MilliTalk® END USER LICENSE AGREEMENT ("EULA") - IMPORTANT - READ CAREFULLY: USE, DISTRIBUTION, COPYING OR INSTALLATION OF THIS PRODUCT (THE "SOFTWARE") CONSTITUTES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS (THE "AGREEMENT") AND YOUR AGREEMENT TO ABIDE BY THEM. THE TERM "SOFTWARE"; ALSO INCLUDES ANY UPDATES OR SUPPLEMENTS, WHICH SHALL BE GOVERNED BY THE TERMS OF THIS LICENSE. Effective October 24, 2012.
All information is for reference only and is subject to change without notice.
Terms and Conditions of Service, hereinafter referred to as ("Agreement") constitute the entire Agreement between Millicorp, hereinafter referred to as ("Millicorp" "we" "us" or "our") and the user of Millicorp's communication services, hereinafter referred to as ("Subscriber" "you" or "your") with respect to Millicorp services provided through the website and/or by speaking with a Customer Service Representative. By activating your account, you acknowledge having read and accepted the terms and conditions provided herein. It is the Subscriber's responsibility to review the terms clearly posted on the company website and stay aware of any changes made. Millicorp does not use paper for "statements" or "Terms and Conditions of Service". Our terms are permanently posted on our website; however we may on occasion opt to email or post mail the terms and conditions to our customer base. We reserve the right to modify this Agreement at any time. Such modifications shall be effective upon posting on our website. By subscribing to the "Service", including any such future modifications, Subscriber agrees to be bound by this and any subsequent revised Agreement posted on our website at http://www.MilliTalk.com/terms.
Upon subscription of Service, Millicorp will hereby assign to you an individual nonexclusive, non-transferable, revocable license to access and use the MilliTalk service(s), for non-commercial use. Subscriber shall have no right to sell, resell, duplicate, copy, distribute, or exploit for commercial purposes any portion, access, or use of the MilliTalk service(s); nor make any claim of such right. Unless stated otherwise, any new features provided by us that can enhance the current MilliTalk service(s) shall also be subject to these terms and conditions. Millicorp is not liable for any communications, information, content, and/or materials that Subscriber submits to the service and assumes all such responsibility and liability. Millicorp shall have no responsibility for the transmission or deletion of Subscriber Content. Millicorp has the right to restrict termination to any telephone numbers at its sole discretion. Subscriber is required to prepay all uses of this service. Subscriber also agrees not to use service for any unlawful or abusive purpose or in such a way that it creates damage to services' reputation, employees, facilities, third parties, or to the public in general. Millicorp provides our service(s) to Subscriber until said service(s) is cancelled. Your service term refers to the period of time for which Millicorp will bill you in advance (for example: one month or one year). The service term is the term Subscriber selected from the options available when Subscriber signed up for our service. The Subscriber's first service term begins on the subscription date; which is the date Subscriber first ordered service, the date we gave you the phone number, or the date we successfully processed your payment, whichever is later. Subscriber service will continue until canceled by Subscriber or Millicorp as provided for herein. Please note that the obligations of this agreement begin on your subscription date and are indefinite. Subscriber's service term automatically renews for the same term unless service(s) is/are cancelled before the end of your then current service term. The renewal begins on the day after the last day of your service term.
2.1 Acceptable Use
Subscriber is solely liable for any transmissions sent through the Millicorp service(s). Millicorp has no control over the content of any transmission nor will be liable for such content. Subscriber shall not use the service(s) to create or distribute any images, sounds, messages, or other materials which are obscene, harassing, racist, malicious, fraudulent, infringing or libelous, nor use the service(s) for any activity that may be considered or are unethical, immoral, abusive of any third party's rights, or illegal. Furthermore, you will abide by all rules, regulations, procedures, and policies of Millicorp and any policies of the networks connected to the service(s). Subscriber agrees to abide by all applicable local, state, national, foreign, and international laws and regulations and is solely responsible for all acts or omissions that occur under the Subscriber account or password, including the content of Subscriber transmissions through the service(s). The MilliTalk service shall be used as a normal phone account and shall not be used for any non-standard uses including but not limited to reselling the service, telemarketing, autodialing, call forwarding or faxing services or any other automated systems that result in a high usage of minutes for a sustained period of time.
2.2 Directory Listings
If we make available an option to list your name, address, and/or telephone number in a published directory or directory assistance database, and one or more of the following conditions occurs: (1) you request that your name, address and/or phone number be omitted from a directory or directory assistance database, but that information is included in either or both; (2) you request that your name, address and/or phone number be included in a directory or directory assistance database, but that information is omitted from either or both; or (3) the published or listed information for your account contains material errors or omissions, then the aggregate liability of Millicorp and its affiliates, suppliers or agents shall not exceed the monthly charges, if any, which you have actually paid to Millicorp to list, publish, not list, or not publish the information for the affected period. You shall hold harmless Millicorp and its affiliates, suppliers, or agents against any and all claims for damages caused or claimed to have been caused, directly or indirectly, by the errors and omissions in referenced above.
2.3 Registration, Passwords, and Privacy
In registering for the Millicorp service(s), Subscriber agrees to provide and maintain accurate and complete contact and identification information. In registering, Subscriber will designate a phone number or phone numbers and password and is responsible for maintaining the confidentiality of these items. If Subscriber provides information that is, or that Millicorp suspects to be false, inaccurate, incomplete, or not current, Millicorp has the right to suspend or terminate service(s) and refuse any and all current or future use of all service(s). In addition, Millicorp reserves the right to immediately disconnect Subscriber service at any time without notice. Subscriber agrees to enter registered private telephone numbers that are controlled by or under the common control of the Subscriber. Millicorp respects your privacy. Subscriber must immediately notify Millicorp if suspect of any breach of security such as loss, or unauthorized disclosure or use of Subscriber password and account.
3. NO EMERGENCY SERVICES; NO 911 SERVICE
MilliTalk does not support 999, 911, 112 or any other emergency of public service calls. Customers are strictly advised to use a standard PSTN telephone line of their respective location of country for calling emergency services or any other public services. You acknowledge and understand that the Service does NOT allow you to access any 911 or similar emergency services (no traditional 911, E911, or similar access to emergency services). You should always have an alternative means of accessing 911 or similar emergency services. The Service is not intended to replace your primary phone service, such as traditional landline or mobile phone. Neither MilliTalk nor its officers or employees may be held liable for any claim, damage, or loss (including, without limitation, attorneys' fees) by, or on behalf of, you or any third-party user of relating to the fact that MilliTalk does not provide access to 911 or emergency services. You waive all claims or causes of action, whether in contract, warranty, tort (including negligence), or any other form of liability arising from or relating to the fact that MilliTalk does not provide access to 911 emergency service.
The term of this agreement is a month to month contract. The monthly fee charge is based on the plan Subscriber picked when setting up the account; even if the Subscriber does not send or receive calls, the monthly fee will be still charged. Subscriber can cancel at any time. The term of the service shall continue for as long as the Subscriber continues to maintain an active account and for as many months thereafter as Subscriber chooses to continue service. Customers on yearly plans will automatically be downgraded to the current base plan upon the expiration of the subscribed yearly term until such time the Subscriber prepays for an additional years' service. The agreement is only with the Subscriber. The account is non-transferable. The Subscriber is responsible for paying all charges posted to their account, including monthly plan charges, deposits, set up fees, overage minutes, overage SMS messages, and any other charges associated with the account.
4.1 Providing Information to Authorities and Third Parties
If Millicorp believes the service has been used for an unlawful purpose, Millicorp may forward the relevant communication and other information including Subscriber identity, contact, and credit card information to the appropriate authorities for investigation and/ or prosecution. Subscriber consents to the forwarding of any such communications and information to any and all authorities including but not limited to Emergency 911 Service or Operator Assisted Calling. Subscriber should always have an alternative means for accessing 911 or similar emergency services. Millicorp is not intended as a replacement of Subscribers primary phone service, such as traditional landline or mobile phone. The Millicorp service(s) does not support 0+ or operator assisted calling including, without limitation, collect calls, third party billing calls, 900 or calling card calls. Millicorp service(s) may not support 411, 311, 511, and other N11 services in one or more service areas.
4.2 Payment for Services
Millicorp will charge Subscriber the rates in effect under the Subscriber plan as published on the MilliTalk website (http://www.MilliTalk.com/), plus any enhanced service charges or taxes at the time of subscription. Such rates may be updated by Millicorp from time to time and will be effective when published on the MilliTalk website. Some charges (including, but not limited to, surcharges overage minutes and overage SMS messages) may accumulate in Subscribers account before being charged for such amounts. Subscriber billing cycle starts on the day the Direct Line™ is assigned to the Subscriber account. Subscriber agrees that any payments made to Millicorp will be via a valid credit or debit card, including MasterCard, VISA, American Express, or Discover. Millicorp may change the accepted payment method at any time, at the sole discretion of Millicorp. Subscriber name and address as it appears on the Subscribers account must also be on the credit account from which payment is made. If Subscriber provides a credit card number that is accepted for payment of Subscribers monthly bill, Subscriber authorizes Millicorp to charge the amounts owed, then or later, to that credit card account and to demand immediate payment from the payment card issuer. Every time Subscriber uses the Millicorp service(s), Subscriber re-affirms that Millicorp is authorized to charge the Subscriber's payment card. Subscriber agrees to authorize Millicorp to charge purchases made online to the credit card account supplied to Millicorp when the subscription was initiated, or the card on file when the purchase is made. Subscriber agrees to pay all costs and expenses, including without limitation, attorney's fees and costs incurred by Millicorp to collect any monies due under terms of this Agreement. Fees and charges are published on the MilliTalk website and are subject to change without notice. Millicorp may introduce new products and/or services at special introductory pricing. Millicorp reserves the right to bill Subscriber more frequently if the account is behind or in default.
4.3 Fees upon Disconnection
Disconnection by Subscriber. If Subscriber attempts to disconnect service(s) before the end of the current service term, Subscriber is responsible for all charges in the current term, including unbilled charges, plus any disconnection fee. In addition, if Subscriber disconnects service(s) that are based upon a predetermined commitment before the end of said commitment, Subscriber agrees to pay Millicorp the applicable recovery fees. Disconnection by Millicorp Without Reason. If Millicorp discontinues Subscriber service(s) without a stated reason, Subscriber will only be responsible for the charges that have accrued through the date of the disconnection including a pro-rated portion of the final service(s) term charges and any recovery fees. Disconnection by Millicorp With a Reason. If Millicorp disconnects Subscriber service for any valid reason, Subscriber will be responsible for all charges through the end of the current service(s) term, including unbilled charges plus any disconnection charges and any recovery charges. All charges owed at the time of disconnection will be immediately payable. Millicorp will pursue collection for unpaid amounts on disconnected accounts and may report these unpaid charges to the credit bureaus.
4.4 Rebate and other Recovery Fees.
Any product or service you purchase from Millicorp that includes a rebate or benefit that is conditioned on maintaining any Millicorp service such as MilliTalk for a particular length of time, and if you disconnect the service before the service period ends, you agree to pay us the applicable recovery fee. A recovery fee is equal to the difference between the price you paid to us and the advertised regular price of the product or service at the time you received it. Any recovery fees are cumulative and are in addition to any other amounts you may owe us, including any disconnection fees.
4.5 Billing and Payment
Billing - When subscribing to the Millicorp service(s), Subscriber must provide Millicorp with a valid email address and an accepted payment method. Millicorp reserves the right to stop accepting the Subscriber's payment method or the Subscriber's payments. Subscriber must advise Millicorp immediately if the payment method expires, the account is closed, the billing address changes, the email address changes, or the payment method is cancelled and replaced due to loss or theft. Except for usage-based charges, Millicorp will bill in advance to the Subscriber payment method all charges, fees, taxes, and surcharges for each service(s) term. Millicorp will automatically charge the Subscribers credit card on file monthly or yearly from the day Millicorp collected full payment for service(s) and issued the Direct Line™ phone number. Payment - When subscribing to the MilliTalk service(s), Subscriber authorizes Millicorp to collect from the Subscribers payment method. This authorization will remain valid until 30 days after Subscriber terminates the Millicorp authority to charge the Subscribers payment method. Millicorp will charge Subscriber a disconnection fee and any other outstanding charges upon disconnecting the service.
4.5.1 Unlimited Plan Charges / Fair Use Policy
Millicorp may offer one or more unlimited service plans which are virtually defined as 5,000 minutes or 10,000 SMS messages a month. For the purpose of this agreement "unlimited calling" or "unlimited messaging" is defined as what the vast majority of customers will utilize in any given month. In order to prevent the misuse of the Service beyond its intended and customary use (i.e. resale or commercial use of the Service) minutes in excess of 5,000 per month will be charged at $.03 per minute in overage fees calculated in six (6) second increments and SMS messages in excess of 10,000 per month will be charged at $.01 per message in overage fees.
4.6 Cancellations and Refunds
Refunds are granted at the full discretion of Millicorp, and Millicorp has the right to deny any and all refunds if Millicorp accepts payment from a Subscriber. Active accounts should be cancelled prior to the next monthly billing date so Subscriber will not be charged the next monthly service(s). Subscriber's account needs to be canceled at the end of the current billing cycle, and the Subscriber's payment method will NOT be billed again. ALL SETUP FEES, SECONDARY LINE CHARGES, SERVICE CHARGES, TRANSFER CHARGES, and PRE-PAID CREDITS ARE NONREFUNDABLE.
4.6.1 No Refunds For Plan Changes
Millicorp does not offer refunds for any services that are ordered and changed during the current billing period. This includes, but is not limited to upgrading or downgrading any services that a Subscriber wishes to make. It is the Subscriber's sole responsibility to notify Millicorp before the start of the next billing period to change, modify or cancel any services, subscriptions or accounts.
4.6.2 No Refunds For Non-Use
Millicorp does not offer refunds for any Services ordered but not used. It is the Subscriber's sole responsibility to cancel any services, subscriptions or accounts by contacting our Customer Service department at 1-855-645-5482, via email at email@example.com or by logging into the website portal under the designated account. If an appropriate form of termination is not used, Subscriber will remain responsible for all costs and fees associated with the account.
4.6.3 No Refunds For Interruption of Service
Millicorp does not offer any refunds for interruption of service including but not limited to the availability of any domestic or international service, SMS messaging service or the availability of any web based portals that Millicorp may offer.
Subscriber understands it is difficult for Millicorp to distinguish between credit and debit cards. Subscriber agrees to waive all rights under Regulation "E" ELECTRONIC FUND TRANSFERS of the Federal Deposit Insurance Corporation laws and regulations, to receive 10 days advanced notice from Millicorp regarding the amount to be debited from the Subscribers payment method. While Millicorp may provide billing messages from time to time, Millicorp is not obligated to do so. Millicorp may change or cease said messages at any time without notice to the Subscriber.
4.8 Billing Disputes
If you want to dispute any Millicorp charges on your statement, you must notify us within seven (7) days after you receive your statement from your bank or credit card issuer. If you do not dispute the charges within seven (7) days, you waive any right to contest the charges. To dispute a Millitalk charge on your statement, you must contact us by telephone at 1-855-645-5482.
If Millicorp disconnects the Subscriber service(s), Subscriber is responsible for all charges under this agreement and any costs incurred by Millicorp to collect said charges, including, but not limited to, collection agency fees, reasonable attorney's fees, and arbitration or court costs.
4.10 Termination of Service
No one other than the account holder can authorize cancellation of the account. Accounts must be cancelled by contacting our Customer Service department at 1-855-645-5482, via email at firstname.lastname@example.org or by logging into the website portal under the designated account. If an appropriate form of termination is not used, Subscriber will remain responsible for all costs and fees associated with the account.
4.11 Promotional and Discount Funds
Promotional and Discount funds are non-refundable and must be used for their intended purpose only. Millicorp may offer discounts or promotions from time to time. These offers are non-refundable and non-transferable.
4.12 Default/Negative Balance on Account
Should any Subscriber of MilliTalk service(s) have a negative balance on a pre-paid account for more than thirty (30) days; Millicorp will have the right to assume the account is in default, to close the account, and to proceed with a remedy for collection. Subscriber agrees to be responsible for any Millicorp and/or third party collection company fees, attorney fees and costs, or any and all fees associated with the Subscriber's default account. Reactivation of this account is only possible after the negative balance is paid in full and any reactivation or late charges that may become due are also paid in full. If this Agreement is terminated because of Subscriber's default, Millicorp may keep any charges or sums prepaid by Subscriber upon termination. Millicorp may require reactivation charges to renew service(s) after termination or suspension thereof. Any negative balance upon closing of the account shall have any outstanding balance charged to the credit card on file.
5. DISPUTE RESOLUTION
All disputes or claims arising under this Agreement shall be presented in writing to the other party. The parties will attempt in good faith to resolve any controversy or claim arising out of or relating to this Agreement promptly through discussions between themselves at the operational level. In the event a resolution cannot be reached, such controversy or claim shall be negotiated between appointed counsel or senior executives of the parties who have authority to settle the controversy. The disputing party shall give the other party written notice of the dispute. If the parties fail to resolve such controversy or claim within thirty (30) days of the disputing party's notice, or in the case of non-payment of amounts due, within fifteen (15) days of the disputing party's notice, either party may seek resolution to the dispute through a court of competent jurisdiction as set forth herein. In the event a lawsuit is brought or an attorney is retained by either Party to resolve any disputes whatsoever arising from this Agreement, each Party shall bear their own costs including attorney's fees, court costs, and all other related expenses. Any claim and/or cause of action may only be brought and heard in a state or federal court located in Fort Myers, Florida and the Parties hereby waive all rights to a trial by jury in state or federal court.
5.1 Waiver of Jury Trial
Subscriber and Millicorp agree to waive the right to a trial by jury, by entering into this Agreement.
We may monitor the use of our service for violations of this agreement. We may remove or block all communications if we suspect a violation of this agreement, or if we think it is necessary in order to protect our service, Millicorp, affiliates, directors, officers, agents, and employees from harm.
7. NO THIRD PARTY BENEFICIARIES
If you are not a part to this agreement, you do not have any remedy, claim, liability, reimbursement, or cause of action. This agreement does not create any third party beneficiary rights.
8. ENTIRE AGREEMENT
This Agreement, including any future modifications to its terms, and the rates for services found on our web site constitute the entire agreement between you and Millicorp. This Agreement governs your use of our service and the use of our services by the members of your household and your guests and employees. This agreement supersedes any/all prior or contemporaneous agreements, statements, understandings, writings, commitments, or representations concerning its subject matter.
9. CHANGES TO THIS AGREEMENT
We may change the terms and conditions of this agreement from time to time. By subscribing to our service, you agree that we may provide to you by use of electronic communications, any required notices, agreements, changes to agreements, and other information regarding Millicorp's service(s). It is the Subscriber's responsibility to review the terms clearly posted on the company website to be aware of any changes made. Changes will become binding on the date they are posted on the company website. When posted, this agreement supersedes all previously agreed to electronic and written terms of service, including, without limitation, any terms. If you continue to use our service, we will consider this your acceptance of any changes.
We do not sell your information with anyone in any way. We consider the privacy of our Subscribers to be our top concern and priority. However, during the course of operating the Software we may collect certain types of non-personally identifiable information about the Subscribers use of the Software. This information may include but is not limited to your unique device identifier or UDID, information on your contacts to display them within the application, settings related to the operation of the Software and calling usage and associated patterns or trends. We may, in some circumstances, provide your information to trusted parties for purposes such as: responding to 911 calls and other emergencies; complying with court orders and other legal processes or procedures as dictated by Federal, State or Local government entities; enforcing our agreements and property rights and obtaining payment for our products and services, including the transfer of delinquent accounts to trusted parties for collection.
11. LIMITATION ON WARRANTIES, REMEDIES AND LIABILITY.
11.1 As is Services.
You agree that our services are provided "as is," except to the extent provided below.
11.2 No Warranties on Service.
We make no warranties, express or implied, including but not limited to, any implied warranties of merchantability, fitness of the service or device for a particular purpose, title or non-infringement or any warranty arising by usage of trade, course of dealing or course of performance. In addition, we do not warrant that the service or device will be without failure, delay, interruption, error, omission, degradation of voice quality, or loss of content, data, or information. Neither Millicorp nor its officers, directors, employees, affiliates or agents, or any other service provider or vendor who furnishes services, devices, or products to the customer for our service will be liable for unauthorized access to our or your transmission facilities or premises or equipment or for unauthorized access to, or alteration, theft, or destruction of, customer's data files, programs, procedures, or information through accident, fraudulent means, devices, or any other method, regardless of whether such damage occurs as a result of Millicorp's or its service providers' or vendors' negligence. Statements and descriptions concerning our service or device, if any, by Millicorp or Millicorp's agents or installers are informational and are not given as a warranty of any kind.
11.3 Device Warranties and Limitations
WE PROVIDE THE SERVICE ON AN "AS IS" BASIS AND GRANT NO WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, ANY WARRANTY. WE DO NOT ENDORSE, WARRANT, OR GUARANTEE ANY PRODUCTS OR SERVICES PROMOTED, OFFERED OR PROVIDED BY OR ON BEHALF OF THIRD PARTIES ON OR THROUGH THE SERVICE. WE ARE NOT A PARTY TO, AND DO NOT MONITOR, ANY TRANSACTION BETWEEN SUBSCRIBERS AND THIRD PARTY PROVIDERS OF PRODUCTS OR SERVICES. OTHER THAN EXPRESS WARRANTIES FOR THE DEVICE IN THE DOCUMENTATION THAT COMES WITH YOUR DEVICE, FOLLOWING THE TERM OF THE LIMITED WARRANTY, WE MAKE NO WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIM, FOLLOWING THE TERM OF THE LIMITED WARRANTY, ANY WARRANTY OF MERCHANTABILITY, FITNESS OF THE DEVICE FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, OR ANY WARRANTY ARISING BY USAGE OF TRADE, COURSE OF DEALING, OR COURSE OF PERFORMANCE, OR ANY WARRANTY THAT THE DEVICE OR ANY FIRMWARE OR SOFTWARE IS "ERROR FREE" OR WILL MEET YOUR REQUIREMENTS. THIS SECTION DOES NOT LIMIT ANY DISCLAIMER OR LIMITATION OF WARRANTY IN THE DOCUMENTATION PROVIDED WITH YOUR DEVICE. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.
11.4 No Credit Allowances for Interruption of Service.
Millicorp may provide, at its discretion, credit for any interruption of the MilliTalk service, including international calling services, however Millicorp is not obligated to provide such credit.
11.5 Limitation of Liability.
We will not be liable for any delay or failure to provide service, including E911, basic 911, or Emergency Routing Services, at any time or any interruption or degradation of voice quality that is caused by any of the following:
- Third party act or omission - any act or omission of an underlying carrier, service provider, vendor, prison, prison phone provider, or other third party;
- Equipment failure - any equipment, network, or facility failure;
- Equipment modification - any equipment, network, or facility upgrade or modification;
- Force majeure - any force majeure events such as (but not limited to) acts of God, acts of nature, strikes, fire, war, riot, acts of terrorism, and government actions;
- Equipment shortage - any equipment, network, or facility shortage;
- Equipment relocation - any equipment or facility relocation;
- Loss of power - any service, equipment, network, or facility failure caused by the loss of power to you;
- Outages - any outage of, or blocking of ports by, your ISP or broadband service provider or other impediment to usage of service caused by any third party;
- Acts or omissions - any act or omission by you or any person using our service or the device provided to you; or
- Other causes - any other cause that is beyond our control, including, without limitation, a failure of or defect in any device, the failure of an incoming or outgoing communication, the inability of communications (including, without limitation, 911 Dialing) to be connected or completed, or forwarded.
11.6 Disclaimer of Liability for Damages.
In no event will Millicorp, its officers, directors, employees, affiliates or agents or any other service provider who furnishes services or devices to you in connection with our service be liable for any damages, including but not limited to personal injury, wrongful death, property damage, loss of data, loss of revenue or profits, or damages arising out of or in connection with the use or inability to use a device or the service, including inability to access emergency service personnel through the E911, basic 911, or emergency routing services or to obtain emergency help. These limitations apply to claims founded in breach of contract, breach of warranty, product liability, tort, and any and all other theories of liability. These limitations apply whether or not we were informed of the likelihood of any particular type of damages. Some States do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
11.7 Limit on total liability.
Our total liability under this agreement will not exceed the service charges for the affected time period. Millicorp will not be responsible for third party fees or charges, including but not limited to, banking fees, overdraft fees, cellular phone or other wireline charges, technician charges, or other similar charges.
Subscriber agrees to defend, indemnify and hold harmless Millicorp, our directors, officers, employees, agents, vendors and affiliates from and against any and all claims, losses, liabilities (including attorney fees), damages, costs and expenses, in any way arising from or related to Subscriber use of the service(s) including, without limitation, E911, basic 911, or emergency routing services in use with your Millicorp SIP Device(s), your violation of this Agreement, or your communication of any content on or through the service(s). Subscriber agrees that Millicorp shall not be responsible or liable in any way for deactivation or deletion of accounts or for loss of voice mails, communications, e-mail, data or information as a result of, or arising out of, administration of the service(s), whether or not you are given prior notice thereof. If Subscriber cancels the service, Subscribers' number(s) may be made available to other Subscribers.
12.1 Waiver of Claim or Causes of Action.
You waive all claims or causes of action arising from or relating to our 911 dialing service unless the claims or causes of action arise from our gross negligence, recklessness, or willful misconduct.
13. PROPRIETARY RIGHTS
Millicorp shall retain all right, title, and interest to the service(s) including all copyrights, trademarks, patents, and all other intellectual property rights thereto, including without limitation with respect to all technology and telephone numbers used in connection with or provided as part of the service(s). Subscriber may not, nor allow any third party to, access, copy, distribute, sell, disclose, lend, transfer, convey, modify, decompile, disassemble, or reverse engineer the service(s) for any purpose whatsoever. The copyright notices and other proprietary legends shall not be removed from the service(s), and no right to use any trademark is granted under this Agreement. Subscriber may not grant any sublicense, lease, or other right in the service(s) to any third party. All rights not expressly granted under this Agreement are retained Millicorp.
14. COPYRIGHT & TRADEMARK
Our website content, our materials, services, logs, service marks and trademarks are protected by trademark, copyright, or other intellectual property laws, and international treaty provisions. Infringement by you may result in civil or criminal prosecution.
15. GOVERNING LAW
This Agreement will be construed, interpreted and enforced in accordance with the substantive laws of the State of Florida, without giving effect to its conflicts of laws provisions.
The provisions of this Agreement are such that by their sense and context are intended to survive the termination, cancellation or expiration of this Agreement.
17. LEGAL AGE
You promise that you are of legal age to enter into this Agreement and that you have read and understand fully its terms and conditions.
If any part of this Agreement is legally declared invalid or unenforceable, all other parts of this Agreement will remain valid and enforceable. This invalidity or non-enforceability will not invalidate or render unenforceable any other portion of this Agreement.