These Terms Of Service come into effect on January 1, 2020 for all customers who accept these Terms Of Service for the first time.
The following terms and conditions ('Terms Of Service') apply to the Services provided or to be provided by Textitute, to the customer who subscribes to the Services or who is identified in the order for Services ('Customer' or 'you').
By subscribing to Textitute Services, you acknowledge that you have read and agree, without reservation, to be bound by the latest version of this agreement.
1. OBLIGATIONS OF THE CUSTOMER
1.1 In general. You may use the Services for business and professional purposes and may not use the Services in any situation where a failure or fault of the Services or the customer configuration could result in death or serious bodily injury to any person or physical or environmental damage. You must cooperate with Textitute's reasonable investigation of failures, security issues, and any alleged violations of the Agreement. You are responsible for billing and other information related to your account. You agree that you are solely responsible for the adequacy of the Services and your compliance with all applicable laws, including export laws and data privacy laws. You also agree to ensure that your own Users comply with this Agreement.
1.2 Documentation. You agree to comply with Textitute's documentation found on the respective website and you agree that Textitute may establish new procedures for your use of the Services as it deems necessary for optimal performance of the Services. An individual SMS may not exceed the per message size limit (including attachments) of a maximum of 5 MB or it may be permanently lost.
1.3 Data backup. Textitute must only save data to the extent specified on a service order. It is your responsibility to ensure the integrity and security of the Customer's data and to regularly back up and validate the integrity of the Customer's data backups in an environment separate from the Customer's configuration.
1.4 Suspension of Services. Textitute may suspend the Services without liability if : (i) Textitute reasonably believes that the Services are being used in violation of the Agreement; (ii) you fail to cooperate with our reasonable investigation of any suspected violation of the Agreement; (iii) there is an attack on the Services or your Services are accessed or manipulated by a third party without your consent, (iv) Textitute is required by law or a regulatory or government agency to suspend the Services, or (v) there is any other event that Textitute reasonably believes is necessary to protect Textitute or our other customers. You agree that if the Services are reinstated after a suspension for non-payment or your breach of the Agreement, you will be required to pay a reinstatement fee of $40.
1.6 Payment for services. After going through the registration process, each customer of the Textitute Service becomes a User of a plan provided by the Service. You may remain a Plan User if you accept the terms and conditions and the limited number of SMS messages that may be sent and received. Renewal of your account means that you are satisfied with the quality of the Service and that you waive the right to a possible refund. The Service provides a set of billing plans. The User has the right and opportunity to change his billing plan to another more convenient plan at any time. All operations to change the billing plan (or to pay for the plan) are carried out by the customer on his account. The payment procedure is as follows: The User places his order on the official website of Textitute or on his account on the Service (Dashboard). The administration of the Service will send the User an invoice for payment. In the event that the User does not pay the invoice within the specified time, the invoice may be cancelled. Payment must be made only by one of the means specified by the Textitute Service (credit card through the third party Stripe, invoice for legal entities, bank transfer for individuals). If you pay a monthly subscription, an automatic renewal of the subscription is activated. A User can deactivate it by himself in his personal account.
1.7 Financial conditions. By registering for Textitute Services, Users agree to pay the price corresponding to the selected Services. Unless otherwise stipulated, the prices of the subscribed Services will be paid at the time of subscription and in the currency in which they were invoiced.
2. USE OF SERVICES
2.1 Compliance with applicable regulations. Each party declares that it will comply with the regulations applicable to its activity. In general, Users guarantee that the information transmitted via the Textitute Services does not contravene any legal or regulatory provision or any provision resulting from an international agreement applicable to them, and in particular the provisions in force in Canada, in the State where the User carries out its activity and in the State where the persons on the mailing lists reside, nor the rights of third parties. For information purposes and without this list being exhaustive, the sending of SMS messages to clients and prospects is subject to the applicable data protection rules, as well as to the following rules: Canada: Canadian Anti-Spam Act, (LCAP/C-28).
United States: Telemarketing Sales Rule, Federal Telephone Consumer Protection Act, Can-Spam-Act. In the United Kingdom: The Privacy and Electronic Communications (EC Directive) Regulations 2003.
2.2 Textitute's intellectual and industrial property rights. All programs, services, processes, designs, software, technologies, trademarks and trade names and inventions appearing on the site, accessible via the site or via Textitute Services, are the property of Textitute. All Users without exception agree not to use, in any way whatsoever, the site, the Services or any of the elements listed above for purposes other than those provided for herein.
2.3 User's Intellectual Property Rights. All Users authorize Textitute to use their name, trademark and visual identity solely for the purpose of performing the Services. All Users warrant to Textitute: that they have full power and authority to exploit and grant intellectual and industrial property rights and that these rights are not assigned, mortgaged, encumbered or in any way vested in a third party; that they have not done and will not do, by assignment to a third party or by any other means, anything likely to compromise the use of intellectual and industrial property rights; that they have not introduced and will not introduce into their campaigns any sequence, reproduction or reminiscence likely to infringe the rights of third parties; that no litigation or proceedings are pending or about to be initiated in relation to intellectual property rights. In addition, Users undertake to indemnify Textitute against any claim by third parties as well as any sanction that Textitute may be imposed on it resulting from non-compliance with this article.
3. MARKETING CAMPAIGNS
Textitute is a text messaging service. The User has access to the service through his client account (Dashboard).
3.1 Creation of marketing campaigns. Campaigns include the communications that have been established, the telephone number lists, and the process of sending campaigns to Subscribers. The User himself/herself creates the template for these communications by choosing the options provided by the Service, uploading images and writing text. The User assumes full responsibility for the context of the mailings, which in turn must comply with the rules set forth in the anti-spam policy of their respective state, province and country. Otherwise, the Service has the right to suspend the User's account until it has determined the circumstances.
3.2. SMS lists. A User of the Textitute service has the right to send communications only to those persons who have expressed their consent to receive communications from it. The consent of the recipients must be received by the User personally. At the request of the service administration, the User must provide the corresponding proof of the recipients' consent. The User guarantees subscribers the opportunity to opt-out of further communication (through the presence of an unsubscribe link in the SMS) and is also required to enter into the unsubscriber list or remove from the list the contact details whose owners have expressed their desire to opt-out of text messages. The use of illegally obtained subscriber bases and the distribution of spam via the Textitute service is strictly prohibited.
3.3 Sending marketing campaigns. The sending of an SMS created by the User is provided for by the Service. Each text message will contain an unsubscribe link, i.e., a means for Subscribers to opt-out of receiving further communications. This link cannot be removed or hidden. If the User does not insert an unsubscribe link in a text message, the User's actions will be interpreted as contrary to the Terms of Service.
3.4. Realization of marketing campaigns. The timing of the delivery of campaigns to their recipients varies according to a number of factors and circumstances. Textitute is not responsible for campaigns not delivered to recipients, to the same extent, and for any delay in delivery. Messages may not be delivered or may be delayed for the following reasons: the subscriber's cell phone is switched off or is outside the mobile operator's coverage area ; the telephone service rejects the SMS after identifying the content as spam (based on the anti-spam policy of the relevant server and its understanding of the word 'spam'); the subscriber's inbox is full or the recipient's SMS server is experiencing technical difficulties; the recipient's SMS server rejects the text message due to the presence of blocked links in the e-mail (i.e. URLs in a black or grey list); an SMS cannot be delivered due to unfavorable natural conditions or other circumstances of force majeure, which could have a negative effect on the functioning of Textitute's hardware and software. Such conditions or circumstances include, but are not limited to, natural disasters, changes in laws or regulations, embargoes, war, acts of terrorism, riots, fires, earthquakes, nuclear accidents, floods, strikes, power outages, volcanic actions, exceptionally severe weather conditions and acts of hackers or third party Internet service providers.
4. DISCLAIMER OF LIABILITY
Textitute and its team are not responsible for the conduct of third parties, agencies, linked websites or other members, including any third-party applications, products or services used in connection with the Service (each, a 'Third Party Integration'). Your use of any Third Party Integration and the rights in respect of such Third Party Integration are solely between you and the relevant third party. We are not responsible for the privacy, security or integrity of any Third Party Integration or the practices and policies of any Third Party Integration. We make no warranties of any kind and assume no liability of any kind for your use of a Third Party Integration.
5. TEXTITUTE OBLIGATIONS
5.1 Instructions for use. Textitute undertakes to process personal data only for the purpose of performing the Services in accordance with the User's instructions. Thus, Textitute undertakes not to sell, assign, rent, transfer or otherwise communicate to another person all or part of the personal data, even free of charge, and not to use the personal data for purposes other than the operation of the Services. In the event that Textitute considers that an instruction given by the User constitutes a violation of an applicable law, Textitute must immediately inform the User.
5.2 Confidentiality and security. Textitute guarantees the confidentiality of the personal data processed within the framework of the services. As such, it ensures (i) that personal data is communicated only to those persons who need to know it, (ii) that such persons are aware of the User's instructions and undertake to process the personal data entrusted to them only in strict compliance with the instructions and for no other purpose, (iii) that they are subject to an appropriate contractual or legal obligation of confidentiality, and (iv) that they receive the necessary training in the field of data protection. Textitute undertakes to implement appropriate technical and organizational measures to preserve the confidentiality and security of personal data and, in particular, to prevent it from being distorted, damaged or communicated to unauthorized third parties, and more generally, to protect personal data against accidental or unlawful destruction, accidental loss, alteration, dissemination or unauthorized access, as well as against any form of unlawful processing, it being specified that these measures must ensure, taking into account best practices and the costs associated with their implementation, a level of security appropriate to the risks presented by the processing and the nature of the data to be protected and, more generally, in order to guarantee a level of security of personal data appropriate to the risk.
5.3 Notification of personal data breaches. In the event of an accidental or illegal breach of security resulting from the destruction, loss, alteration, unauthorized disclosure or unauthorized access to personal data processed by Textitute, Textitute undertakes to immediately inform the User within 72 hours of detecting the incident. In such circumstances, and in consultation with the User, Textitute undertakes to implement the necessary data protection measures and to limit any negative effect on the persons concerned. Textitute undertakes to provide the User with all reasonable information and assistance to enable it to comply with its obligations to notify the data protection authorities and, where applicable, the persons concerned.
6. REPORTING SPAM AND ABUSE
Please inform us of any abuse or unwanted/unsolicited messages. In your email, please indicate the spam message, the date and time of receipt of the message. Send your report to email@example.com. Accounts of Users who receive spam complaints will be suspended until the matter is clarified.
10. CHOICE OF LAW. ARBITRATION
The relationship between the Company and the User with respect to the provision of Textitute Services is governed by the laws of the Province of Quebec, without regard to conflicts of law provisions. Any dispute arising out of or relating to the subject matter of these Terms shall be decided by the courts of the Province of Quebec, and each party shall be subject to the jurisdiction of such courts.
Last update: January 1, 2020