrets, or right of publicity;
- Transmitting any material that contains viruses, trojan horses, worms, time bombs, cancel-bots, or any other harmful or deleterious programs;
- Interfering with, or disrupting, networks connected to the Services or violating the regulations, policies, or procedures of such networks;
- Interfering with another’s use of our Services;
- Using the Services to illegally or improperly without authorization access third party websites or networks by any method, including, without limitation: (a) accessing data not intended for you or logging into a server or account that you are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of a system or network or to breach security or authentication measurers without proper authorization; (c) attempting to interfere with service to any user of the Services, host, or network, including, without limitation, by means of transmitting a virus to, overloading, “flooding,” “spamming,” “mailbombing,” or “crashing” the Services; (d) sending unsolicited email, including promotions and/or advertisements of products or services; or (e) forging any PTS packet header or any part of the header information in any email, instant message, text message, or newsgroup posting (including any related to the Services);
- Engaging in any other activity that PTS determines could subject it to criminal or civil liability.
7.5 Other Limitations.
(a) Use for Emergency Services Prohibited. You may not use the Services to access emergency services.
(b) Reverse Engineering Our Software Prohibited. Except as allowed by applicable law, you shall not reverse engineer, decompile, disassemble, derive, or otherwise create, attempt to create or derive, or assist anyone else to create or derive the source code of any software provided in connection with our Services.
8. Content Submission
8.1. Confidential or Proprietary Information.
(a) PTS shall not use and shall take commercially reasonable efforts not to disclose information that you transmit through the Services, except has may be necessary to provide the Services or comply with request for information by law enforcement officials. The text messages sent through the Services pass through networks owned or maintained by third party telecommunications, Internet or other service providers that PTS does not control, and PTS is not responsible for any use or disclosure of your information by such third parties.
(b) Notwithstanding subsection (a) above, you acknowledge and agree that (a) the Services are not intended for the transmission of sensitive confidential or proprietary information, (b) any information or materials that you or individuals acting on your behalf transmit using the Services is not encrypted, and (c) you shall not transmit any sensitive confidential or proprietary information using the Services.
8.2. Online Forums. PTS may at its option provide you with one or more areas within the TeamTexter websites for online discussions (e.g., a message board, wiki, chat room, or blog). If you participate in such a forum, you may not utilize the forum for illegal or inappropriate purposes and you hereby acknowledge that the limitations and restrictions set forth in Section 7 apply to your use of such forums. PTS may, but will not be obligated to, edit or delete postings in such forums at any time and for any reason. You also agree that you, and not PTS, is responsible for any content created or posted by you or other third parties within any such forum.
9. Intellectual Property
9.2 Feedback and Platform Enhancements. You may provide to PTS feedback on the use of the TeamTexter website and the Services and acknowledges and agrees that such feedback shall be the confidential and proprietary information of PTS. In addition, all designs, concepts, specifications, improvements, inventions (whether or not patentable), techniques, methodologies, discoveries, works of authorship, know-how, and other ideas and materials made, conceived, and/or developed based upon such feedback which pertain to or are directed to the enhancement of or other modifications to the TeamTexter website or the Services, whether prepared by PTS or you (collectively, the “Platform Enhancements”), and all Intellectual Property Rights therein or arising therefrom, shall be the exclusive property of PTS. In the event that you have any right, title, and interest in or to any Platform Enhancements, or any and all Intellectual Property Rights related thereto or arising therefrom, you hereby transfer and assign to PTS all of such rights, title, and interest as such Platform Enhancements are conceived or created.
Your use of the Services is contingent on timely payment in full of the applicable fees, in the amounts and using the payment methods set forth on the TeamTexter website or otherwise provided by PTS. Because the Services are dependent on third party networks for the delivery of your messages, increases in the amounts charged by third party network providers may result in price increases for use of the Services. We will notify you at least ten (10) days in advance of any such price increases.
PTS cannot readily and accurately ascertain your location when you use the Services. To the extent that you are responsible for any additional taxes or fees beyond those collected by PTS, you agree that you will pay them to any applicable taxing authority when due, including any interest or penalties assessed. In the event that PTS becomes responsible for the collection of sales, use or other tax arising from your use of the Services, you shall pay (or reimburse) PTS for such tax amounts (including penalties and interest, if any).
As between you and PTS, you are responsible for all charges related to purchases made using your account and payment method.
In the event that you fail to pay when due any amount owed to PTS, PTS shall be entitled to recover from you any and all costs, fees, and expenses of such collection efforts, including but not limited to: collection agency fees, court costs, filing and service of process fees, reasonable attorneys’ fees, or any other costs, fees, and expenses incurred in the collection action.
11.1. Using Texting Credits. Texting credits are paperless vouchers that you purchase and which facilitate the provision of the Services. Both the network through which messages are sent and the destination of a message impact the price of credits required for transmitting the message using the Services. Additionally, the cost of such credits may change over time based on charges imposed by third party network providers and other factors. You acknowledge that the price of credits needed to utilize the Services may change from time to time to reflect the charges imposed by third party network providers.
11.2. Expiration and Refunds of Credits. Credits purchased for use of the TeamTexter 2.0 Services do not expire and can be rolled over month-to-month; all other texting credits expire at the end of each month. Credits purchased are non-refundable.
12. Fee Disputes
In the event you wish to dispute any portion of any fees paid or payable by you for use of the Services, you must provide written notice to us within ninety (90) days of the applicable charge. The notice must set forth in reasonable detail the basis for the dispute and any documentation that supports your claim. If you do not provide us with this written notice within such 90-day period, then you acknowledge and agree that the amount charged is accurate and you waive any right to contest the amount of such charges.
13. No Warranty; Limitation of Liability
PTS may modify the Services at any time, which may include changes in the functionality or features of the Services and will notify you in advance of such changes. You shall be deemed to have accepted the Services, as changed, by your continued us of the Services after such modifications.
You acknowledge that the Services are not intended for the transmission of confidential, trade secret or other sensitive information. You acknowledge that the Services transmit text messages which are not encrypted by PTS or the third party network providers, such messages pass through your network and networks provided by third parties, and as a result PTS cannot control and is not liable for any interception of or access to such text messages by a third party.
PTS shall use commercially reasonable efforts to make access to the Services available through the required access protocols, but makes no warranty or guarantee that (i) the Services will be available at any particular time; or (ii) you will be able to access the Services at any particular time or from any particular location. PTS is not be responsible for (a) any act or omission of any other party involved in providing the Services (including, without limitation, communications carriers or ISPs) or otherwise related to the Services (including any third party involved in other PTS offerings); (b) any equipment used in connection with using the Service; or (c) any damages that result from the operation of customer-provided systems, equipment, facilities, or services that are used in connection with the Service.
PTS MAKES NO REPRESENTATIONS OR WARRANTIES AND HEREBY DISCLAIMS ALL OTHER REPRESENTATIONS AND WARRANTIES OF ANY KIND, WHETHER EXPRESS, STATUTORY, OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE SERVICES, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, AND ALL WARRANTIES IMPLIED FROM ANY COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. PTS MAKES NO WARRANTY OF ANY KIND REGARDING ANY EQUIPMENT OR OTHER PRODUCT, OR ANY SERVICES, PROVIDED BY A THIRD PARTY (INCLUDING, WITHOUT LIMITATION, ANY ADD-ONS).
14. User Indemnification
You agree to cooperate, at your cost and expense, in the defense of any claim, suit, action, proceeding, third-party discovery demand, governmental investigation, or enforcement action.
15. Termination, Cancellation, and/or Suspension by PTS
Upon any such termination, cancellation, and/or suspension, you shall remain liable for any payment or other obligations that exists at the time of, or results from, such termination, cancellation or suspension. Upon termination, for any reason, you shall immediately cease using the Services. If at the time of any termination you still have texting credits in your account, those credits shall terminate upon termination of your use of the Services.
16. Termination by You
You may terminate or cancel your use of the Services at any time, and for any reason. In no event shall PTS refund to you any portion of fees paid for any unused Services or for the reasonable value of any unused credits previously purchased by you.
17. Links to Other Websites
The TeamTexter websites may contain links to third party websites. These links are provided solely as a convenience to you and not as an endorsement by PTS of the contents on such third-party websites or of any product or service provided by a third party. PTS is not responsible or liable for the content of linked third party websites or the data security or usage policies of such websites, and does not make any representations regarding the content or accuracy of materials on such third party websites. If you decide to access linked third-party websites, you do so at your own risk.
18. Force Majeure
PTS shall not be liable for any failure or delay in performing our obligations hereunder caused by any fire, flood, earthquake, pandemic or epidemic, acts of God, acts of war, insurrection, terrorism, strike, failure or downtime of any network or the Internet, power failure, governmental restrictions, court order, changes in any law or regulation, or any other cause beyond the reasonable control of PTS. In addition, PTS shall be so excused in the event that it is unable to acquire from its usual sources, and on terms it deems to be reasonable, any material necessary for the performance of our Services.
19. Choice of Law
20. Agreement to Arbitrate.
20.2 Equitable Relief. Neither this arbitration provision nor a pending arbitration shall prevent a party from seeking or obtaining injunctive or other equitable relief for any matter at any time. Any suit for equitable relief may only be brought in a United States District Court located in the State of New Hampshire or in the Hillsborough County Superior Court of the State of New Hampshire. Each of the parties irrevocably consents to the exercise of personal jurisdiction by any such court with respect to any such proceeding.
20.3 UN Convention on Contracts. The provisions of the United Nations Convention on Contracts for the International Sale of Goods are hereby excluded.
21. Entire Agreement
23. No Waiver
The failure of either party to exercise in any respect any right provided for herein will not be deemed a waiver of any further rights hereunder. Any waiver must be in writing and signed by the party providing the waiver.
24. Relationship of the Parties
You do not have any authority of any kind to bind PTS in any respect whatsoever, and you shall not attempt to do so or imply that you have the right to do so.
25.1. General. Except as set forth in Section 25.2 below, all notices hereunder shall be in writing and will be deemed to have been duly given (a) when received, if personally delivered; (b) when receipt is electronically confirmed if sent by e-mail at firstname.lastname@example.org; (c) on the day after it is sent, if sent for next-day delivery by a recognized overnight delivery service; and (d) on the third (3rd) business day after mailing, if sent by certified or registered mail, return receipt requested.