Customer’s Profile Information and AccountIn order to access certain Services, Customer will be required to provide information about itself (such as API, identification, or contact details) as part of the registration process for the Services or as part of Customer’s continued use of the Services. Customer may also have to create passwords or other forms of authentication. Customer agrees to provide true, accurate, current, and complete information, and Customer may not misrepresent any information. Customer agrees and understands that it is responsible for maintaining the confidentiality of any such information or passwords. Accordingly, Customer agrees that it will be solely responsible to TeleDrip for all activities that occur under Customer’s account. If Customer becomes aware of any unauthorized use of its password or of its account, Customer agrees to notify TeleDrip immediately. Customer’s right to access and use the Services is personal to Customer and is not transferable by Customer to any other person or entity. Customer agrees not to disclose its password to any third party. By providing TeleDrip with Customer’s e-mail address, Customer agrees to receive all required notices electronically to that e-mail address. It is Customer’s responsibility to update or change that e-mail address, as appropriate.
FeesCustomer shall pay all fees specified for any use of the Services. Customer must prepay in order to receive Services. Customer will be charged based on Customer’s usage per the prices listed in this Agreement. These fees are nonrefundable except as specifically mentioned in these Terms of Service. TeleDrip reserves the right to modify its billing rates at any time upon 30 days’ written notice by posting such fee changes to the Services or on the Site.
Submission of ContentThe Site and the Services available thereon enable Customer to provide, upload or import content, including but not limited to text, images, video, data, web pages, and other information or content (collectively, “Content”), to TeleDrip’s platform for the purpose of providing the Services. Customer acknowledges and agrees that Customer is solely responsible for all Content Customer submits, provides, uploads, or imports and the consequences for submitting, providing, uploading, or importing it. Customer’s Content is solely and exclusively its content. This means that all Content that belongs to Customer will continue to belong to Customer. In addition, any opt-ins Customer creates using the Services may be used by Customer for any lawful purpose during Customer’s subscription term, provided however that Customer may not resell or license any template or other TeleDrip materials or content or otherwise violate any terms of this Agreement. Inactivity for a period of 60 days or more will be viewed as a cancellation by the Customer. If Customer cancels its subscription, TeleDrip will discontinue providing hosting and any integration and back-end services for Customer’s opt-ins. This means that Customer will no longer be able to use its account to access the opt-ins Customer has created using the Services. TeleDrip will use Content uploaded by Customer solely in connection with providing the Services to Customer, and for no other reason. Customer agrees that by uploading, importing, or otherwise providing any Content on or through the Site and/or the Services, Customer grants, and has all necessary rights and permissions to grant, to TeleDrip a perpetual, worldwide, non-exclusive, royalty-free license to use, reproduce, process, or display all or any portion of such Content, solely in connection with providing the Services to Customer. This license includes the right to host, index, cache, or otherwise format Customer’s Content in order to provide the Services. Customer represents and warrant that it owns its Content or has the necessary licenses, rights, consents, and permissions to grant the license set forth herein and that its provision to TeleDrip or TeleDrip’s use thereof will not violate the copyrights, privacy rights, publicity rights, trademark rights, contract rights, or any other intellectual property rights or other rights of any person or entity. TeleDrip retains the right to use or distribute any Aggregated Data generated by its customers or users. “Aggregated Data” means records that have been stripped of information potentially identifying customers, landing pages, or end-users, and that have been manipulated or combined to provide generalized, anonymous information.
Intellectual Property RightsThe Site, the Services, and all components of the Site and Services, are protected by U.S. and international intellectual property laws. All rights, title, interest, ownership, and intellectual property rights in and to the Site, Services, TeleDrip trademarks and the templates provided via the Site or the Services, including but not limited to its “look and feel” (e.g., text, graphics, images, logos, buttons, icons, and the placement and layout thereof), images, video, audio, data, content, software (including HTML-based computer programs), and other media, material, or information, other than Customer’s Content, are and will remain the sole and exclusive property of TeleDrip or its software or content suppliers. Any templates or derivatives of templates provided that Customer may build using the Site or Services belong to TeleDrip. Subject to the terms and conditions of this Agreement, TeleDrip grants to Customer, during the term of this Agreement, a non-transferable, non-sublicensable, non-exclusive, revocable, limited-purpose right to access and use the Services that are subject to a valid subscription. Customer acknowledges and agrees that any ideas, suggestions, concepts, processes, or techniques that Customer provides to TeleDrip related to the Services, the Site or TeleDrip or its business (the “Feedback”) shall become TeleDrip’s property without any compensation or other consideration payable to Customer by TeleDrip, and Customer does so of Customer’s own free will and volition. TeleDrip may, in its sole discretion, use or incorporate the Feedback in whatever form or derivative TeleDrip may choose into the Site, its software, services, documentation, business, or other products, or any future versions or derivatives of the foregoing. Customer hereby assigns all rights on a worldwide, irrevocable, transferrable and royalty-free basis in perpetuity to TeleDrip in any Feedback and, as applicable, waives any moral rights. TeleDrip owns any test results, data, information and other output generated by Customer’s use of the Site and/or the Services during the term of this Agreement.
Confidential InformationCustomer agrees to safeguard, keep secret, and not disclose to any third party, any Confidential Information acquired, learned, or provided from or by TeleDrip during the term of this Agreement or following the expiration or termination of this Agreement. “Confidential Information” means any information marked confidential or that ought reasonably to be considered confidential under the circumstances and includes, without limitation, any business plans; customer lists; operation procedures; trade secrets; design formulas; programming code, know-how, and processes; computer programs; inventions; discoveries; and improvements of any kinds.
Customer’s Compliance with All Laws and TeleDrip’s Usage PolicyCustomer is solely and exclusively responsible for complying with all laws in connection with Customer’s use of the Site and Services including, but not limited to, the federal Telephone Consumer Protection Act (47 U.S.C. § 227) (“TCPA”) the Federal Trade Commission’s Telemarketing Sales Rule (16 C.F.R. § 310) (“TSR”), and all applicable state laws and regulations. Without limiting the generality of the foregoing, Customer represents and warrants that the owners of the phone numbers Customer initiates calls or messages to through, or otherwise using, the TeleDrip Services have provided legally valid prior express consent to the receipt of such calls and messages as required by any applicable law or regulation including, but not limited to, the TCPA, the TSR, and all applicable state laws and regulations. Customer agrees, represents and warrants that it will include clear opt-out/unsubscribe information in its calls and on its messages when required to do so by any applicable law or regulation, and otherwise adhere to the Consumer Best Practices Guidelines promulgated by the Mobile Marketing Association, if applicable to Customer’s messages or calls. Customer further agrees, represents and warrants that any individuals making a “Do-Not-Call” (“DNC”) request shall immediately be placed on Customer’s internal DNC list and Customer further agrees, represents, and warrants that it will not initiate any subsequent calls or messages to any individuals after they make a DNC request. TeleDrip is not responsible for managing the Customer’s SMS/Text Inbox and SMS/Text replies. The SMS/Text Inbox and SMS/Text Replies are the Customer's sole and exclusive responsibility. It is the Customer's sole and exclusive responsibility to review all messages including those that were processed by the AI Engine for Do Not Call compliance. TeleDrip reserves the right to add phone numbers to the Customer's DNC on Customer’s behalf if TeleDrip deems necessary, but makes no guarantees, and assumes no obligation to do so. Customer is solely and exclusively responsible for all acts or omissions that occur while using the Site or Services, including without limitation, the content of the messages and calls that Customer creates and initiates through the TeleDrip Services. Customer represents and warrants that it shall schedule campaigns in full compliance with all local, state, national, and international calling time rules and regulations and agrees to provide accurate zip codes for phone numbers Customer intends to call. If a zip code is not available, the area code of the phone number will be used. If the area code is invalid, Customer shall not call or message said phone number. In all events, Customer is solely and exclusively responsible for complying with all laws and regulations governing calling time restrictions. TeleDrip shall not be responsible for any legal compliance of Customer. Customer represents and warrants that it shall also comply with all laws and regulations governing the disclosures that are required to be made in any and all calls and texts, including, but not limited to, disclosing legal contact information in any outbound campaign within the initial greeting message. Customer further agrees that TeleDrip is, under no circumstances, responsible or liable for the contents and/or accuracy of any of Customer’s calls or messages. Customer shall provide its own sound files for all outbound campaigns. TeleDrip shall not be liable for any misuse of the Services by Customer. TeleDrip is not responsible for the views and opinions contained in any of Customer’s messages or calls. Customer further represents and warrants that it has complied with all state laws requiring telemarketers to register and post bond in order to legally telemarket into a given state.
Acceptable Use and ConductCustomer agrees that that it will not use the Site or Services in a manner that:
- infringes, violates, or misappropriates any third party’s intellectual property or proprietary rights;
- uses or uploads software viruses, Trojan horses, or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
- is misleading, deceptive, fraudulent, or otherwise illegal or promotes illegal activities, including engaging in phishing or otherwise obtaining financial or other personal information in a misleading manner or for fraudulent purposes;
- is libelous or defamatory, or that is otherwise threatening, abusive, violent, harassing, malicious, or harmful to any person or entity, or is invasive of another’s privacy;
- targets or is harmful to minors in any way;
- is hateful or discriminatory based on race, color, sex, religion, nationality, ethnic or national origin, marital status, disability, sexual orientation, or age, or is otherwise objectionable as determined by TeleDrip in its sole and exclusive discretion;
- impersonates a TeleDrip employee, or any other person, or falsely states or otherwise misrepresents Customer’s affiliation with any person or entity, or to obtain access to the Site or Services or a portion thereof without proper authorization;
- interferes or attempts to interfere with the proper working of the Site or Services or prevents others from using the Site or Services, or in a manner that disrupts the normal flow of dialogue with an excessive number of messages (e.g., flooding attack) to the Site or Services, or that otherwise negatively affects other persons’ ability to use the Site or Services, or inadvertently or intentionally disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of the Site or Services or any other site or system in use by another user of TeleDrip;
- uses any manual or automated means, including agents, robots, scripts, or spiders, to monitor or copy the Site or Services or the content contained therein;
- facilitates the unlawful distribution of copyrighted Content;
- licenses, sublicenses, rents, or leases the Services to third parties, uses the Services for third-party training, commercial time-sharing, or service bureau use, otherwise makes the Services available to third parties, or otherwise commercially exploits the Services;
- includes personal or identifying information about another person in a manner that employs misleading email or IP addresses, forged headers, or otherwise manipulated identifiers in order to disguise the origin of Content transmitted through the Site or Services to users;
- constitutes or contains any form of advertising or solicitation to users who have requested not to be contacted about other services, products, or commercial interests;
- stalks or otherwise harasses anyone on the Site or Services or with information obtained from the Site or Services;
- collects, uses, or discloses data, including personal information, about users without their informed consent, for unlawful purposes or otherwise, or in violation of any applicable laws;
- requests, solicits, or otherwise obtains access to usernames, passwords, or other authentication credentials from any user of the Site or Services for the purposes of automating logins to the Site or Services;
- attempts to gain unauthorized access to the computer systems of TeleDrip or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of the Site or Services;
- posts adult or pornographic Content;
- decompiles or reverse engineers or attempts to access the source code of the software underlying the Site, the Services, or any other TeleDrip technology;
- copies, archives, stores, reproduces, rearranges, modifies, downloads, uploads, creates derivative works from, displays, performs, publishes, distributes, redistributes, or disseminates all or any part of the Site or Services;
- accesses the Site or Services for the purposes of building a product using similar ideas, features, functions, interface, or graphics as those found in the Site or Services;
- accesses the Site or Services for the purposes of monitoring its availability, performance, or functionality, or for any other benchmarking or competitive purposes; or
- accesses the Site or Services to upload any Content or computer code for the purposes of: (i) causing a breach of security to the Site or Services; (ii) interfering with the proper working, functionality, or performance of the Site or Services; or (iii) preventing others from accessing or using the Site or Services.
- Sending unsolicited marketing messages or broadcasts (i.e. spam);
- Sending any calls or messages to life-line services, such as hospitals, fire, police, 911 or utility-related telephone numbers;
- Using strings of numbers; or
- Harvesting, or otherwise collecting information about others, without their consent;