Privacy & Terms
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Acceptance of Terms

The terms "you," "your," and "yours" refer to the customer. The terms "Company," "we," "us," and "our" refer to MODI$club. ("MODI$CLUB"). These General Terms and Conditions are governed by our Terms of Service. Our Terms of Service take precedence over any conflicting General Terms and Conditions provision. BY USING MODI$CLUB'S SERVICES AND THE MODI$CLUB WEBSITE, YOU CONSENT TO THE TERMS AND CONDITIONS OF THESE General Terms and Conditions. IF YOU DO NOT AGREE TO THESE General Terms and Conditions PLEASE DO NOT USE THE WEBSITE AND/OR SERVICES.

Binding Effect

You are entering into a binding agreement. If You accept these Terms of use of Our Service on behalf of Your employer or another person, You confirm that You have the consent of Your employer or that person to act on their behalf. THESE TERMS APPLY TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO ON MODISCLUB'S WEBSITE, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS. In order to access and retain your electronic records, You may be required to have certain hardware and software, which are Your sole responsibility.

You are not eligible to accept these Terms or use Our Services if You are not of legal age to form a binding contract with Us or if You are barred by law to use Our services.

The Service and the Free Service

The Service enables a Paying Customer to use Our mobile messaging services as set out as part of Your online registration.
Any such message shall be referred to in these Terms and Conditions as a "Chargeable Event".
The Free Service will enable Non-Paying Customers to:

  1. Use the Trial for one or more elements of the Service described in the above clause; and/or
  2. Use any element of the Service described in the above clause or any other service made available by Us to You free of charge from time to time at Our absolute discretion.

Some or all elements of the Free Service may be accessed via a web application, an API, a software tool and/or a web service more particularly described on our website at www.modisclub.com

Accuracy and Completeness of Information

While MODI$club strives to ensure that the information contained on this Website is accurate and reliable, MODI$club makes no warranties as to the accuracy, correctness or completeness of any such information and assumes no liability or responsibility for any omissions or errors in the content of this Website. MODI$club reserves the right to revise the information contained on this Website at any time, in its sole discretion without any obligation to notify past, current or prospective visitors.

Your Use of This Website

You may download certain content that appears on this Website for your personal use, provided you do not remove or modify any copyright, trademark or other proprietary notices. You expressly agree that no right, title or interest in any downloaded materials is transferred to you as a result of such downloading or copying. There are inherent dangers in downloading materials and information from the Internet, and MODI$club cautions you to make sure that you completely understand the potential risks before downloading any such content. You are solely responsible for adequate protection and backup of the data and equipment used in connection with any information downloaded from this Website, and MODI$club will not be liable for any damages that you may suffer as a result of such download.

Availability and Interruption of the Service

We will make the Services available to You as either a Customer and/or a Non-Paying Customer using reasonable skill and care. You do, however, acknowledge and agree that the availability of the Services, Your ability to access and/or use the Services and the conducting of any given Chargeable Event may depend upon factors beyond Our reasonable control, including (but not limited to):

Factors affecting the operation of the Services and/or preventing Chargeable Event from being successfully conducted such as, by way of example, geographical or topographical shortcomings in the network of any telecommunications network operator ("Network Operator"), network capacity, physical obstructions or atmospheric conditions; or

Factors preventing end-users from receiving Chargeable Events such as, by way of example, the terms and conditions of an end-user's service provider.

We cannot therefore guarantee:

  1. That the Services will be available to You at all times or free from faults or interruptions;
  2. The receipt by any intended recipient of any Chargeable Event sent using the Services (as applicable).

We will not be in any way liable for any failure to make the Services available to You to the extent that such failure results from a technical or other failure on the part of any Network Operator or any other event which is beyond Our reasonable control. We provide all services "as is" and "as available", and We hereby do not warrant, represent or guarantee, whether expressly or by implication, that any Services are free of errors or interruptions, always available, fit for any purpose, secure or do not infringe any third party rights.

We may, at Our sole discretion, alter or improve the Services We provide to You at any time, provided that any such alteration does not materially affect the nature or detract from the functionality of the Services.

It may be necessary from time to time for Us to suspend the Services that We provide to You for routine or emergency maintenance and/or repairs and We will, in so far as it is reasonably possible, provide You with a reasonable period of notice prior to any such suspension.

  1. We may at Our sole discretion suspend Your access to the Services and/or cease to allow any Chargeable Events to be conducted by You at any time. We are entitled to terminate these Terms for any reason, in which case We will give You appropriate notice as soon as is reasonably possible.
  2. Should Your account utilized in the provision of MODI$CLUB Service be inactive through a period of 6 (six) months it remains in MODI$CLUB's discretion to suspend MODI$CLUB Services to You. You can reactivate the account with a request to MODI$CLUB sent 3 (three) working days prior to the required reactivation.

Management of Your account

After the Free Service session is completed, You will have the option to request the full Service which will enable You to become a Paying Customer.

A selected member(s) of Our dedicated team of account managers will be allocated to You once You start using the Free Service under these Terms.

Terms and conditions of the Service will be detailed in written form. In the event of any discrepancy between the Service terms stipulated hereunder and subsequent terms, the latter shall prevail.

Account, Passwords and Security

In order to provide Our services, We may require certain information. You must ensure that the information is complete and accurate. We may suspend or terminate any service if You give information that is not complete and accurate. You warrant that all information You provide to Us is complete and accurate and You indemnify MODI$CLUB against any liability that may arise as a result of Your failure to provide complete and accurate information. You must immediately notify Us if any of Your information changes.

We will give You or ask You to choose a username and password for each account. We may change, cancel or suspend Your password which You will be notified about.

Security. You:

  • must keep Your username and password confidential;
  • must not circumvent, or attempt to circumvent, Our user authentication systems;
  • must tell Us immediately if there is any unauthorized use of Your account or any other breach of security;
  • are entirely responsible for all payments and any activities that occur on Your account;
  • are liable for any damage, loss or costs that we or any third party may sustain as a result of any of your actions, or any actions of a third party using Your password, account name or account information; and
  • must indemnify Us against any claim from any use of Your password, account name or account information by a third party or as a result of Your violation of this section.

Changes To The General Terms and Conditions

We reserve the right to change these General Terms and Conditions from time to time without notice by posting the changes to MODI$club's website. When we do, we will also revise the "last update" date of these General Terms and Conditions.

Data Protection & Privacy Policy

In order to ensure your compliance with these Terms and to ensure that MODI$club complies with national and international laws, we may, from time to time, randomly check the messages and broadcasts that you send. The importance of security for all personally-identifiable information associated with visitors to the Website–as well as MODI$club customer information, such as cell phone numbers, texts, messages, credit card information, and addresses, and other account data–is of utmost concern to MODI$club, and we have implemented, and periodically review, certain physical, electronic, and managerial procedures to help prevent unauthorized access and maintain data security. Your payment and personal information is always safe. Our Secure Sockets Layer (SSL) software is the industry standard and among the best software available today for secure commerce transactions. It encrypts all of your personal information, including credit card number, name, and address. Unfortunately, due to the open nature of Internet communications, no data transmission over the Internet can be guaranteed to be secure, and thus we cannot guarantee that communications between you and MODI$club will be free from unauthorized access by third parties. Visitors of the Website and MODI$club customers use the Website at their own risk.

Your privacy is important to us and we provide this notice explaining our online information practices and the choices you can make about the collection and use of the personal information you submit at this Website.

If you are visiting the Website from outside the Canada, please be advised that your personal data will be processed by MODI$club in the Canada where data protection and privacy regulations may differ from similar regulations in other countries. By using the Website, you consent to any such transfer of information outside of your country if you are located outside of Canada. Additionally, by using the Website, you consent to MODI$club using your personal information to contact you electronically, in writing, or otherwise to provide notices relating to your use of the Website and to give you information about the products and services offered by MODI$club and its affiliates. If you would like to opt out of future promotional materials from us, you may indicate this preference by following the unsubscribe instructions at the end of such communications from us.

Access to Personal Information

If your personally identifiable information changes, or if you no longer desire our service, you may correct, update, delete or deactivate it by making the change on your account information page or by emailing our Customer Support at support@modisclub.com. We will respond to your request to access within 30 days.

We will retain your information for as long as your account is active or as needed to provide you services. We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.

Customer Charges and Payment

The provisions of this clause apply to Paying Customers only.

You shall be solely responsible, by seeking adequate lease term of the SMS Number(s) (eg. long/short code), Chargeable Event credit allocation(s) and checking Your remaining available Chargeable Event credit level on Our website at www.modisclub.com, for ensuring that You have enough Chargeable Event credits to meet Your requirements from time to time and We shall not be in any way responsible or liable in the event that You have insufficient Chargeable Event credits to meet Your requirements, and/or have exceeded Your Chargeable Event credit allocation(s), for any period.

For the avoidance of doubt, a Charge will be incurred every month if you lease our SMS Number(s) including long/short codes, and for every Chargeable Event conducted by You regardless of whether it is successfully delivered.

If You do not pay any Customer Charges in accordance with the applicable payment terms (as outlined on Our website at http://www.modisclub.com/sms_pricing.html, We reserve the right to, in Our sole discretion, suspend Your access to the Service and/or cease to allow any Chargeable Event to be conducted by You until further payment is received by Us which fully covers any unpaid Charges.

You will not be able to receive any refund for the payment made ("No refund, exchange only"). The latter shall not prevent any refund to be made according to the applicable customer protection laws.

Marketing

Either party may make use of the other party's name and visual identity for publicity and marketing purposes, without prior consent. Should this be unacceptable to either party, the withdrawal of consent must be communicated in writing. Without limitation to the foregoing, no press release and/or any blog entry may be made by either party regarding this Agreement, without the prior consent of the other party.

Disclaimers

THE INFORMATION ON THIS SITE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

No advice or information, whether oral or written, obtained by a user from MODI$club, shall create any warranty not expressly made herein.

If you download or copy any material from this website, you do so at your sole discretion and risk and consequently you will be responsible for any damage to your computer system or loss of data that results from the download or copying of any material or software.

Some of MODI$club's Services require the use of third party services, products, or networks. MODI$club will make commercially reasonable efforts to communicate any policies, requirements, or guidelines of those third parties to You. You agree to follow those policies, requirements, or guidelines. ANY ACTUAL OR ALLEDGED VIOLATION OF A THIRD PARTY POLICY, REQUIREMENT, OR GUIDELINE BY YOU IS YOUR RESPONSIBILITY. MODI$CLUB MAKES NO WARRANTY OR REPRESENTATION THAT ITS WEBSITE OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE IF ANY VIOLATION OF A THIRD PARTY POLICY, REQUIREMENT, OR GUIDELINE BY YOU IS ALLEDGED BY A THIRD PARTY.

Rules of Use

You warrant that You will not:

  • Use the Services or permit the Services to be used to send Chargeable Events to any end-user for marketing purposes without that end-user's explicit request for, or prior consent, to receiving them. If you are sending any Chargeable Event for commercial purposes to any of Your end-users, You must abide by the telephone marketing practices of the end-users' jurisdiction, including but not limited to, obtaining prior express written and or text opt-in consent from those end-users, and give all end-users the right to opt out of receiving any further Chargeable Events sent by You for commercial purposes (and You shall promptly process any end-user's election to opt out);
  • Use the Services or permit the Services to be used to convey Chargeable Events to any end-user, with a frequency and in numbers which are excessive in Our reasonable opinion;
  • Use the Services or permit the Services to be used for any improper, fraudulent, immoral or unlawful purpose;
  • Use the Services or permit the Services to be used for the transmission of any material which is of a defamatory, offensive, abusive, obscene or menacing character or nature;
  • Use the Services or permit the Services to be used in a manner that infringes the intellectual property rights or any other proprietary rights of any third party; or
  • Use the Services or permit the Services to be used in a manner that may injure or damage any person or property or cause the quality of the Services to be impaired.
You will at all times during the continuation of the Agreement:
  • Send only Chargeable Events that comply with all applicable laws, regulations and Codes and that contain nothing which is likely to cause offense in view of the generally prevailing standards of decency and propriety from time to time;
  • Comply with all reasonable directions and instructions issued by Us from time to time in relation to the Services;
  • Comply with and observe at all times all applicable laws, regulations and Codes and any directions, recommendations and decisions of any Regulator; and
  • Not act in any manner likely to bring Us, the Service, the Free Service or any Network Operator into disrepute.

You will, upon request, provide Us or any Network Operator or Regulator with any information relating to Your use of the Services that the requesting party reasonably requires. You are responsible for ensuring that any information relating to Your end-users, including (but not limited to) Your end-user Data, is accurate and complete.

You will not state or imply any approval by Us of any particular Chargeable Event that You send using the Services or refer to Us in any way without Our prior written approval.

Where requested by Us, You will promptly provide Us with a representative Forecast of Your Service and/or Free Service needs for the requested period, including (but not limited to) all reasonable details required for Us to plan network capacity requirements.

We may, at Our sole discretion cease to convey, and You will promptly cease to transmit at Our request, any Chargeable Event.

You warrant that You are the sole owner or licensor of all rights in Your End-User Data or You have obtained all necessary rights, licenses and consents from all relevant third parties to enable You, Us and Our sub-contractors to use the End-User Data for the purposes of the Agreement.

MODI$club does not promote, recommend or condone use of the MODI$club Service during certain activities, such as automobile driving, where there is a significant risk of accident. You agree not to use the MODI$club Service during such activities.

Limitation of Liability

IN NO EVENT WILL MODI$CLUB BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES HOWEVER THEY MAY ARISE, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE: (i) USE OF THE INFORMATION CONTAINED ON THIS WEBSITE; (ii) USE OF SOFTWARE DOWNLOADED OR LINKED TO FROM THIS WEBSITE; OR (iii) FOR THE FAILURE TO PROVIDE SERVICES OR INFORMATION AVAILABLE FROM THIS WEBSITE, EVEN IF MODI$CLUB HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN THE EVENT YOU HAVE ANY DISPUTE WITH ONE OR MORE THIRD PARTIES AS A RESULT OF YOUR USE OF THE WEBSITE, CONTENT OR SERVICES, OR ARE IN ANY WAY DAMAGED AS A RESULT OF ANY THIRD PARTY IN CONNECTION THEREWITH, YOU HEREBY RELEASE AND COVENANT NOT TO SUE OR OTHERWISE MAKE A CLAIM, DEMAND OR FILE ANY LEGAL ACTION OR INSTITUTE ANY LEGAL OR REGULATORY PROCEEDINGS AGAINST MODI$CLUB, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES AND SUPPLIERS FROM, FOR ANY CLAIMS, ACTIONS, DEMANDS OR DAMAGES (WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL), OF WHATEVER KIND OR NATURE, KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, WHETHER FORESEEABLE OR NOT, DISCLOSED OR UNDISCLOSED.

Indemnification

You agree to defend, indemnify and hold MODI$club harmless from and against any and all third party claims, damages, costs and expenses, including reasonable attorney's fees, arising from or related to your use of this website.

Links to Third Party Websites

Any links to third party sites are provided as a convenience to you, and such sites are neither owned nor operated by MODI$club. MODI$club has no control over these linked sites, is not responsible for the contents of these sites, makes no representations or warranties with respect to these linked sites, and shall not be liable for any damages or injury arising from the content of these linked sites. Your viewing and use of any third party sites is at your sole discretion and risk.

Copyright Notice

Unless otherwise noted, the graphic images, buttons and text contained in this website are the exclusive property of MODI$club and are Copyright of MODI$club. All rights reserved. Except for your personal use as permitted herein, these items may not be copied, displayed, transmitted or reproduced in any form without the express written permission of MODI$club.

Submissions, Suggestions & Community Participation

In the event you elect to communicate to us suggestions for improvements to the Website or any of MODI$club's services or properties (collectively, "Feedback"), we shall own all right, title, and interest in and to the same, even if you have designated the Feedback as confidential, and we shall be entitled to use the Feedback without restriction. Furthermore, any other content or information you post or provide to MODI$club via comments, forums, emails and the like (collectively, "Communications") shall be considered the property of MODI$club. You hereby irrevocably assign all right, title and interest in and to the Feedback and Communications to us and agree to provide us such assistance as we may require to document, perfect, and maintain our rights to the Feedback and Communications.

Your Acceptance of These Terms

By accessing the Website, you signify your assent to the MODI$club Privacy Policy. If you do not agree to this Privacy Policy, please do not access the Website. You should visit this page periodically, as we may, from time to time, update this Privacy Policy and such changes shall be effectively immediately upon posting on the Website and without further notice to you. Your continued access to the Website following the posting of changes to this Privacy Policy shall be deemed an acceptance of such changes by you. MODI$club will, however, use personally-identifiable information only in accordance with the version of the Privacy Policy under which the information was collected.

Last Updated

February 10, 2015.

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