Updated: June 26, 2019

PLEASE READ THESE TERMS OF USE (“Terms,” “Terms of Use,” or “Agreement”) CAREFULLY—THEY AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS, AND INCLUDE WAIVERS OF RIGHTS, LIMITATIONS OF LIABILITY, AND YOUR INDEMNITY TO US.

Welcome and thank you for using and application or service provided by eKeypad Mobile Solutions LLC or its subsidiaries or affiliates (“eKeypad”, “the Company, “we”, “us”, or “our”). These Terms of Use are a legally binding agreement between you and eKeypad and govern your use of our online, digital, or mobile services, including our websites, software, applications and any of our other products and services in connection with which these Terms of Use are posted for from which they are linked (collectively, the “Service”).

Certain aspects of the Service may be subject to additional terms and conditions, which may include, among other things, particularized age requirements, codes of conduct, and payment or subscription terms (collectively, “Additional Terms”). When Additional Term are made available in connection with any aspect of the Service, those Additional Terms also apply to your use of that aspect of the Service and control in the event of a conflict with these Terms.

By accessing or using the Service, you agree to be bound by these Terms and any applicable Additional Terms (which are incorporated herein by reference) and consent to our collection and use of your information as described in our Privacy Policy. If you do not wish to be bound by these Terms or Additional Terms, do not access or use the Service.

Changes to these Terms

We reserve the right, in our sole discretion, to modify these Terms (including applicable Additional Terms) from time to time. You agree that we may notify you of modified terms or policies by posting them on the Service, and agree that your continued use of the Service after such notice constitutes your agreement to the modified terms, which will govern your ongoing use of the Service. Thus, you should review the posted Terms of Use and applicable Additional Terms each time you use the Service. Any modifications to these Terms will supersede the prior version for all activity occurring after the revised version has been made available.

Your Representations

By accessing, previewing, or otherwise using the Service in any manner, you represent and warrant that you have sufficient legal capacity to enter into this Agreement or, if you lack such capacity (for instance, if you are a minor), that you have obtained parental or guardian consent to do so. You represent and warrant that you have read, understand, and agree to abide by these Terms and any applicable Additional Terms, and that you have read, understand, and agree to the data collection and use practices set forth in our Privacy Policy.

The eKeypad Service

eKeypad grants you a limited, non-exclusive, non-sublicensable, non-transferable, and fully revocable license to access, view and use the Service for your personal, non-commercial use solely as provided by these Terms and as expressly permitted by the features and functionality of the Service, subject to your complete compliance with these Terms of Use and all applicable Additional Terms. The Service may allow you to view, preview, select, control, stream and access certain content, including video audio, graphics, photos and text (collectively, “Content”). Such use may be limited (for example, to supported devices or by number of simultaneous devices; by subscription level; or otherwise, and access will require your use of an approved device with sufficient connectivity).

The Service and Content are protected by copyrights, trademarks, service marks, or other intellectual property rights that are owned by eKeypad or its licensors. eKeypad respects the intellectual property rights of others and asks that you do the same. Any unauthorized use of Content or any other aspect of the Service, or any portion thereof, will constitute a violation of copyrights or other intellectual property rights, and eKeypad reserves the right to fully prosecute such violations and enforce its rights to the fullest extent of the law, including seeking both civil and criminal penalties. Violation of this Agreement in any manner automatically terminates the license granted to your herein and obligates you to cease all use of the Service and Content. Any authorization to copy material granted by eKeypad in any part of the Service for any reason is restricted to viewing a single copy for non-commercial, personal use only, unless otherwise specified, and is subject to your keeping intact all copyright, trademark, and other proprietary notices.

Except as expressly provided herein, eKeypad does not grant you any other express or implied right or license in or to the Service or Content and all right, title, and interest that eKeypad has in the Service and Content are retained by eKeypad, including the right to modify, discontinue, or temporarily suspend any or all of the Service at any time, with or without notice.

No aspect of the Service constitutes level, financial, medical or other category of professional advice.

User Account Creation

You may be required or permitted to create a user accounts (each an “Account”) in order to access or use certain aspects of the Service. If you open an Account or otherwise access the Service on behalf of a company, organization, or other entity (a “Business User”), then you represent and warrant that you have the authority to also bind the Business User to these Terms, and hereby do so, and both you and the Business User will be responsible for any breach of this Agreement. You acknowledge and agree that you will have no ownership or other proprietary interest in any Account. You agree that all of the details you provide in connection with your Account are about yourself or an applicable Business User and not about another individual or entity (whether real or fictitious), and that such details will be maintained by your as correct, current and complete.

User Account Security

You may not use anyone else’s Account at any time and you may not allow anyone else to use your Account at any time. You are responsible formal activity occurring under your Account, including all activities or transactions conducted through the use your Account. You are responsible for maintaining the confidentiality of your Account username and password, and agree not to disclose your username and password to anyone. You agree not to transfer, resell, or otherwise convey your Account to the right to use your Account to anyone. You agree that eKeypad will not be liable for any loss you may incur as a result of someone else using your Account, either with or without your knowledge. You also agree that any information you provide is offered at your own risk, and that eKeypad cannot guarantee its protection from unauthorized access. If you have reason to believe that your Account is no longer secure, you must: (i) promptly change your password; and (ii) immediately notify us of the problem through our Customer Service contact page. eKeypad may require you to change your Account username an password.

Investigations, Suspensions, and Termination

You agree that eKeypad has the right, in our sole discretion, to investigate any actual or suspected violation of these Terms and to suspend or terminate your Account and refuse you access to your Account, the Service, or the Content (or any portion thereof) for any reason, including if eKeypad believes the information you provide is not correct, current, or complete, or that you have otherwise violated this Agreement or any applicable law. You agree that eKeypad may report your conduct, activity, or identity to law enforcement or other appropriate authorities, take appropriate legal action against your, respond to subpoenas or other requests for information regarding your Account or use of the Service, or otherwise take action to protect our rights and the rights of any third parts.

BY ACCEPTING THESE TERMS, YOU WAIVE ANY CLAIMS RESULTING, DIRECTLY OR INDIRECTLY, FROM ANY ACTION TAKEN BY EKEYPAD DURING OR AS A RESULT OF THESE INVESTIGATIONS.

Wireless Device Changes

You are solely responsible for all charges from your wireless provider including any data and messaging fees that you may incur if you use mobile devices to interact with the Service, or to send communications to eKeypad, or to receive communications from eKeypad.

Mobile Device Software

eKeypad may make certain mobile software applications (“Apps”) available for download in connection with the Service. You may only use Apps on approved devices, for personal use. You are not permitted to modify, transfer, or distribute any Apps. eKeypad does not guarantee that the Apps will be compatible with your device. eKeypad may choose to make available updates, bug fixes, or other Changs or enhancement to the Apps from time to time; such updates may be automatic, at your election, or mandatory if you wish to continue using the Apps, at eKeypad’s discretion. You may not use or otherwise export or re-export the Apps, or any other software provided as part of the Service, except as authorized by United States law and the laws of the jurisdiction in which the software was obtained. In particular, but without limitation, neither the Apps, nor any other software, may be exported or re-exported into any U.S. embargoed countries or to any persons listed as prohibited under applicable law or regulation. If you download or use any software or Apps, you represent and warrant that you (i) are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) are not listed on any U.S. Government list of prohibited or restricted parties.

iTunes App Store

The additional terms in this Section 5.C apply only to your use of Apps downloaded through Apple Inc.’s (“Apple”) iTunes App Store (“iTunes Apps”). You agree that this Agreement is solely between you and eKeypad, not Apple, and that Apple is not responsible for iTunes Apps or their content. Apple has no obligation whatsoever to furnish any maintenance or support services in connection with iTunes Apps. You will not involve Apple in any claims relating to your use of the iTunes Apps, or in any third-party claims alleging infringement of intellectual property rights by the iTunes Apps. You agree to comply with all third-party agreements in connection with your use of iTunes Apps (for example, your wireless provider agreement). Finally, you agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of the Agreement solely for the purpose of enforcing the applicable Terms against your in connection with your use of the iTunes Apps.

Paid Services

Certain aspects of the Service may require payments. If you use those aspects of the Service, you agree to the applicable pricing and payment terms. Such terms will be displayed in connection with that aspect of the Service requiring payment. eKeypad may update pricing and payment terms at any time and in its sole discretion, with any changes to subscription fees taking effect upon the conclusion of your current subscription item unless otherwise specified. The transaction is with the specific eKeypad entity by the aspect of the Service used to make the purchase.

All payment transactions are administered by a third-party payment processor or third-party store (for example, Apple iTunes App Store). eKeypad does not have visibility or control of the billing processes or transactions.  eKeypad expressly disclaims any liability for the processing of any transactions by a third party, including any errors in invoicing or payment processing or any breach in security with respect to your payment information associated with the third-party’s service charges and fees related to your transactions. You represent and warrant that all payment information you provide is correct, current, and complete. You agree to pay all applicable charges (including any applicable taxes) billed to your chosen payment method. We reserve the right to refuse or cancel transactions, including due to pricing or other typographical errors.

All purchases are final and no refunds are available unless otherwise specified in applicable Additional Terms, including where your account is terminated or suspended preventing your access to paid aspects of the Service, such as any remaining subscription terms. Subscriptions have no monetary value and are purchases of only a limited, personal, non-transferrable, non-exclusive, non-sublicensable, non-assignable, and full revocable license to access the applicable portion of the Service.

Unless otherwise specified (at initial sign-up or subsequently), subscriptions renew automatically for the same term and rate as the subscription period. For increases in the subscription price, you will be informed of the change and must approve before the subscription renewal will be processed. You may cancel any automatically renewing subscription by using that aspect of the Service you used to set up your subscription, unless another cancellation method is specified in applicable Additional Terms.

YOU ACKNOWLEDGE THAT IF YOU ELECT TO PURCHASE A SUBSCRIPTION YOUR SUBSCRIPTION IS SUBJECT TO AUTOMATIC RENEWALS AND YOU HEREBY CONSENT TO AND ACCEPT RESPONSIBILITY FOR ALL RECURRING CHARGES TO YOUR APPLICABLE PAYMENT BASED ON THIS AUTOMATIC RENEWAL FEATURE WITHOUT FURTHER AUTHORIZATION FROM YOU AND WITHOUT FURTHER NOTICE EXCEPT AS REQUIRED BY LAW. YOU FURTHER ACKNOWLEDGE THAT THE AMOUNT OF THE RECURRING CHARGE MAY CHANGE IF APPLICABLE TAX RATES CHANGE OR IF THE FEES (INCLUDING OUR FEES AND CREDIT CARD HANDLING FEES) HAVE BEEN INCREASED.

Push Notifications

The Service may provide the functionality to send or receive Push Notification messages. Push Notification support in eKeypad is provided as a supplemental communication method and should not be relied upon exclusively. This functionality uses a “best effort” mechanism for delivery and makes no claims of reliability or timely delivery of notifications.

eKeypad makes no warranties about the accuracy, completeness, or delivery of any message transmitted through Push Notifications. There is no guarantee that notification messages will: (a) be received in a timely manner; (b) ever reach their destination; or (c) be displayed by the device.

eKeypad, its officers and employees, shall not be liable for any actions taken or omissions made in reliance on information provided in a Push Notification message; or for receipt of a delayed message; or for a failure to receive any such message.

Third-Party Services

The Service may link to, integrate with, or incorporate third party content, sites, services, or platforms. eKeypad does not endorse and is not responsible for Third Party Services, whether in terms of their correctness, accuracy, validity, propriety, reliability, legality, security, or otherwise, and eKeypad disclaims all liability in connection therewith. References to Third Party Services do not imply endorsement of any Third Party Services by eKeypad or any association with it operators. Your dealings with Third Party Services are solely between you and applicable Third Part Services. To learn more about Third Party Services, consult the Third Party Services respective terms of use and privacy policies.

Code of Conduct

You agree that in using the Service you agree not to:

• attempt to interfere with the operation of the Service in any way;
• copy, reproduce, distribute, transfer, sell, license, publish, enter into a database, display, perform publicly, modify, create derivative works of, upload, edit, post, link to, frame, transmit, rent, lease, lend or sublicense, scrape, crawl, or in any way exploit any part of the Service (except: (a) as authorized herein; or (b) in the case of public search engines, which are granted a revocable right to crawl publicly accessible portions of the Service in compliance with instructions posted on applicable “robots.txt” files and without circumventing any technical barriers, for the sole purpose of creating public searchable indexes, but not caches or archives);
• use any viruses, worms, bug exploits, or similar data-gathering and extraction tools on the Service, or frame any portion of the Service, or attempt to tamper, hack, corrupt, or impair the administration or security of the Service;
• assign, sublicense, pledge or transfer any of your rights or obligations under this Agreement to any person or entity without Warner’s prior written consent which may be withheld in Warner’s sole discretion (and any such purported assignment, pledge, or transfer without such prior written consent will be null and void);
• use any tools designed to compromise security or digital rights management technology (including password guessing programs, cracking tools, or network probing tools) in connection with the Service;
• use the Service for any commercial purposes, including sending “spam” or any malicious or disruptive communications;
• decompile, reverse engineer, disassemble, or otherwise reduce the code used in any Apps, other software, or digital rights management feature on the Service into a readable form in order to examine the construction of such software or to copy or create other products based (in whole or in part) on such software or any feature of the Service or piece of Content available on the Service; or
• intercept, record, or modify network communications transmitted between any Apps, software, or digital rights management features and Warner’s networks or systems.

Unsolicited Submissions and Feedback

Please be aware that eKeypad does not accept unsolicited submissions of concepts, creative ideas, suggestions or other potential creative content (“”Unsolicited Submissions”). This is to avoid the possibility of future misunderstanding when projects developed by eKeypad staff or representatives might seem to others to be similar to their submitted concepts, creative ideas, suggestions or other potential creative content. Therefore, please do not send eKeypad any Unsolicited Submissions. In the event you do send us an Unsolicited Submissions, you understand and agree that your Unsolicited Submission does not create any fiduciary relationship between you and eKeypad and that we are under no obligation to refrain from using the Unsolicited Submission (in whole or in part), to keep it confidential, or to compensate you for our use of it.

International Use

eKeypad makes no representation that every aspect of the Service is appropriate or available for use in any particular jurisdiction.

If there is a conflict between any of the terms herein and your rights in your place of residence, your rights under applicable law will control as to those specific terms

When you choose to access and use the Services, you agree that:

• You do so on your own initiative and at your own risk; 
• You will not use the Service if you are prohibited from receiving products, services, or software originating from the United States;
• You are responsible for complying with local laws and regulations, if and to the extent local laws and regulations are applicable; and 
• You specifically agree to comply with all applicable laws and regulations concerning the transmission of technical data exported from the country in which you reside.

Disclaimer of Warranties

YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, EKEYPAD DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. EKEYPAD DOES NOT WARRANT THAT THE SERVICE WILL BE AVAILABLE, UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICE OR THE SERVERS THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. EKEYPAD DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICE, INFORMATION, SOFTWARE, CONTENT, OR OTHER MATERIALS AVAILABLE THROUGH THE SERVICE OR ANY WEBSITE, APP, PLATFORM, OR SERVICE LINKED TO THE SERVICE, WHETHER IN TERMS OF THEIR CORRECTNESS, ACCURACY, VALIDITY, PROPRIETY, RELIABILITY, LEGALITY, SECURITY, OR OTHERWISE. EKEYPAD MAKES NO WARRANTIES THAT YOUR USE OF THE SERVICE, INFORMATION, SOFTWARE, CONTENT, OR OTHER MATERIALS AVAILABLE THROUGH THE SERVICE OR ANY WEBSITE, APP, OR SERVICE LINKED TO FROM THE SERVICE WILL NOT INFRINGE THE RIGHTS OF OTHERS; AND EKEYPAD ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH SERVICES, INFORMATION, SOFTWARE, CONTENT, OR OTHER MATERIALS AVAILABLE THROUGH THE SERVICE OR ANY OTHER WEBSITE, APP, PLATFORM OR SERVICE LINKED TO THE SERVICE. IF APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF SOME OR ALL OF THE ABOVE IMPLIED WARRANTIES TO APPLY TO YOU, THE ABOVE EXCLUSIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.

Limitation of Liability

EKEYPAD DOES NOT ACCEPT ANY LIABILITY FOR ANY LOSS OR DAMAGE (DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, OR OTHERWISE) ARISING FROM YOUR USE OR INABILITY TO USE THE SERVICE. IN NO EVENT WILL EKEYPAD’S AGGREGATE LIABILITY TO YOU IN CONNECTION WITH THE SERVICE OR THESE TERMS EXCEED THE GREATER OF THE AMOUNT (IF ANY) PAID BY YOU TO EKEYPAD IN THE SIX MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR $100. THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION APPLY TO ALL ACTIONS, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION, REGARDLESS OF THE BASIS UPON WHICH LIABILITY IS CLAIMED AND EVEN IF EKEYPAD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. IF APPLICABLE LAW DOES NOT ALLOW ALL OR ANY PART OF THE ABOVE LIMITATION OF LIABILITY TO APPLY TO YOU, THE LIMITATIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.

Indemnity

You agree to indemnify and hold harmless ekeypad and its directors, officers, shareholders, parents, subsidiaries, affiliates, partners, agents, and licensors (collectively, the “Indemnified Parties”)  from and against all losses, expenses, damages and costs, including reasonable attorney fees and costs, resulting from: (i) your breach of any of the representations, warranties, and agreements made hereunder; (ii) your use of the Service; (iii) any use of your Account in violation of the Agreement or your failure to fulfill any obligations incurred through the use of your Account by you or a third party; or (iv) your willful misconduct.

Dispute Resolution

1. Informal Resolutions
   
   If a dispute arises between you and us, you agree to first provide us with notice of your complaint via email to support@ekeypad.net so that the parties may attempt to resolve the dispute informally within sixty (60) days from the date your complaint is received.
   
2. Applicable Law and Venue
   
   Except as otherwise provided herein, these Terms ofUse will be governed by, construed, and enforced in accordance with th laws of the State of Texas, as they are applied to agreements entered into and to be performed entirely within Texas. Except as provided below, you consent to the exclusive jurisdiction of the state nd federal courts located in Denton County, Texas, including for any action seeking to compel arbitration or vacate and arbitral award, and consent to the personal jurisdiction of such courts. You also acknowledge and agree that any applicable state law implementation of the Uniform Computer Information Transactions Act (including any available remedies) will not apply to these Terms and is hereby disclaimed.

General Terms

1. Force Majeure
   
   eKeypad will not have any liability to you by reason of any delay or failure to perform any obligation hereunder if the delay or failure to perform is occasioned by force majeure, which refers to any act of God, storm, fire, casualty, unanticipated work stoppage, power outage, satellite failure, strike, lockout, labor dispute, civil disturbance, riot, war, national emergency, Governmental action, or other case beyond the control of eKeypad.
   
2. No Waiver
   
   No failure or delay by eKeypad in exercising its rights under this Agreement will constitute a waiver of those rights, nor will any partial assertion of any such rights preclude further assertion of the same.
   
3. Severability
   
   If any provision of this Agreement I help unlawful, boid, or for any reason unenforceable, then that provision will be deemed severable from the Agreement and will not affect the validity and enforceability of any remaining provisions.
   
4. Construction
   
   The titles of the sections of this Agreement are for convenience of reference only and are not to be considered in contouring this Agreement. Unless the context of this agreement clearly requires otherwise: (a) references to the plural include the singular, the singular the plural, and the part the whole; (b) “or” has the inclusive meaning frequently identified with the phrase “and/or”; (c) “including” has the inclusive meaning frequently identified with the phrase “including but not limited to” or “including without limitation”; and (d)references to “hereunder”, “herein”, or “hereof” relate to this Agreement as a whole. Any reference in this Agreement to any statute, rule, regulation, or agreement as it may be modified, varied, amended, or supplemented from time to time.
   
5. Survival
   
   Any provision herein which by its nature contemplates your continued observance following termination of this Agreement will survive termination of this Agreement.
   
6. Entire Agreement
   
   This Agreement, including the Privacy Policy and any applicable Additional Terms, is the entire agreement between the parties relating to the matters contained herein.

Copyright Agent

If you believe that any content or other material on the Service infringes your copyright rights, please forward the following information in writing to our Copyright Agent at the address listed below.

eKeypad Mobile Solutions
Attention: Copyright Agent
5433 Norris Drive
The Colony, Texas 75056
Tel: (214) 497-4232
Email: support@ekeypad.net

If we are notified that any User Content infringes another’s intellectual property rights, we may remove such User Content pursuant to the DMCA. In accordance with the DMCA, we have a repeat infringer policy and reserve the right to terminate your Account for submitting infringing User Content in violation of these Terms once or on a repeated basis.

Please include the following information in writing in conformance with the Digital Millennium Copyright Act of 1998 (“DMCA”):

1. Your name, address, telephone number, and (if available) email address;
2. A description of the copyrighted work that you claim has been infringed;
3. The exact URL or a description of each place where alleged infringing material is located;
4. A statement by you that you have a good faith belief that the disputed use has not been authorized by you, your agent, or the law;
5. Your electronic or physical signature or the electronic or physical signature of the person authorized to act on your behalf; and
6. A statement by you that the information in your notice is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Accessibility

We strive to make the content on this website usable by all visitors, including those with disabilities. If you are having difficulty using the Service, with or without assistive technology, please contact us at support@ekeypad.net. To enable us to respond in a manner most helpful to you, please indicate the specific nature of your difficulty using the Service, and your full contact information, including email address and phone number. Thank you for helping us make your experience more enjoyable.

Contact eKeypad

You may contact us at the addresses specified herein for specific request, or contact Customer Service with general inquiries. Please do not send us any unsolicited Submissions.

IF YOU DO NOT AGREE TO BE LEGALLY BOUND BY ALL OF THE FOREGOING TERMS, PLEASE DO NOT ACCESS OR USE THE SERVICE.