MMDSmart Terms of Service
Effective: July 01, 2018
These Terms of Service (hereinafter referred to as “Terms” or “Agreement”) are the basic rights and obligations that you and MMDSmart have between us when you use our Services (as defined below) and represent a binding agreement between MMDSmart and yourself.
In these Terms, “MMDSmart”, “we,” “us” or “our” will refer to MMDSmart Ltd., a limited company registered under the law of State of Israel, registration number 514181627, registration address: 39 Emil Zola St., Petah Tikva 4951623, Israel that provides the services to you, including additional applications and services which are powered by MMDSmart (collectively, “Services”). The terms “you,” “your” and “Customer” will refer to you. If you are using Services of MMDSmart on behalf of an organization, you are agreeing to these Terms for that organization and promising MMDSmart that you have the authority to bind that organization to these Terms (in which case the terms “you” and “your” or “Customer” will refer to that organization). MMDSmart and Customer are each referred to in this Terms as a “Party” and collectively as the “Parties.”
Some of our Services may be subject to additional terms and conditions, which you should read before making use of those Services, and they add up to these Terms.
1. Updates to the Terms
MMDSmart shall be entitled to unilaterally revise and amend these Terms by posting updated Terms. The amended Terms will supersede prior versions and, unless MMDSmart notified otherwise, amendments shall become effective upon the effective date indicated at the top of these Terms. The Parties acknowledge that publication of the amended Terms shall serve as proper notification of the changes introduced by MMDSmart to the Terms. Customer’s continued access or use of MMDSmart Services constitutes Customer’s acceptance of any revisions and amendments.
2. No Access to Emergency Services
Services of MMDSmart differ from your ordinary mobile phone and fixed-line telephone and SMS services. Our Services do not provide access to emergency services or emergency services providers. You must make alternative communication arrangements to ensure that you can contact your relevant emergency services if needed.
If you are under the age of consent in your country to form a binding agreement, you should only use our Service if you have the legal consent of your parent or guardian to use our Service. You should use our Service only if you are fully able to understand and enter into and comply with these Terms. Our Services are not intended for children under 13: you must be at least 13 years old to use our Services or such greater age required in your country to register for or use our Services.
4. Access to the Services and Security of Customer Accounts
4.1 MMDSmart may require certain information in order to provide Services to you. You must ensure that the provided information is true, complete, and accurate. MMDSmart has the right to suspend or terminate your account and prevent you from accessing our Services or any of its resources if MMDSmart believes the information is not correct, complete, and accurate. The Customer shall promptly notify MMDSmart if any of their relevant information changes.
4.2 The Customer is solely responsible for all use (whether or not authorized) of MMDSmart Services under Customer’s account(s). Customer is also solely responsible for all use and for all acts and omissions of anyone who has access to Customer’s application and/or account. Customer is responsible for keeping their device and account safe and secure. The Customer agrees to take all reasonable precautions to prevent unauthorized access to or use of MMDSmart Services and will notify MMDSmart promptly of any unauthorized access or use. MMDSmart shall not be liable for any loss or damage arising from unauthorized use of Customer’s account and will not be liable for any loss that Customer may incur as a result of someone else using Customer’s account, either with or without Customer’s knowledge.
4.3 Customer must provide certain devices, software, and data connections to use MMDSmart Services, which MMDSmart otherwise does not supply. Customer also consents to receive notifications from MMDSmart from time to time, as necessary, to provide MMDSmart Services to the Customer.
5.2 Customer Data consists of information made available to MMDSmart through Customer’s use of the Services under these Terms, which includes information such as Customer’s name, contact information, billing records, as well as the content of communications sent through or integrated with MMDSmart Services, such as message bodies.
5.3 The Customer acknowledges and agrees that MMDSmart may access or disclose Customer Data, including the content of communications stored on MMDSmart systems, if: (i) MMDSmart believes that disclosure is reasonably necessary to comply with any applicable law, regulation, legal process, or government request, (ii) to enforce MMDSmart agreements and policies, (iii) to protect the security or integrity of MMDSmart services and products, (iv) to protect MMDSmart, its other customers, or the public from harm or illegal activities.
6. Acceptable use of the Services and usage restrictions
6.1 You must use MMDSmart Services according to MMDSmart Terms and policies. If you violate MMDSmart Terms or policies, MMDSmart may take action with respect to your account, including disabling or suspending your account.
6.2 You must access and use MMDSmart Services only for legal, authorized, and acceptable purposes. You must not use (or assist others in using) MMDSmart Services in ways that: (a) violate, contravene applicable laws and codes, regulatory requirements of the appropriate jurisdiction as they exist and as they change over time; (b) violate, misappropriate, or infringe the rights of MMDSmart, our users, or others, including privacy, publicity, intellectual property, or other proprietary rights; (c) are illegal, obscene, defamatory, threatening, intimidating, harassing, hateful, racially or ethnically offensive, or instigate or encourage conduct that would be illegal or otherwise inappropriate, including promoting violent crimes; (d) involve publishing falsehoods, misrepresentations, or misleading statements; (e) impersonate someone; (f) involve sending illegal or impermissible communications, such as auto-messaging, auto-dialing, bulk messaging and the like; (g) engage in “spamming” (i.e., sending unsolicited messages for business or other purposes); or (h) involve any non-personal use of our Services unless otherwise authorized by MMDSmart.
6.3 You must not (or assist others to) directly, indirectly, through automated or other means access, use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sublicense, transfer, display, perform, or otherwise exploit MMDSmart Services in impermissible or unauthorized manners, or in ways that burden, impair, or harm MMDSmart, MMDSmart Services, systems, MMDSmart users, or others, including that you must not directly or through automated means: (a) reverse engineer, alter, modify, create derivative works from, decompile, or extract code from MMDSmart Services; (b) send, store, or transmit viruses or other harmful computer code through or onto MMDSmart Services; (c) gain or attempt to gain unauthorized access to MMDSmart Services or systems; (d) interfere with or disrupt the safety, security, or performance of MMDSmart Services; (e) create accounts for MMDSmart Services through unauthorized or automated means; (f) collect the information of or about MMDSmart users in any impermissible or unauthorized manner; (g) sell, resell, rent, or charge for MMDSmart Services in an unauthorized manner; (h) distribute or make MMDSmart Services available over a network where they could be used by multiple devices at the same time, except as authorized through tools MMDSmart has expressly provided via its Services; (i) create software or APIs that function substantially the same as MMDSmart Services and offer them for use by third parties in an unauthorized manner; (j) use any services or facilities provided in connection with the Service to compromise security or tamper with system resources and/or accounts; or (k) transfer, resell, lease, license or otherwise make MMDSmart Services available to third parties or offer them on a standalone basis.
7. Charges, Payments, Refunds
7.1 Call Services through an application
If you are using our application Connect.US as part of MMDSmart Service, you may call the Connect.US users through our Service free of charge (calls use your data plan unless connected to Wifi).
You also have an opportunity to call non-Connect.US users (mobiles or landlines) around the world at the rates presented in the application.
7.2 Calls to non-Connect.US phone numbers
The rates for calling landlines and mobile phones outside of the Connect.US community consist of a per-minute rate as set out in the “Rate” section of the application.
After 60 minutes, all calls will disconnect automatically and require a re-dial.
The duration of a call shall be based on one-minute increments. Fractions of minutes will be rounded up to the next minute. At the end of a call, fractional cent charges will be rounded up or down to the nearest whole cent. During the call, charges incurred will be deducted automatically from a Credit Balance of your account.
7.3 Rate changes
MMDSmart may change the rates for calling phones at any time without notice to you by posting such change through the application. The new rate will apply to your next phone call after the new rates have been published. Please check the latest rates before you make your call. If you do not accept the new rates, do not make your call.
7.4 Credit Balance
Credit Balance is the amount of money that remains at your MMDSmart account after you used the Services at MMDSmart.
When you intend to use the Service, you must ensure that the Credit Balance of prepayment monies received from you by MMDSmart is in credit. The amount of such prepayments is at your sole discretion. The Service will be made available to you after the payment is received by a bank account of MMDSmart.
MMDSmart automatically deducts the cost of the pre-paid Services rendered to you in accordance with the applicable prices provided to you.
MMDSmart shall have the right to suspend Services immediately upon consumption of the prepaid Credit Balance until further payments have been received by MMDSmart in such amount that it will result in a positive Credit Balance.
You shall not earn interest on any Credit Balance held by MMDSmart. You shall not be entitled to a refund of an unused Credit Balance under any circumstances. At the end of each month, any remaining prepaid Credit Balance will be rolled over to the next month. MMDSmart may deduct or offset any sums you owe to MMDSmart from your Credit Balance, which may include but are not limited to fees and taxes. All recurring fees and one-time fees may be deducted in advance of the applicable Service being provided, and all non-recurring fees may be deducted after the applicable Service is provided.
7.5 Fees and Taxes
You are solely responsible for all carrier data plans, Internet fees, and other fees and taxes associated with your access to and use of MMDSmart Services.
7.6 Money Transfer Fees
Each Party shall bear the costs imposed by their own bank when making and receiving payments under this Agreement, while the Customer is responsible for payment of all bank charges of intermediary bank.
7.7 Additional features or functionality
MMDSmart may make additional features or functionality available through the Services, and additional fees may be applicable to such features or functionality. Your use of additional features or functionality is subject to these Terms and to the applicable fees. You agree to pay any applicable fees in connection with your order of any additional features or functionality. MMDSmart may change the prices of such features or functionality at any time without any notice to you. You can choose whether or not to accept the new charges prior to completing your next purchase of the applicable features or functionality.
7.8 Payments and Refund
You can purchase credits (“Credit”) using any payment method made available to you by MMDSmart. You agree that you are not relying on the future availability of any feature or product offered through the Service in agreeing to or making payments hereunder.
If you pay with foreign currency, you agree that the amount you are eventually credited may vary as a result of foreign currency conversion policies of our third party payment processors, which you can find at the relevant website or location where you make the actual purchase.
If you purchase a service from MMDSmart on a subscription basis, you agree that this type of Service requires a recurring payment and all payments shall be made by the payment method and payment intervals selected by you at the time you initiate the purchase, until you terminate the subscription.
When you make a purchase within the application, or the MMDSmart Site, or the Messagewhiz Site through third parties, your purchase is also subject to the terms of such third party (including with respect to payment terms, refunds, etc.), and you should read such applicable terms before you decide to complete the purchase. You agree to abide by any relevant terms of service or other legal agreement that governs your use of a given payment processing service and/or method. You also agree to the sharing of information between us and such third party payment processor for billing related activity.
See Payment and Refund Policy of MMDSmart for more information about Customer’s rights to cancel or return purchases for a refund.
Except as provided by law, all purchases are final and non-refundable. Taxes are non-refundable. If you believe that MMDSmart has charged you in error, you must contact MMDSmart within 30 days of such charge. No refunds will be given for any transaction which is more than 30 days old. When you purchase any digital content or services from MMDSmart, any right you may have to withdraw from or cancel the purchase will be terminated once the digital content is delivered to you upon your request, and you will not be entitled to claim any refund, except where you believe MMDSmart has charged you in error. If you use third party services to purchase any of our Services, such purchase is subject to the refund terms of the applicable third party (including with respect to payment terms, refunds, etc.).
MMDSmart reserves the right to refuse a refund request if it reasonably believes or suspects (i) that you are trying to unfairly exploit this refund policy, for example, by making repetitive refund requests in respect of the same product or feature, or by trying to receive a refund for a non-refundable credit (such as a reward); (ii) that you are in breach of these Terms or the policies of MMDSmart; (iii) that you are using any of our products fraudulently or that your user account is being used by a third party fraudulently; or (iv) that you purchased your credit through a third party service and the terms of such third party do not allow such refund. This refund policy does not affect any of your statutory rights to pursue a claim.
7.9 MMDSmart shall have no liability for any damage, liabilities, losses or any other consequences that the Customer may incur with connection with any suspension of MMDSmart Services pursuant to this Section 7.
7.10 Subscription and Calling Packages
MMDSmart may offer cost-saving calling plans (Packages) specifying a price for particular destinations to which you may subscribe to. MMDSmart Packages are intended for individual use only and are subject to these Terms. MMDSmart may terminate your subscription and/or offer you an alternative Package if we notice that your usage is in breach of these Terms. MMDSmart reserves the right to change its Packages and subscriptions or stop offering them at any time.
7.11 Using the Service on mobile applications will use some of the data allowance available on the data package to which you have subscribed with your mobile network operator as the case may be. Out-of-country usage may in any event lead to significantly higher costs than regular usage, and you are solely responsible for keeping yourself informed and paying for possible roaming and other applicable charges levied by your mobile network operator.
8. Intellectual Property Rights and Licenses
Intellectual Property Rights means patents, trademarks, contents, service marks, copy “property rights”: moral rights, confidential information and any other intellectual property rights, whether registered or not registered or capable of registration and subsisting in any part of the world.
MMDSmart or its licensors own all copyrights, trademarks, logos, trade secrets, patents, and other Intellectual Property Rights associated with MMDSmart Services, and by using MMDSmart Services Customer does not acquire any ownership rights in Service, trademarks, logos, patents, or other intellectual property of MMDSmart or any materials contained therein.
In order to operate and provide MMDSmart Services, Customer grants MMDSmart a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, create derivative works of, display, and perform the information (including the content) that Customer uploads, submits, stores, sends, or receives on or through MMDSmart Services. The rights Customer grants in this license are for the limited purpose of operating and providing MMDSmart Services.
MMDSmart may take action with respect to Customer’s account, including disabling or suspending of Customer’s account if Customer infringes the intellectual property rights of others.
9. Third-Party Services
Our Services may allow you to access or interact with third-party websites, applications, content, other products and services which cooperate with MMDSmart to provide you certain Services. Please note that these Terms apply only to the use of MMDSmart Services. When you use third-party services, their own terms and privacy policies will govern your use of those services.
10. User Content
MMDSmart reserves the right at all times (but will not have an obligation) to remove or refuse to distribute any user content on the Service, to suspend, block or terminate Customer’s account without liability to MMDSmart, including where such user content, in sole discretion of MMDSmart, violates these Terms or any additional terms, or that MMDSmart otherwise finds objectionable.
11. Disclaimer of Warranties
MMDSMART WILL USE REASONABLE SKILL AND CARE IN PROVIDING ITS SERVICES TO YOU AND IN KEEPING IT A SAFE, SECURE, AND ERROR-FREE ENVIRONMENT, BUT MMDSMART DOES NOT GUARANTEE THAT ITS SERVICES WILL ALWAYS FUNCTION WITHOUT DISRUPTIONS, DELAYS, OR IMPERFECTIONS. YOU USE MMDSMART SERVICES AT YOUR OWN RISK AND SUBJECT TO THE FOLLOWING DISCLAIMERS. MMDSMART SERVICES, INFORMATION, SOFTWARE, FACILITIES AND OTHER CONTENT IN THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND FREEDOM FROM COMPUTER VIRUS OR OTHER HARMFUL CODE. MMDSMART DOES NOT WARRANT THAT ANY INFORMATION PROVIDED BY MMDSMART IS ACCURATE, COMPLETE, OR USEFUL, THAT MMDSMART SERVICES WILL BE OPERATIONAL, ERROR FREE, SECURE, OR SAFE, OR THAT MMDSMART SERVICES WILL FUNCTION WITHOUT DISRUPTIONS, DELAYS, OR IMPERFECTIONS, THAT DEFECTS WILL BE CORRECTED. MMDSMART DOES NOT CONTROL AND IS NOT RESPONSIBLE FOR, CONTROLLING HOW OR WHEN ITS USERS USE MMDSMART SERVICES OR THE FEATURES, SERVICES, AND INTERFACES MMDSMART SERVICES PROVIDE. MMDSMART IS NOT RESPONSIBLE FOR AND IS NOT OBLIGATED TO CONTROL THE ACTIONS OR INFORMATION (INCLUDING CONTENT) OF ITS USERS OR OTHER THIRD PARTIES. YOU RELEASE MMDSMART, ITS SUBSIDIARIES, AFFILIATES, AND MMDSMART DIRECTORS, OFFICERS, EMPLOYEES, PARTNERS, AND AGENTS (TOGETHER, THE “MMDSMART PARTIES”) FROM ANY CLAIM, COMPLAINT, CAUSE OF ACTION, OR CONTROVERSY (TOGETHER, “CLAIM”) AND DAMAGES, KNOWN AND UNKNOWN, RELATING TO, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH ANY SUCH CLAIM YOU HAVE AGAINST ANY THIRD PARTIES.
12. Limitation of Liability and Indemnification
12.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL MMDSMART OR PARTNERS OF MMDSMART, SUPPLIERS, LICENSORS OR ANY OF ITS OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE UNDER ANY CONTRACT, TORT, WARRANTY, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICES OR OTHER SUBJECT MATTER OF THESE TERMS FOR ANY LOSS OR DAMAGE (DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, OR OTHERWISE) RESULTING FROM ANY USE OF, OR INABILITY TO USE, THE SERVICE OR ANY OTHER SITE, APPLICATION, INFORMATION, SOFTWARE, FACILITIES, SERVICES, OR OTHER CONTENT REGARDLESS OF THE BASIS UPON WHICH LIABILITY IS CLAIMED AND EVEN IF MMDSMART HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. IN NO EVENT SHALL TOTAL LIABILITY OF MMDSMART TO YOU FOR ALL DAMAGES EXCEED THE AMOUNT OF FIFTY US DOLLARS.
12.2 If anyone brings a claim against MMDSmart related to your actions, information, or content, you will, to the extent permitted by law, indemnify and hold MMDSmart harmless from and against any and all claims, demands, liabilities, damages, losses, costs or expenses of any kind (including reasonable attorney’s fees) relating to, arising out of, or in any way in connection with any of the following: (a) your access to or use of MMDSmart Services, including information provided in connection therewith; (b) your breach of these Terms, including any of the representations or warranties, or of applicable law; (c) your placement or transmission of any content onto servers of MMDSmart; or (d) any misrepresentation made by you. You will cooperate as fully as required by MMDSmart in the defense or settlement of any third party claim.
12.3 You agree that if a third party claims that material you have contributed to MMDSmart Service is unlawful, you will bear the burden of establishing that it is lawful. You understand and agree that all materials publicly posted or privately transmitted on or through the Service are the sole responsibility of the sender, not MMDSmart, and that you are responsible for all material you upload, publicly post or otherwise transmit to or through the Service.
13. Suspension and Termination of Services
13.1 Although we hope you remain a MMDSmart customer, you may terminate your relationship with MMDSmart at any time. If you are using our free Service, you may simply cease to use the Service and you can request that MMDSmart delete your account.
13.2 MMDSmart Services may be interrupted, including for maintenance, repairs, upgrades, or network or equipment failures.
13.3 MMDSmart may also modify, suspend, or terminate your access to or use of MMDSmart Services anytime for suspicious or unlawful conduct, including for fraud, or if we reasonably believe you violate MMDSmart Terms or create harm, risk, or possible legal exposure for MMDSmart, our users, or others. The following provisions will survive any termination of your relationship with MMDSmart: “Charges and Payments”, “Intellectual Property Rights and Licenses”, ” Disclaimer of Warranties”, “Limitation of Liability and Indemnification”, “Dispute Resolution and Governing Law”, “Suspension and Termination of Services”, “General Provisions” and such other provisions that are intended to be of a continuing nature or to come into force upon termination.
13.4 If you believe your account’s termination or suspension was in error, please contact us at firstname.lastname@example.org.
14. Dispute Resolution and Governing Law
These Terms and all matters arising out of or relating to these Terms shall be governed by, construed and enforced in accordance with the laws of the State of New York, USA.
The Parties shall endeavor to resolve any controversy through good faith negotiations. In the highly unlikely event that the Parties are unable to resolve the matter within 30 (thirty) days of the matter being referred to them, or any other period agreed upon, such matter shall be resolved exclusively by arbitration.
15. General Provisions
15.1 If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of the remaining provisions of these Terms, and the remaining portion of these Terms will remain in full force and effect.
15.2 Events beyond control of MMDSmart may affect MMDSmart Services, such as events in nature and other force majeure events. Any delay or failure by MMDSmart in performance hereunder shall be excused if such delays or failures are caused by occurrences of force majeure events.
15.3 MMDSmart reserves the right to modify or discontinue, temporarily or permanently, all or any part of the Service and/or any software, facilities, and services on the Service, with or without notice.
15.4 MMDSmart makes no representation that MMDSmart Service is available for use or permitted by law in any particular location. To the extent you choose to access MMDSmart Service, you do so at your own initiative and are responsible for compliance with any applicable laws, including but not limited to applicable local laws. You are responsible for complying with local laws, if and to the extent local laws are applicable. MMDSmart reserves the right to limit its Services in any country.
15.5 Except as contemplated herein, our Terms do not give any third-party beneficiary rights.
15.6 If MMDSmart fails to enforce any of our Terms, it will not be considered a waiver.
15.7 These Terms represent the entire understanding and agreement between you and MMDSmart in relation to the subject matter hereof and supersede all other agreements, proposals, statements, sales materials and representations, whether verbal or written. No oral or written information or advice given by MMDSmart, its agents or employees will create a warranty or in any way increase the scope of the warranties in the Agreement.
15.8 Nothing in this Agreement is intended to create or shall be construed as creating an employer-employee relationship or a partnership, agency, joint venture, or franchise.
15.9 Headings are inserted for convenience of reference only and do not affect the meaning or interpretation of these Terms.
15.10 Any amendment to or waiver of these Terms requires express consent of MMDSmart.
15.11 All of MMDSmart rights and obligations under these Terms are freely assignable by MMDSmart to any of its affiliates or in connection with a merger, acquisition, restructuring, or sale of assets, or by operation of law or otherwise, and MMDSmart may transfer your information to any of its affiliates, successor entities, or new owner. In the event of such an assignment, these Terms will continue to govern your relationship with such third party. If you do not agree to such an assignment, you must stop using MMDSmart Services.
15.12 You will not transfer any of your rights or obligations under these Terms to anyone else without our prior written consent.
15.16 In the event you read these Terms in any language other than English, you agree that in the event of any discrepancies, the English version shall prevail.
15.17 How to Contact Us. Please forward any comments or complaints about the Service to email@example.com. Please forward any questions regarding privacy and other legal matters to firstname.lastname@example.org.
We always appreciate your feedback or other suggestions about our Services, but you understand that you have no obligation to provide feedback or suggestions and that we may use your feedback or suggestions without any obligation to compensate you for them. MMDSmart will consider anything you provide to MMDSmart, including feedback, ideas or suggestions and/or contribute to the Service as available for the use of MMDSmart free of any obligations to you (including any payment).