Globaltel Media, Inc. (“GTM”) Terms of Service

1. YOUR ACCEPTANCE

1.1 Your use of GTM products, software, services and web sites (collectively the “Service”) in this document is subject to these terms and conditions (“Terms of Service”) and GTM’s privacy notice, found at http://www.globaltelmedia.com. If you do not agree to any of these terms or the GTM privacy notice, please do not use the Service.

1.2 GTM may, in its sole discretion, modify or revise these Terms of Service and policies at any time, and you agree to be bound by such modifications or revisions. Modifications to these Terms of Service are effective upon its posting on our Website. Nothing in these Terms of Service shall be deemed to confer any third-party rights or benefits.

2. ACCEPTING THE TERMS OF SERVICE

2.1 In order to use the Services, you must first agree to the Terms of Service. You may not use the Services if you do not accept the Terms of Service.

2.2 You can accept the Terms of Service by: (a) clicking to accept or agree to the Terms of Service, where this option is made available to you by GTM in the user interface for any Service; or (b) by actually using the Services. In this case, you understand and agree that GTM will treat your use of the Services as acceptance of the Terms of Service from that point onwards.

3. GTM SERVICES

3.1 GTM has subsidiaries and affiliated legal entities (“Subsidiaries and Affiliates”). Sometimes, these companies will be providing the Services to you on behalf of GTM itself. You acknowledge and agree that Subsidiaries and Affiliates will be entitled to provide the Services to you.

3.2 You acknowledge and agree that, because some aspects of GTM’s Services entail the ongoing involvement of GTM, if GTM changes any part of or discontinues Services, which GTM may do at its election, you may not be able to use the Services to the same extent as prior to such change or discontinuation. The form and nature of the Services which GTM provides may change from time to time without prior notice to you; GTM shall have no liability in such case. You may stop using the Services at any time. You do not need to specifically inform GTM when you stop using the Services.

3.3 Mobile Originated and Mobile Terminated Services
(A) GTM offers Mobile Originated (“MO”) and Mobile Terminated (“MT”) service. This is subject to change at GTM’s sole discretion, and can be confirmed with GTM from time to time.
(B) GTM will collect MO and MT messages and pass these to and from you in the methods determined solely by GTM. You will be responsible for content of the service, as well as the cost of any and all bearer charges to provide the content to the end-client.
(C) You shall not use, or knowingly allow others to use, the lines for any purpose which, in GTM’s opinion, is improper or unlawful. GTM has the right, but not the obligation, to monitor any materials submitted by you or otherwise available on the Services, to investigate any reported or apparent violation of these Terms of Service, and to take any action that GTM in its sole discretion deems appropriate, including, without limitation, termination hereunder.
(D) In order to ensure that GTM complies with industry codes of conduct, you are obligated to route all MO and MT messages related or associated directly or indirectly with any GTM hosted short code via GTM’s messaging gateway. This will enable GTM to ensure that all short code-messaging services offer the required confirmation messages as stipulated by the various codes of practice and that such messages can be validated as having been submitted. GTM shall be entitled to immediately terminate your Services if you do not comply with the provisions of this clause, without any liability to you or any third party.

3.4 STOP (Opt-Out) Instructions: To opt-out of any messaging campaigns by GTM or any our clients, please text STOP 22833, 53137, 81292 or such other number as may be designated at http://www.globaltelmedia.com.

3.5 HELP Instructions: For HELP or more information you may call 1-888-698-9773 or email support@globaltelmedia.com.

3.6 Message and Date Rates May Apply. To enroll to receive alerts and promotions (no more than 30 alerts per month), please follow the instructions for each program listed.

3.7 Carrier Compatibility: Products/Services we offer are compatible with most U.S. carriers.

4. GENERAL USE OF THE SERVICES

4.1 In order to access certain Services, you may be required to provide information about yourself (such as identification or contact details) as part of the registration process for the Services, or as part of your continued use of the Services. You agree that any registration information you give to GTM will always be accurate, correct and up to date.

4.2 You agree to use the Services only for purposes that are permitted by: (a) the Terms of Service and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from the United States or other relevant countries).

4.3 You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services). You agree not to: (a) use the Services in connection with junk SMS messages, spamming or any unsolicited messages (commercial or otherwise); (b) create a false identity mobile phone address or header, or otherwise attempt to mislead others as to the identity of the sender or the origin of the message; (c) transmit through the Services, associate with the Services or publish with the Services unlawful, harassing, libelous, abusive, threatening, and harmful, vulgar, obscene or otherwise objectionable material of any kind or nature; (d) libel, defame or slander any person, or infringe upon any person’s privacy rights; (e) transmit any material that contains viruses, Trojan horses, worms, time bombs, cancelbots or any other harmful or deleterious programs; (f) interfere with or disrupt networks connected to the Services or violate the regulations, policies or procedures of such networks; (g) attempt to gain unauthorized access to the Services, other accounts, computer systems or networks connected to the Services, through password mining or any other means; (h) interfere with another user’s use and enjoyment of the Services or another entity’s use and enjoyment of similar services; or (i) engage in any other activity that GTM believes could subject it to criminal liability or civil penalty or judgment.

4.4 Unless you have been specifically permitted to do so in a separate agreement with GTM, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the Services for any purpose.

4.5 You agree not to alter or modify any part of the Services.

5. PRIVACY AND YOUR PERSONAL INFORMATION

5.1 Please read GTM’s privacy policy at http://www.globaltelmedia.com. This policy explains how GTM treats your personal information, and protects your privacy, when you use the Services.

5.2 You agree to the use of your data in accordance with GTM’s privacy policies.

6. CONTENT IN THE SERVICES

6.1 You understand that all information (such as data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images) which you may have access to as part of, or through your use of, the Services are the sole responsibility of the person from which such content originated. All such information is referred to below as the “Content”.

6.2 The Services, including but not limited to advertisements in the Services and sponsored Content within the Services may be protected by intellectual property rights which are owned by the sponsors or advertisers who provide that Content to GTM (or by other persons or companies on their behalf). You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part) unless you have been specifically told that you may do so by GTM or by the owners of that Content, in a separate agreement.

6.3 GTM reserves the right (but shall have no obligation) to pre-screen, review, flag, filter, modify, refuse or remove any or all Content from any Service.

6.4 You understand that by using the Services you may be exposed to Content that you may find offensive, indecent or objectionable and that, in this respect, you use the Services at your own risk.

6.5 You agree that you are solely responsible for (and that GTM has no responsibility to you or to any third party for) any Content that you create, transmit or display while using the Services and for the consequences of your actions (including any loss or damage which GTM may suffer) by doing so.

6.6 You may submit content to the Services, including but not limited to photos, videos and audio. You understand that GTM does not guarantee any confidentiality with respect to any content you submit. You shall be solely responsible for your own content and any consequences of submitting and publishing your content on the Services. You affirm, represent and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish content you submit. You grant to GTM a worldwide, non-exclusive, royalty-free, sublicensable and transferable license to use, reproduce, distribute, and display the content in connection with the Services and GTM’s (and its successors’ and affiliates’) business in any media formats and through any media channels. You license to GTM all patent, trademark, trade secret, copyright or other proprietary rights in and to such content for publication on the Services. The above licenses granted by you terminate within a commercially reasonable time after you remove or delete your content from the Services, unless your content has been shared with others and they have not deleted it. You understand and agree, however, that GTM may retain, but not display or distribute, server copies of your content that have been removed or deleted. You further agree that content you submit to the Services will not contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant to GTM all of the license rights granted herein. GTM expressly disclaims any and all liability in connection with content. GTM does not permit copyright infringing activities and infringement of intellectual property rights on the Services. GTM reserves the right to remove content that infringes on another’s intellectual property rights without prior notice.

7. GTM’S PROPRIETARY RIGHTS

7.1 You acknowledge and agree that the GTM Services and any necessary software used in connection with the Services contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that the Services may contain information which is designated confidential by GTM and that you shall not disclose such information without GTM’s prior written consent.

7.2 Unless you have agreed otherwise in writing with GTM, nothing in the Terms of Service gives you a right to use any of GTM’s trade names, trademarks, service marks, logos, domain names, and other distinctive brand features,

7.3 You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services.

8. LICENSE FROM GTM

8.1 GTM grants you a personal, non-transferable and non-exclusive license to use the software provided to you by GTM as part of the Services as provided to you by GTM (referred to as the “Software” below). This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by GTM, in the manner permitted by the Terms of Service.

8.2 You may not (and you may not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Software or any part thereof, unless this is expressly permitted or required by law, or unless you have been specifically told that you may do so by GTM, in writing. You agree not to access the Services by any means other than through the interface that is provided by GTM for use in accessing the GTM Services.

9. CONTENT LICENSE FROM YOU

9.1 You retain copyright and any other rights you already hold in Content which you submit, post or display on or through, the Services. By submitting, posting or displaying the content you give GTM a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any Content which you submit, post or display on or through, the Services. This license is for the sole purpose of enabling GTM to display, distribute and promote the Services and may be revoked for certain Services as defined in the additional terms of those Services.

9.2 You agree that this license includes a right for GTM to make such Content available to other companies, organizations or individuals with whom GTM has relationships for the provision of syndicated services, and to use such Content in connection with the provision of those services.

9.3 You understand that GTM, in performing the required technical steps to provide the Services to our users, may: (a) transmit or distribute your Content over various public networks and in various media; and (b) make such changes to your Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media. You agree that this license shall permit GTM to take these actions.

9.4 You confirm and warrant to GTM that you have all the rights, power and authority necessary to grant the above license.

10. SOFTWARE UPDATES

10.1 The software which you use may automatically download and install updates from time to time from GTM. These updates are designed to improve, enhance and further develop the Services and may take the form of bug fixes, enhanced functions, new software modules and completely new versions. You agree to receive such updates (and permit GTM to deliver these to you) as part of your use of the Services.

11. TERMINATION

11.1 You may terminate Services by submitting such termination request to GTM. You agree that GTM may, without prior notice, immediately terminate, cancel, suspend or limit your Services at any time if, in GTM’s sole discretion, you breach these Terms of Service. Upon, during, and/or after any such breach, GTM may elect to suspend, terminate and/or cancel Services and or recover any and all damages from you arising from or relating to the event(s) giving rise to the termination, cancellation, suspension, or limitation. GTM reserves the right to suspend your Services at any stage for any reason it may deem necessary to continue to provide any of its Services in a way that may be hindered by your status as being a GTM client or the content of the messages originating from you. GTM shall not be liable to you or any third party for any termination, cancellation, suspension or limitation of access to the Services.

11.2 In the event GTM Receives complaints from recipients or third parties with respect to the use of the Services, GTM additionally reserves the right, in its sole discretion, subject to GTM’s privacy policy, to disclose any and all information to the recipient, applicable authorities or any other party with regard to its clients and application users.

11.3 You are responsible for backing up any data that you store on the Services. If your Services are suspended or canceled, we may permanently delete your data from our servers. We have no obligation to return data to you after the Services are suspended or canceled. If data is stored with an expiration date, we may also delete the data as of that date. Data that is deleted may be irretrievable.

12. DISCLAIMER OF WARRANTIES

12.1 NOTHING IN THESE TERMS, INCLUDING SHALL EXCLUDE OR LIMIT GTM’S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

12.2 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.

12.3 GTM, ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS AND ITS LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. GTM, ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT:
(A) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS,
(B) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR,
(C) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, AND
(D) THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.

12.4 ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

12.5 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM GTM OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF SERVICE.

13. LIMITATION OF LIABILITY

13.1 YOU EXPRESSLY UNDERSTAND AND AGREE THAT GTM AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF GTM HAS BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGES), RESULTING FROM: (a) THE USE OR THE INABILITY TO USE THE GTM SERVICE; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (c) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (d) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE GTM SERVICE; OR (e) ANY OTHER MATTER RELATING TO THE GTM SERVICE.

14. INDEMNITY

To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless GTM, its subsidiaries, affiliates, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from (a) your use of and access to the Services; (b) your violation of any term of these Terms of Service; (c) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (d) any claim that your Content caused damage to a third party. This defense and indemnification obligation will survive these Terms of Service and your use of the Services.

15. ADVERTISEMENTS

15.1 Some of the Services are supported by advertising revenue and may display advertisements and promotions. These advertisements may be targeted to the content of information stored on the Services, queries made through the Services or other information.

15.2 The manner, mode and extent of advertising by GTM on the Services are subject to change without specific notice to you.

15.3 In consideration for GTM granting you access to and use of the Services, you agree that GTM may place such advertising on the Services.

16. LINKS TO OTHER CONTENT

16.1 The Services may provide, or third parties may provide, hyperlinks to other web sites or content or resources. GTM may have no control over any web sites or resources which are provided by companies or persons other than GTM.

16.2 You acknowledge and agree that GTM is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources. GTM is not responsible for examining or evaluating the content or accuracy and GTM does not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third parties.

16.3 You acknowledge and agree that GTM is not liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such Content, goods or services available on or through any such site or resource.

16.4 You understand that by using GTM’s Services, you may encounter material that you may deem to be offensive, indecent, or objectionable, and that such content may or may not be identified as having explicit material. You agree to use the Services at your sole risk and GTM shall have no liability to you for material that may be found to be offensive, indecent, or objectionable.

17. CHANGES TO THE TERMS OF SERVICE

17.1 GTM reserves the right at any time to modify the Terms of Service and to impose new or additional terms or conditions on your use of the Services. Such modifications and additional terms and conditions will be effective immediately and incorporated into these Terms of Service. Your continued use of the Services will be deemed acceptance thereof.

18. GENERAL INFORMATION

18.1 Sometimes when you use the Services, you may (as a result of, or through your use of the Services) use a service or download a piece of software, or purchase goods, which are provided by another person or company. Your use of these other services, software or goods may be subject to separate terms between you and the company or person concerned. If so, the Terms of Service do not affect your legal relationship with these other companies or individuals.

18.2 The Terms of Service constitute the entire agreement between you and GTM and govern your use of the Services (but excluding any services which GTM may provide to you under a separate written agreement), and completely replace any prior agreements between you and GTM in relation to the Services.

18.3 You agree that GTM may provide you with notices, including those regarding changes to the Terms of Service, by email, regular mail, SMS, MMS, text message, postings on the Services, or other reasonable means now known or hereafter developed. Your agreement to these Terms of Service constitutes your agreement that you are deemed to have received any and all notices that would have been delivered had you accessed the Services in an authorized manner.

18.4 You agree that if GTM does not exercise or enforce any legal right or remedy which is contained in the Terms of Service (or which GTM has the benefit of under any applicable law), this will not be taken to be a formal waiver of GTM’s rights and that those rights or remedies will still be available to GTM.

18.5 If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms of Service is invalid, then that provision will be removed from the Terms of Service without affecting the rest of the Terms. The remaining provisions of the Terms of Service will continue to be valid and enforceable.

18.6 You acknowledge and agree that each member of the group of companies of which GTM is the parent shall be third party beneficiaries to the Terms of Service and that such other companies shall be entitled to directly enforce, and rely upon, any provision of the Terms of Service which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to the Terms of Service.

18.7 The Terms of Service, and your relationship with GTM under the Terms, shall be governed by the laws of the State of California without regard to its conflict of laws provisions. Notwithstanding this, you agree that GTM shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.