The VoipActiva Website, www.VoipActiva.com, (the "Website" or "Site") is a place where consumers can meet all their communications needs including the ability to download and use software ("the Software") and services ("the Services"). The Site is provided to your service provider (the "Service Provider") by its supplier ("the Supplier"). Your use of the Site is subject to your compliance with the terms and conditions set forth below including, the attached voipactiva End User License Agreement and all exhibits hereto. Please read this Agreement and the attached End User License Agreement, carefully before accessing or using the Site, Software and Services. Upon access and use of the Site, Software and Services, you agree to be bound by all of the terms and conditions set forth herein. If you do not wish to be bound by these terms and conditions, you may not access or use the Site, Software or Services. The Service Provider may modify this Agreement or the attached End User License Agreement at any time without notice and such modifications shall be deemed effective immediately upon posting of the modified Agreement. You agree to review the Agreement periodically to be aware of such modifications and your continued access or use of the Site, Software or Service shall be deemed your conclusive acceptance of the modified Agreement.
1. Neither the Supplier nor the Service Provider warrants that the Services are completely error free or will operate without packet loss or interruption. Neither the Supplier nor the Service Provider warrants any connection to or any transmission over the Internet. Service Provider, its affiliates, contractors, suppliers (including the Supplier) and agents makes no representation or warranty express or implied including, but not limited to, any warranty of merchantability, or fitness for a particular purpose, title or non-infringement, or as to the quality of the call. The use of the Services and Software shall be in accordance with the terms herein and any attachments attached hereto. User agrees to be responsible for payment of all applicable charges. In no event will Service Provider, its affiliates, contractors, suppliers (including the Supplier) and agents be liable for any indirect, special, incidental or consequential losses or damages arising in any manner from the use of the Services, the Software, or the Site.
2. The Services and Software are being provided to you solely by the Service Provider and, as such, this is an agreement solely between you and the Service Provider. If you have any questions in connection with the Site, the Services, or the Software, you should contact your Service Provider.
3. All of the trademarks and logos featured on the Site are trademarks that are licensed to the Service Provider and may not be used, duplicated or distributed without the written consent of Service Provider.
4. Information on the Site may contain technical inaccuracies or typographical errors. Information may be changed or updated without notice. Improvements and/or changes to the Site, Software or Services may be made at any time without notice.
5. All images, text, Software, programs and other materials found in the Website are protected by the United States copyright laws. Any commercial use of the images, text, Software, programs or other materials found in the Website is strictly prohibited without the express written consent of the Supplier.
6. The Software that is made available to download from this Site is the copyrighted work of Supplier and/or its vendors. Use of the Software is governed by the terms set forth in the End User License Agreement set forth below.
7. Any reproduction or redistribution of the Software not in accordance with the terms set forth herein is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.
8. Without limiting the foregoing, copying or reproduction of the Software to any other server or location for further reproduction or redistribution is expressly prohibited.
9. Elements of the Website are protected by trade dress and other laws and may not be copied or imitated in whole or in part. No logo, graphic, sound or image from any Supplier Website may be copied or retransmitted unless expressly permitted by Supplier.
10. Any links available on this Site will enable you to leave the Site. The linked sites are not under the control of Supplier or the Service Provider. The Supplier and the Service Provider are not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to such sites. It is up to you take precautions to ensure that whatever you select for your use is free of viruses, worms, trojan horses and other items of a destructive nature. The Supplier is providing these links to its Service Provider only as a convenience, and the inclusion of any link does not imply endorsement by the Site. Additionally, other marks that appear on this Site may be marks of third parties that are not affiliated with the Supplier. Neither the Supplier nor its affiliates control or endorse the content of third party web sites. In no event will the Supplier its affiliates, contractors, suppliers and agents be liable to any party for any direct, indirect, special or other consequential damages for any use of this website, or on any other hyper linked website, including, without limitation, any lost profits, business interruption, loss of programs or other data on your information handling system or otherwise, even if we are expressly advised of the possibility of such damages.
11. Supplier 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. You assume total responsibility and risk for your use of the Site, Software, Services and the Internet. All Services, Software, the Site and the Internet are provided "as is".
12. In no event will Service Provider or Supplier or their respective affiliates, contractors, suppliers and agents be liable for (i) any incidental, consequential, or indirect damages (including, but not limited to damages for loss of profits, business interruption, loss of programs or information, and the like) arising out of the use of or inability to use the Site, Software or Services, or any transactions provided on, or hyperlinked, from the Site, even if Supplier or its authorized representatives have been advised of the possibility of such damages, or (ii) any claim attributable to errors, omissions, or other inaccuracies in the Services and/or materials or information downloaded through, or hyperlinked from, the Site.
13. You agree to indemnify, defend and hold Service Provider and Supplier, and their respective officers, directors, employees, agents, shareholders, licensors, suppliers and any third party information providers to the Site, Software or Services from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of this Agreement, or the End User License Agreement set forth below or any other attachment attached hereto. The provisions of this paragraph are for the benefit of the Service Provider and the Supplier and their respective officers, directors, employees, agents, shareholders, licensors, suppliers to the Site, Software or Service. Each of these individuals or entities shall have the right to assert and enforce these provisions directly against you on its own behalf.
14. This Agreement shall be governed and construed in accordance with the laws of the State of New York. You agree that in any legal action or proceeding between you Service Provider for any purpose concerning this Agreement, you agree to submit to exclusive jurisdiction in New York, NY and you expressly waive all defenses to jurisdiction. Any cause of action or claim you may have with respect to the Site, Software or Service must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred. The Supplier 's or the Service Provider's failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement. The Service Provider and the Supplier may assign their respective rights and duties under this Agreement to any party at any time without notice to you.
End User License Agreement
The term Software shall include all programs and related documentation supplied herewith by the company the end user has purchased its services from (the "Service Provider"), including all updates subsequently provided by Service Provider. The terms and conditions of this Agreement will apply to the Software delivered by electronic download or other means and derivatives obtained therefrom, including any copy.
1. TITLE AND LICENSE GRANT
The Software is copyrighted and contains proprietary information protected by law. The Software, and all copies thereof, are and will remain the sole property of the company that developed the Software and provided the Software to the Service Provider (the "Supplier"). The Supplier hereby grants to you a personal, non-transferable and non-exclusive right to use the Software.
2. SOFTWARE USE
A. As part of this END USER LICENSE AGREEMENT, you are permitted to make a single archive copy of the Software, provided however that the Software shall not otherwise be reproduced, copied, disassembled, decompiled, reverse engineered or disclosed to others in whole, or in part, except as explicitly provided herein.
B. The Software, together with any archive copy thereof, shall be destroyed when no longer used in accordance with this END USER LICENSE AGREEMENT or when the right to use the Software is terminated and shall not be removed from a country in which use is licensed.
C. You understand and acknowledge that the Software may contain expiration routines that will disable the Software at the expiration of this License.
3. NO WARRANTY
All services provided by the Supplier hereunder are provided "as is". The Supplier, its affiliates, contractors, suppliers and agents make no warranties, express or implied, and specifically disclaim any warranty of merchantability or fitness for a particular purpose or any warranty of intellectual property non-infringement.
4. RATE ADJUSTMENT
The Supplier reserves the right to adjust its rates at any time without prior notice.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND IT, AND THAT BY USING THE SITE, SOFTWARE AND SERVICES YOU AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT THIS AGREEMENT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE RIGHTS AND LIABILITIES OF THE PARTIES.