Ulimi Terms & Conditions
These Terms will be applied fully and affect to your use of this Website. By using this Website, you agreed to accept all terms and conditions written in here. You must not use this Website if you disagree with any of these Website Standard Terms and Conditions.
We may make changes to these Terms from time to time. When we do, we will revise the “last updated” date given at the end of this document. It is your responsibility to review these Terms frequently and to remain informed of any changes to them. The then-current version of these Terms will supersede all earlier versions. You agree that your continued use of our Services after such changes have been published to our Services will constitute your acceptance of such revised Terms.
License to Use our Services
Subject to these Terms, we grant to you a limited, personal, non-exclusive, non-transferable license to use our Services for your personal use and not for resale or further distribution. Your right to use our Services is limited by all terms and conditions set forth in these Terms.
Except for your pre-existing rights and this license granted to you, we and our licensors retain all right, title and interest in and to our Services, including all related intellectual property rights. Our Services are protected by applicable intellectual property laws, including United States copyright law and international treaties.
Except as otherwise explicitly provided in these Terms or as may be expressly permitted by applicable law, you will not, and will not permit or authorize any third party to: (i) reproduce, modify, translate, enhance, decompile, disassemble, reverse engineer or create derivative works of any of our Services; (ii) rent, lease or sublicense access to any of our Services; or (iii) circumvent or disable any security or technological features or measures of our Services.
Access to our Services
While using the Service, YOU represent that you are of legal age to sign a contract. YOU agree to provide accurate and current data about yourself and your organization by using the Service’s registration form. If you provide any information that is inaccurate or incomplete that would be grounds for suspension or termination of your account without notice, and WE would refuse any and all future use of said Service.
We do not provide you with the equipment to access our Services. You are responsible for all fees charged by third parties related to your access and use of our Services (e.g., charges by Internet service providers, user SMS messaging rates, etc).
We reserve the right to modify or discontinue, temporarily or permanently, all or any portion of our Services without notice. We will not be liable to you or to any third party for any modification, suspension, or discontinuance of all or any portion of our Services.
We also reserve the right, in our sole discretion, to reject, refuse to post, or remove any material that you post or submit for posting, and to restrict, suspend, or terminate your access to our Services at any time, for any or no reason, with or without prior notice, and without liability.
You are solely responsible for any content and other material that you submit, publish, transmit, or display on, through, or with our Services.
You will not use our Services to: (i) upload, post, email, text, or otherwise transmit any Submission that contains unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable; (ii) harm us or third parties in any way; (iii) impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity; (iv) upload, post, email, text, or otherwise transmit any Submission that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (v) upload, post, email, text or otherwise transmit any Submission that infringes any patent, trademark, trade secret, copyright, or other right of any party; (vi) upload, post, email, text, or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other forms of solicitation; (vii) upload, post, email, text, or otherwise transmit any material that contains software viruses 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; (viii) interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services; (ix) intentionally or unintentionally violate any applicable local, state, national or international law or regulation; (x) “stalk” or otherwise harass another; or (xi) collect or store personal data about other users.
IMPORTANT NOTE – ULIMI has the right to discontinue service, or deny access to anyone who violates our policies or the terms and conditions shown below WITHOUT WARNING or PRIOR NOTICE. No refunds of fees paid will be made if account termination is due to violation of the terms outlined below. YOU may not run bots or clients on shared servers. Unacceptable uses also include, but are NOT limited to: Bulk emailing, unsolicited emailing, newsgroup spamming, pornographic content, illegal content, copyright infringement, trademark infringement, warez sites (including links to/from), cracks, software serial numbers, proxy-relaying, link farming (the act of or by use of scripts), link grinding, link-only sites, spamdexing, FFA (Free-For-All) and/or anything else determined by ULIMI to be unacceptable use of our services including abuse of server resources.
In these Website Standard Terms and Conditions, “Your Content” shall mean any and all information, data, audio, video, text, photographs, images, graphics, messages or other material you choose to display on this Website. By displaying Your Content, you grant ULIMI LLC a non-exclusive, worldwide irrevocable, sub licensable license to use, reproduce, adapt, publish, translate and distribute it in any and all media. Your Content must be your own and must not be invading any third-party’s rights. ULIMI LLC reserves the right to remove any of Your Content from this Website at any time without notice.
Password Protected Areas of the Services
Certain parts of our Services, including account management features, may be password-restricted to registered users or other authorized persons (“Password-Protected Areas”). If you are authorized to gain access to any Password-Protected Areas, you agree that you are entirely responsible for maintaining the confidentiality of your password, and agree to notify us if the password is lost, stolen, disclosed to an unauthorized third party, or otherwise may have been compromised. You agree that you are entirely responsible for any and all activities that occur under your account, whether or not you are the individual who undertakes such activities. You agree to immediately notify us of any unauthorized use of your account or any other breach of security in relation to your password or our Services that is known to you.
We may provide you with a mechanism to provide feedback, suggestions, and ideas, if you choose, about our Services (“Feedback”). You agree that we may, in our sole discretion, use the Feedback you provide to us in any way, including in future enhancements and modifications to our Services. You hereby grant to us and our assigns a perpetual, worldwide, fully transferable, sublicensable, irrevocable, royalty free license to use, reproduce, modify, create derivative works from, distribute, and display the Feedback in any manner any for any purpose, without in any media, software, or technology of any kind now existing or developed in the future, without any obligation to provide attribution or compensation to you or any third party.
ELECTRONIC COMMERCE AND JOB POSTING
YOU will be solely responsible for the development, operation and maintenance of YOUR online store, products or job postings along with all content and materials appearing online or on YOUR products, including without limitation:
(a.) the accuracy and appropriateness of content and materials appearing within the store or related to YOUR products or job postings,
(b.) ensuring that the content and materials appearing within the store, job postings or related to YOUR products do not violate or infringe upon the rights of any third party, and
(c.) ensuring that the content and materials appearing within the store, job postings or related to YOUR products, and jobs are not libelous or otherwise illegal. YOU will be solely responsible for the final calculation and application of shipping and sales tax. YOU will also be solely responsible for accepting, processing, and filling any customer orders, and for handling any customer inquiries or complaints arising there from. YOU are also responsible for the security of any customer credit card numbers and related customer information YOU may access as a result of conducting electronic commerce transactions through YOUR site. YOU will keep all such information confidential and will use the same degree of care and security as YOU use with your confidential information.
You must comply with all applicable laws when using our Services. Except as may be expressly permitted by applicable law, or as ULIMI may authorize expressly in writing, you will not, and will not permit anyone else to: (i) store, copy, modify, distribute, or resell any of the information; SMS, .pdf, survey, audio, visual, and audiovisual works, or other content made available on our Services (collectively, “Service Content”) or compile or collect any Service Content as part of a database or other work; (ii) use any automated tool (e.g., robots, spiders) to access or use our Services or to store, copy, modify, distribute, or resell any Service Content; (iii) rent, lease, or sublicense your access to our Services to another person; (iv) use any Services or Service Content for any purpose except for your own personal use; (v) circumvent or disable any digital rights management, usage rules, or other security features of our Services; (vi) use our Services in a manner that overburdens, or that threatens the integrity, performance, or availability of, our Services; or (vii) remove, alter, or obscure any proprietary notices (including copyright and trademark notices) on any portion of our Services or any Service Content.
You are specifically restricted from all of the following:
- publishing any Website material in any other media.
- selling, sublicensing and/or otherwise commercializing any Website material
- publicly performing and/or showing any Website material
- using this Website in any way that is or may be damaging to this Website
- using this Website in any way that impacts user access to this Website
- using this Website contrary to applicable laws and regulations, or in any way may cause harm to the Website, or to any person or business entity
- engaging in any data mining, data harvesting, data extracting or any other similar activity in relation to this Website
- using this Website to engage in any SPAM.
SPECIFIC ANTI-SPAM AND ABUSE RULES
Definition of SPAM: We have adopted the definition of Spam set forth on the Spamhaus website at http://www.spamhaus.org/definition.php. The first line of the Spamhaus definition reads: The word “Spam” as applied to Email means Unsolicited Bulk Email (“UBE”).
You agree to the following while using ULIMI’s Reach, Hire, and Accumate platforms (which can send targeted emails/texts) product:
- You will not use purchased email lists (no matter how expensive)
- You will not use rented email lists (even if they “opted in”)
- You will not use 3rd party email lists whatsoever
- You will not use outside unsubscribe processes
- You will not send SPAM or emails that violate the CAN-SPAM Act
- You will not send emails offering to sell illegal substances
You may only use ULIMI to send emails, texts or other notifications to individuals and entities that either gave or gave you written (including electronic) permission.
Unsolicited commercial advertisements (SPAM) are not allowed in e-mail or text, and will likely result in account cancelation. ULIMI takes a zero-tolerance approach to SPAM originating from its servers or for spam advertising of domains hosted within our network. If found, we will charge YOU up to $25 per unsolicited message sent (email/text) and delete YOUR account with any prior notice. The following activities are not allowed: SPAM, which includes, but is not limited to, bulk mailing of commercial advertising, informational announcements, charity requests, petitions for signatures, and political or religious tracts (such messages may only be sent to those who have explicitly requested it from your domain); Forging, altering or removing electronic mail headers – any domain sending stealth spam will be terminated without warning and without refund.
Sending numerous copies of the same or substantially similar message with the intent to disrupt a server or account (mail bombing); Spamming Newsgroups: Commercial advertisements are unwelcome in most Usenet discussion groups and on most e-mail mailing lists. Inappropriate posting may result in account cancelation. See the newsgroup or mailing lists charter for whether advertising is allowed or not. Sending a message to many different off-topic newsgroups, is particularly unethical and will be treated as such; Mail may not be used to harass or intimidate others. Harassment, whether through language, frequency of messages, or size of messages, is prohibited. Sending a single unwelcome message may be considered harassment. If a recipient asks to stop receiving e-mail, YOU must not send that person any further messages.
NOTE – If YOU use the services of another provider to promote a site hosted by or through ULIMI (spamvertising), then the provisions of the above policy shall apply as if the SPAM were sent through our servers.
PROMOTIONAL RATES & SPECIAL OFFERS
ULIMI may offer subsequent promotional rates or special offers, the terms of which may or may not be more favorable than the terms and conditions for YOUR Services. Any such promotions or modifications shall not affect YOUR obligations under this Agreement. Promotional fees may be subject to additional terms and conditions which, to the extent they conflict with the terms of this Agreement, shall govern. Different promotional fees and special offers may not be combined together.
PHONE NUMBER OWNERSHIP
ULIMI shall maintain and control ownership of all phone numbers and addresses that may be assigned to YOU by ULIMI. ULIMI reserves, in its sole discretion, the right to change, assign, or remove any and all such phone numbers and addresses.
TECHNICAL SUPPORT BOUNDARIES
ULIMI provides technical support for YOU that encompasses within our area of expertise only. Such expertise includes assistance, troubleshooting, and debugging of our Hire, Reach, and Click360 control panel interface, servers within our immediate responsibility and any other hosting related issues.
However, in under no circumstances is ULIMI neither obligated to help YOU in the installations of new application modules, templates and/or programming languages, nor in providing assistance for any errors produced by any applications that have been modified by YOU previously. We will only provide assistance in making sure any ULIMI applications that are installed through our control panel/API gateway interface are installed as directed.
YOUR USE OF THE SERVICES AND THE SERVICE CONTENT IS AT YOUR SOLE RISK. THE SERVICES AND THE SERVICE CONTENT EACH ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE AND OUR SUPPLIERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT GUARANTEE THE ACCURACY, COMPLETENESS, USEFULNESS OF THE SERVICES OR ANY SERVICE CONTENT OR THE SERVICE WILL MEET YOUR REQUIREMENTS, WILL BE UNINTERRUPTED, THE RESULTS OBTAINED WILL BE ACCURATE OR RELIABLE, TIMELY, SECURE, OR ERROR-FREE. AND YOU RELY ON THE SERVICES AND SERVICE CONTENT AT YOUR OWN RISK. ANY MATERIAL THAT YOU ACCESS OR OBTAIN THROUGH OUR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY MATERIAL THROUGH OUR SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OR FROM OUR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. SOME STATES MAY PROHIBIT A DISCLAIMER OF WARRANTIES AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE. This Website is provided “as is,” with all faults, and ULIMI LLC express no representations or warranties, of any kind related to this Website or the materials contained on this Website. Also, nothing contained on this Website shall be interpreted as advising you.
LIMITATION OF LIABILITY
WE AND OUR SUPPLIERS AND LICENSORS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF THESE DAMAGES), RESULTING FROM YOUR USE OF OUR SERVICES AND SERVICE CONTENT. UNDER NO CIRCUMSTANCES WILL THE TOTAL LIABILITY OF US AND OUR SUPPLIERS AND LICENSORS OF ALL KINDS ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES AND SERVICE CONTENT (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS), REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED THE AMOUNTS, IF ANY, THAT YOU HAVE PAID TO US FOR YOUR USE OF THE SERVICES AND SERVICE CONTENT. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. In no event shall ULIMI LLC, nor any of its officers, directors and employees, shall be held liable for anything arising out of or in any way connected with your use of this Website whether such liability is under contract. ULIMI LLC, including its officers, directors and employees shall not be held liable for any indirect, consequential or special liability arising out of or in any way related to your use of this Website.
ULIMI reserves the right to hire independent contractors at its sole discretion during the scope of an engagement. To the extent ULIMI retains, engages or otherwise uses independent contractors, agents and other non-employee persons relative to its performance under the Agreement (“ULIMI Independent Contractors”), then ULIMI shall be solely and fully responsible for the compensation and supervision of such ULIMI Independent Contractors and their action and/or inactions with respect to the performance of their obligations as ULIMI Independent Contractors.
INTELLECTUAL PROPERTY RIGHTS, PRIVACY, AND DATA USAGE
Other than the content you own, under these Terms, ULIMI and/or its licensors own all the intellectual property rights and materials contained in this Website.
You are granted limited license only for purposes of viewing the material contained on this Website.
(a) ULIMI Intellectual Property. All trademarks, service marks, patents, copyrights, trade secrets, know-how, creative, code, and other proprietary rights in or related to ULIMI’s services, or otherwise used to perform the Services for CLIENT hereunder, are and will remain the sole and exclusive property of ULIMI. ULIMI shall own all rights, title and interest, including all intellectual property rights, in and to any improved to the existing Services, or any new programs, upgrades, modifications or enhancements solely developed by ULIMI in connection with performing the Services to CLIENT. ULIMI shall also exclusively own all campaign history or data generated from the services performed.
(b) CLIENT Intellectual Property. All trademarks, service marks, patents, copyrights, trade secrets, know-how, and other proprietary rights relating to CLIENT or the CLIENT experience are and will remain the sole and exclusive property of CLIENT. CLIENT shall own all rights, title and interest, including all intellectual property rights, in and to any improved to the existing CLIENT program, or any new programs, upgrades, modifications or enhancements solely developed by CLIENT in connection with the CLIENT program.
(c) Joint Intellectual Property. CLIENT and ULIMI shall retain joint ownership over any business knowledge, creative, scripting, etc., regarding CLIENT’s business that was jointly created (“Joint Knowledge”). Both parties hereby grant to the other party an irrevocable, perpetual, non-exclusive worldwide right and license to use the Joint Knowledge for their own business purposes.
(d) Technical Data. ULIMI also collects and uses any data you include in a message in accordance with the ULIMI Privacy Statement. ULIMI collects and uses technical data and related information including, but not limited to, technical data about your interactions with the customers (collectively, “Technical Data”) to facilitate updates to our services. This Technical Data may personally identify you, and ULIMI may use it to improve our products or to provide you with services or technologies. ULIMI may also periodically collect and use Technical Data in accordance with ULIMI’s Data Policy.
Any attempt to make changes, interrupt, damage, audit, enhance, divert or otherwise interfere with any and all aspects the ULIMI platform that would hinder the operation of the platform, officers, or company is a violation of criminal and civil laws. We reserve the right to seek damages and costs including and without limitation incurred to the fullest extent permitted by law.
LINKS AND THIRD PARTY CONTENT
Our Services may display, or contain links to, third party products, services, and Web sites. Any opinions, advice, statements, services, offers, or other information that constitutes part of the content expressed, authored, or made available by other users or other third parties on our Services, or which is accessible through or may be located using our Services (collectively, “Third Party Content”) are those of the respective authors or producers and not of us or our shareholders, directors, officers, employees, agents, or representatives.
We do not control Third Party Content and do not guarantee the accuracy, integrity or quality of such Third Party Content. We are not responsible for the performance of, we do not endorse, and we are not responsible or liable for, any Third Party Content or any information or materials advertised in any Third Party Content. By using our Services, you may be exposed to content that is offensive, indecent, or objectionable. We are not be responsible or liable, directly or indirectly, for any damage or loss caused to you by your use of or reliance on any goods, services, or information available on or through any third party service or Third Party Content. It is your responsibility to evaluate the information, opinion, advice, or other content available on and through our Services.
Third Party Agreements
Your mobile operating system provider and other third party services or sites incorporated in the chatbot or linked to or through ULIMI LLC have their own terms and conditions and privacy policies and practices (collectively, “Third Party Agreements”). You may be subject to these Third Party Agreements when you use ULIMI, give these third parties your personal information, or otherwise use their services (e.g. if you are presented with the option to add your Card number and billing information to your Facebook account for purchases and choose to do so) or visit their respective mobile or websites. It is your responsibility to review and accept all applicable Third Party Agreements, including Bandwidth policies before using ULIMI. ULIMI is not responsible for the security, accuracy, legality, appropriateness or any other aspect of the content or function of your device or any third party’s products or services that may be incorporated or linkable from ULIMI. We are not responsible for, and do not provide, any support or assistance for any third party hardware, software or other products or services. If you have any questions or issues with a third party product or service, including issues pertaining to the operation of your supported iOS or Android device, please contact the appropriate third party in accordance with its procedures for customer support. You will be responsible for all fees from your ULIMI subscriptions as well as any additional fees that may be imposed by non-ULIMI parties in connection with such use (such as data usage or text charges imposed on you by your wireless carrier, or payment processing fees) and subject to any restrictions those third parties may impose.
CLIENT and ULIMI acknowledge and agree that no exclusive arrangement exists between them and that both are free to contract with other persons for the same or similar purposes as set forth in this Agreement.
If any provision of these Terms is found to be invalid under any applicable international, federal, state, and local law, such provisions shall be deleted without affecting the remaining provisions herein.
Variation of Terms and Termination
ULIMI LLC is permitted to revise these Terms at any time as it sees fit, and by using this Website you are expected to review these Terms on a regular basis. We may revise, stop, limit, throttle, interrupt, discontinue, terminate, any and all aspects of the ULIMI platform and service(s) at our sole discretion, for any reason, with or without notice or liability to you, your company, or third parties.
The ULIMI LLC is allowed to assign, transfer, and subcontract its rights and/or obligations under these Terms without any notification. However, you are not allowed to assign, transfer, or subcontract any of your rights and/or obligations under these Terms.
These Terms constitute the entire agreement between ULIMI LLC and you in relation to your use of this Website, and supersede all prior agreements and understandings.
Governing Law & Jurisdiction
These Terms will be governed by and interpreted in accordance with the laws of the State of Kentucky, and you submit to the non-exclusive jurisdiction of the state and federal courts located in Kentucky for the resolution of any disputes.
Last Edited on 2020-4-22