Date of Last Revision: April 30, 2024

1. INTRODUCTION

Welcome to Number Sentry! For the protection of our partners, suppliers, you and us, the Terms of Use of our Number Sentry services are very important. Please read these Terms and Conditions carefully before using the service. You may ask questions about these Terms and Conditions by emailing us at: [email protected]

BY PUTTING A CHECK MARK NEXT TO I AGREE TO THE NUMBER SENTRY TERMS & CONDITIONS AND THE PRIVACY POLICY OF ANY NUMBER SENTRY SERVICE, BY REGISTERING FOR A SERVICE OR BY USING THE API, OR OTHER ACCESS TO THE SERVICES, YOU EXPRESSLY AGREE TO THE SERVICE TERMS AND CONDITIONS. FURTHERMORE, BY ACCESSING OR USING ANY SERVICE WE PROVIDE YOU, YOU AGREE TO BE LEGALLY BOUND BY THE TERMS AND CONDITIONS OF THAT SERVICE AS DESCRIBED HEREIN AND ALL OF THE TERMS AND CONDITIONS INCORPORATED BY REFERENCE. ANY VIOLATION OF THESE TERMS AND CONDITIONS SHALL CAUSE YOU TO IMMEDIATELY SURRENDER ANY AND ALL AUTHORITY TO USE OUR SERVICES. IF YOU DO NOT AGREE OR CANNOT COMPLY WITH THESE TERMS AND CONDITIONS, DO NOT USE ANY OF THE SERVICES WE PROVIDE OR OFFER.

These terms and conditions shall apply in full force regardless of whether you expressly agree to them during any signup, registration process or other agreement for use of the Services provided by Number Sentry, LLC., or any of its subsidiaries or affiliates (the “Company”), regardless of whether or not you are a registered user, if you are using another’s registered account or if you are otherwise using any Service we provide in any manner.

The term ‘Service’ includes the Number Sentry website, or any Service specific website provided by the Company (‘Site’), certain professional services including, but not limited to, Number Remediation and Business Name Presentation services, telephone number provisioning, voice origination and termination services, downloadable components of the Site (‘Site Materials’) and various software applications (‘Software’) for use with computers, business processes and/or mobile devices. Unless explicitly stated otherwise, any new Services, capabilities, or features, including any professional services or consulting services provided by the Company that augment, extend or enhance current Services or are by their nature new capabilities shall also constitute “Services” and shall be subject to these Terms and Conditions. These Terms and Conditions apply to your access to, and use of, the Site, the Software, and the Service. However, these Terms and Conditions do not alter in any way the terms or conditions of any other agreement you may have with the Company for any products, Services, or other offering of the Company.

2. REGISTRATION OBLIGATIONS

In consideration of use of the Services, you agree to: (a) provide true, accurate, current and complete information about yourself or your Entity, as prompted by the Know Your Customer (KYC) form, or by a Service’s registration form (“Registration Data”) and any (“Remediation Data”) for number remediation Services (b) maintain and promptly update the KYC or Registration Data and any Remediation Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current, or incomplete, or if the Company has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, the Company has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).

3. MODIFICATION OF TERMS

The Company reserves the right to change or modify any provision of these Terms and Conditions, and any policy or guideline governing your use of the Service, at any time in its sole discretion. Any such changes or modifications will be effective immediately upon posting of revisions on the Site, and you waive any right you may have to receive specific notice of such changes or modifications. Your continued use of this Site or the Service following the posting of such changes or modifications will confirm your acceptance thereof. Therefore, you are responsible for frequently reviewing these Terms and Conditions and any applicable policies or guidelines on the Site or Service. If you do not agree to any changes or modifications to these Terms and Conditions or to any applicable policy or guideline on the Site or the Service, your sole recourse is to stop using the Site and the Service.

4. DURATION

These Terms and Conditions will be effective as of the date of your acceptance thereof by clicking on the accept button or similar buttons or links as may be designated by the Site in the registration process, or the date of your first use of any of the products or services, whichever occurs earlier, and will remain effective until terminated by either the Company or by you as set out below.

5. TERMINATION; RESERVATION OF RIGHTS

Unless you have entered into a signed agreement with the Company stating otherwise, you may terminate your use of the Services at any time. Upon termination of the Services, your current month’s subscription and availability will continue until it’s scheduled end date. On that date the Services will no longer be available unless you re-subscribe to the Services in accordance with these Terms and Conditions. Should you terminate your Services, your responsibilities under these Terms and Conditions will remain in full effect until discharged in accordance with the provisions of these Terms and Conditions.

Unless you have entered into a signed agreement with the Company stating otherwise, you agree that the Company, in its sole discretion and without limiting other remedies, expressly reserves the right to suspend or terminate your use of the Services or use of any other Company Services, with immediate effect, automatically and without recourse to the courts, and may limit, suspend, or terminate your use of the Services and remove and discard any Content within the Services, for any reason, including, without limitation, if the Company, in its sole discretion, believes that you (i) have violated these Terms and Conditions, (ii) are in violation of any other agreement with the Company, or (iii) if you have failed to pay any charges when due, or (iv) determines You or Your use of the Services may be creating problems, possible legal liabilities, acting inconsistently with the letter or spirit of our policies, may be infringing someone else’s intellectual property rights, may be engaging in fraudulent, immoral or illegal activities, or for other similar reasons. The Company further reserves the right to terminate your account if your use of the Services results in, or is the subject of, legal action or threatened legal action, against the Company or any of its affiliates or partners. The Company may also in its sole discretion and at any time discontinue providing You the Services, or any part thereof, with or without notice. You agree that any termination of your access to the Services under any provision of these Terms and Conditions may be effected without prior notice, and acknowledge and agree that the Company may immediately deactivate or delete all related information and files in your account and/or bar any further access to such files or the Services. Further, you agree that the Company shall not be liable to you or any third-party for any termination of your access to the Services.

The Company shall affect such termination by any means, including but not limited to preventing your access to your User Account and to the Services, the Site or the Software. If you provided a valid email address, the Company may provide notice of termination to you by email.

6. CHANGE OF CHARGES AND FEES

Unless you have entered into a signed agreement with the Company stating otherwise, the Company may change the charges payable for the purchase of products and services at any time. The Company will make one or more reasonable attempts to contact you if you are affected by a pricing change. You can choose whether or not to accept the new charges prior to completing your next purchase of the applicable product or service. The new charges will apply to your next purchase after the adjustments have been published on the Site. You agree that by continuing to use the products or services following the adjustments of the charges, you accept the new charges. The Company may also provide notice of such changes on the Number Sentry website at www.NumberSentry.com. If You do not wish to accept such adjustment of charges, you may ask for a refund of your Number Sentry Credit pursuant to the Refund Policy found in section 9 below.

The Company, at its sole discretion and with or without notice may limit, suspend, or terminate your use of the products and Services, prohibit access to the Site due to your failure to any applicable pay charges and fees when due.

7. FREE PROMOTIONS

From time to time and for a limited period of time, the Company may offer free products or Services. The administrator may also allocate Free Credits to users at his sole discretion. In return for offering this, the Company asks that you use the Product sensibly and don’t abuse the free offer. The Company does not allow you to resell products or services without prior written permission and it reserves the right to terminate your access to your user account if it deem. Users are not entitled to a refund of any Credit that has been allocated to them by an administrator.

8. CHARGED IN ERROR

In the event you believe that the Company has charged you in error, you must contact Number Sentry customer services at: [email protected] within 14 days after such charge. No refunds or billing adjustments will be given for any charges which are more than 14 days old.

9. REFUND POLICY

Refund Request: For Services billed to your credit card, you can request a prorated refund for unused Services within 14 days of your last payment by emailing a request to Billing Support at: [email protected].  REFUND REQUESTS CARRIED OUT THROUGH OTHER MEANS, INCLUDING BUT NOT LIMITED TO CREDIT CARD CHARGEBACKS, SHALL NOT BE ELIGIBLE FOR A REFUND.

No refunds shall be given for any Free Services or for any products or Services that are not directly acquired from the Company (e.g. vouchers, bonus credits or pre-paid credits are not refundable), are paid for in cash using 3rd party payment methods (such as a cash payment wallet) or for Service Credit that has been allocated to them by a Company administrator.

If you purchase products or Services via a third-party partner of the Company, any refund requests should be submitted to such partner and not to the Company. The partner is responsible for any such refunds and may decide in its sole discretion whether or not to honor and pay any refund.

Upon the Company’s approval of a duly submitted refund request, the Company will refund you on a pro rata basis for the allowable, unused period or portion of a product or Service.

The Company reserves the right to deny repetitive refund requests (more than once for any given type of payable product or Service).

All refunds shall be paid to the credit card which initially purchased the Service, either through the original payment method used, or any other reasonable payment method to be determined by the Company in its sole discretion, or your account balance shall be adjusted accordingly.

The Company reserves the right to terminate these Terms of Service with immediate effect, automatically and without recourse to the courts or other entity, in the event of any abuse by you of these terms relating to refunds.

10. ELECTRONIC COMMUNICATIONS

When you visit the Site, use the Service or send emails to us, you communicate with us electronically. You agree and consent to receive communications from us electronically via email, SMS text message, telephone calls or through any other means of electronic communication. We will communicate with you by SMS text message, by email to your registered email address, by posting general notices on the Site or Service, or by posting messages that are displayed to you when you log in to the Site or Service. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

11. ACCOUNT SECURITY

You are responsible for maintaining the security of your account and all Services, including maintaining the confidentiality of any customer keys, user ids, passwords, and other account access information. You agree that you are fully responsible for all activities that occur under the account. You agree to immediately notify the Company of any unauthorized uses of the account or any other breaches of security. The Company cannot and will not be liable for any loss or damage from your failure to comply with these security obligations.

12. MINIMUM AGE

If you are under the age of eighteen, you are prohibited from using or registering for the Company Services. By using or registering for the Service, you warrant to the Company that you are above the age of eighteen.

13. YOUR USE OF THE SERVICE

You agree to use the Services only for lawful purposes. AT ALL TIMES, PROGRAMS MUST BE IN ACCORDANCE WITH APPLICABLE FEDERAL AND STATE LAWS, RULES AND REGULATIONS. Any unauthorized use of the Site or the Service, is expressly prohibited. The Account Owner as specified in the Site’s Registration process is solely responsible for all acts or omissions that occur under its account or password, including the content of any transmissions through the Site or the Service. You agree and warrant that the transmission of any data or content through the Services will not violate any federal, state, local or foreign laws, rules or regulations.

14. FAIR USAGE POLICY

The Company provides the Services on a limited basis that permits fair usage of the Services. The Company retains the sole right to modify and/or enforce such limitations at any time and in its sole discretion including suspending or limiting the Services (or any feature of it) for any period we think is reasonably necessary; and/or terminating this Agreement and your access to the Site or to the Services.

The following is a non-exhaustive list of practices that would not be considered legitimate Fair Use:

• Re-selling subscriptions without the prior, written, express permission of the Company;
• Sharing subscriptions between users via any means; and
• Unusual usage patterns inconsistent with normal, call center use, for example, excessive adding, deleting, and re-adding of numbers, frequent changes to subscribed service plans, and other activities indicative of misuse of the Company’s intended use of the Services.

Other practices may be relevant in determining legitimate Fair Use and the Company reserves the right to take any unlawful, prohibited, abnormal or unusual activity into account in making its determination of actions taken to promote the Fair Usage of the Services.

15. COMPLIANCE WITH FEDERAL AND STATE REGULATIONS

User agrees to comply with the applicable rules and regulations with specific regard to the Federal Trade Commission, the Federal Communications Commission and Congressional National Do Not Call Registry rules and regulations and individual State Do Not Call Lists rules and regulations along with any other similar laws that may be applicable to User’s use of the Service. User agrees not to violate these, or any other applicable Federal or State laws and represents and warrants that User’s use of the Service will not cause the Company to violate these or other applicable laws. User understands and agrees that the Company will not be held responsible for damages to the User or any third party incurred due to User’s failure to abide by State and/or Federal laws.

16. SERVICE PROVIDERS

The Service may provide User with opportunities to be transferred or linked to third party providers (“Service Providers”) of products, services, advertisements or Content that may be accessible through and operate with the Site or the Service. The Company does not endorse and is not responsible for or liable for any Content, data, advertising, products or services, or performance available or unavailable from, or through, such Service Providers. You further agree that should you use or rely on such Content, data, advertisement, goods or services on, available or unavailable from, or through any such Service Providers, the Company is not responsible or liable, indirectly or directly, for any damage or loss caused or alleged to be caused by or in connection with such use or reliance. Your dealings with, or participation in promotions of Service Providers, and any other terms, conditions, representations or warranties associated with such dealings, are between you and such Service Providers exclusively and do not involve the Company. Furthermore, you agree that the Company is not responsible for the accessibility, availability or unavailability of Service Providers or for your interaction and/or dealings with them.

17. HYPERLINKS; THIRD PARTY SITES

You are granted a limited, non-exclusive right to create a text hyperlink to the Site, provided such link does not in the sole opinion of the Company portray the Company or any of our products or services in a false, misleading, derogatory or otherwise defamatory manner, and provided further that the linking site does not contain any pornographic, illegal, offensive, harassing or otherwise objectionable material. This limited right may be revoked by the Company at any time. You may not use a Company or Service logo or other proprietary graphic of the Company to link to the Service without the express written permission of the Company. Further, you may not use, frame or utilize framing techniques to enclose any Company trademark, logo or other proprietary information, including the images found at the Site or in the Service, the content of any text or the layout/design of any page or form contained on a page on the Site or in the Service without our prior, express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel or otherwise in or under any patent, trademark, copyright or proprietary right of the Company or any third party.

The Company makes no claim or representation regarding, and accepts no responsibility for, the quality, content, nature or reliability of third-party Web sites accessible by hyperlink from the Site or Service, or Web sites linking to the Site or Service.  Such sites are not under our control and the Company is not responsible for the contents of any linked site or any link contained in a linked site, or any review, changes or updates to such sites.  We provide these links to you only as a convenience, and the inclusion of any link does not imply affiliation, endorsement or adoption by the Company of any site or any information contained therein.  When you leave the Site or our Service, you should be aware that our terms and policies no longer govern.  You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site or Service.

18. ADDITIONAL SOFTWARE USAGE

With respect to any additional software, Services, add-ons or features that may be made available by the Company in connection with the Services, if you elect to download or access such additional software, services, add-ons or features, you understand that you may have to agree to and abide by additional terms and conditions before you use such software, Services, add-ons or features.

19. NO RESPONSIBILITY FOR CONTENT

As part of the Services, the Company may offer you access to communications, media and commerce Services. The Company does not guarantee the accuracy, integrity, quality or appropriateness of any messages, communications, information, data, text, music, sound, or other materials (“Content”), whether provided publicly or privately through or in conjunction with the Services. YOU ACKNOWLEDGE THE SERVICES SIMPLY ACT AS A PASSIVE CONDUIT FOR THE DISTRIBUTION AND TRANSMISSION OF YOUR CONTENT AND INFORMATION. You acknowledge that the Company acts as a Common Carrier and has no obligation to screen, preview, or monitor such Content, information or any part of an event, transaction or transmission provided by or in conjunction with the Services. By using the Services, you agree that it is solely YOUR RESPONSIBILITY to evaluate the accuracy, usefulness, completeness, appropriateness and legality of any Content or information that you use or that you send, receive, access, post, or otherwise transmit through or in conjunction with the Services, including Content that may be offensive, indecent or objectionable. Under no circumstances will the Company be liable in any way for any Content, including, but not limited to placing telephone calls or initiating or receiving voice communications of any type, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content sent, accessed, posted or otherwise transmitted or used in conjunction with the Services.

20. INDEMNITY

YOU AGREE TO INDEMNIFY AND HOLD THE COMPANY AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, CO-BRANDERS OR OTHER PARTNERS, AND EMPLOYEES, HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS’ FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF YOUR CONTENT, YOUR USE OF THE SERVICE, YOUR CONNECTION TO THE SERVICE, YOUR VIOLATION OF THESE TERMS AND CONDITIONS, OR YOUR VIOLATION OF ANY RIGHTS OF ANOTHER.  YOU EXPRESSLY AGREE THAT THE IDEMNIFICATION HEREIN SHALL SURVIVE YOUR USE OF OR ACCESS TO THE SERVICES.

21. RESALE OF SERVICE

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Services, use of the Services, or access to the Services without the express permission of the Company.

22. MODIFICATIONS TO SERVICE

The Company reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice and may establish general practices and limits concerning use of the Services. You agree that the Company shall not be liable to you or to any third-party for any modification, suspension or discontinuance of the Services.

23. COMPANY PROPRIETARY RIGHTS

You acknowledge and agree that the Services and any necessary software used in connection with the Services (“Software”) contains proprietary and confidential information that is protected by applicable intellectual property and other laws. Except as expressly authorized by the Company, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Services or the Software, in whole or in part. You agree not to access the Services by any means other than through the interface that is provided by the Company for use in accessing the Services.

24. LIMITED LICENSE

Subject to your acceptance of and compliance with these Terms and Conditions, the Company hereby grants you a limited, non-exclusive, non-transferable, revocable, non-sublicense-able right and license, to access and use the Services. Except as may be expressly authorized under these Terms and Conditions, you may not, and may not attempt to:

• Modify, alter, tamper with, repair, or otherwise create derivative works of any Services;
• Reverse engineer, disassemble, or decompile the Services or apply any other process or procedure to derive the source code of any Software or Site Material included in the Services;
• Collect, use, copy or distribute of any portion of the Services;
• Use data mining, robots or similar data gathering or extraction methods on the Services;
• Use packet sniffers or other network or IP tracing technologies on the Services;
• Use the Services in any manner other than for its intended purposes; or
• Allow any third party to, copy, distribute, sell, disclose, lend, transfer, convey, modify, decompile, disassemble or reverse engineer the Services for any purpose whatsoever

You may write a software application or website (an “Application”) that interfaces with the Services. You acknowledge that we may change, deprecate or republish Application Programming Interfaces (APIs), templates or other components of the Services or feature of a Services from time to time, and that it is your responsibility to ensure that calls or requests you make to or via our Services are compatible with then-current APIs, templates or other components of the Services. The Company will attempt to inform you of any changes with reasonable notice so you can adjust your Application.

Under these Terms and Conditions, the Company hereby grants to you a non-transferable, non-sublicense-able, non-exclusive license to display the trade names, trademarks, service marks, logos, domain names of Number Sentry and Number Mapper (each, a “Company Mark”) for the purpose of promoting or advertising that you use the Services. You may use metatags or other “hidden text” utilizing “Number Sentry” or any other Company Mark for the purpose of promoting or advertising that you use the Services.

In return you hereby grant the Company a non-transferable, non-sublicense-able, non-exclusive license to display your trade names, trademarks, service marks, logos, domain names and the like for the purpose of promoting or advertising that you use the Services. In using Company Marks, you may not: (a) display a Company Mark in any manner that implies a relationship or affiliation with, sponsorship, or endorsement by the Company; (b) use Company Marks to disparage the Company or its products or Services; (c) display a Company Mark on a site that violates any law or regulation; or (d) remove, obscure, or alter any notice of any Company Mark, trademark, service mark or other intellectual property or proprietary right appearing on, associated with or contained within the Services.

Notwithstanding the above, the Company may determine in its sole discretion whether its marks may be used in connection with your Application. You understand and acknowledge that the Company is not certifying nor endorsing, and has no obligation to certify or endorse, any of your Applications or your Content. Furthermore, we may modify any Company Mark provided to you at any time, and upon notice, you will use only the modified Company Marks and not the former Company Marks. Other than as specified in these Terms and Conditions, you may not use any Company Mark without our prior written consent.

Provided that you comply with these Terms and Conditions, you may use the Services to execute Applications owned or lawfully obtained by you. You are solely responsible for your Applications, including any data, text, images, or content contained therein and for all traffic, fees and charges originating from or generated by your Application.

The rights granted by the Company in these Terms and Conditions with respect to the Services are NONEXCLUSIVE, and we reserve the right to: (a) act as a developer of products or services related to any of the products or services that you may develop in connection with the Services or via your use of the Services; (b) appoint third parties as developers or systems integrators who may offer products or services which compete with your products or services; and (c) offer the Services to any other company without exclusion.

All rights not expressly granted under these Terms and Conditions are retained by the Company.

25. DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE COMPANY EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

THE COMPANY WILL MAKE REASONABLE EFFORTS TO MAINTAIN THE SERVICE, HOWEVER, THE COMPANY IS NOT RESPONSIBLE FOR ANY DAMAGE, LOSS OF DATA, CUSTOMER INFORMATION OR VENDOR DATA, REVENUE, OR OTHER HARM TO BUSINESS ARISING OUT OF DELAYS, MISDELIVERY OR NONDELIVERY OF INFORMATION, RESTRICTION OR LOSS OF ACCESS, BUGS OR OTHER ERRORS, UNAUTHORIZED USE OF YOUR ACCESS TO THE SERVICE, OR OTHER INTERACTION WITH THE SERVICE. YOU ARE RESPONSIBLE FOR MAINTAINING AND BACKING-UP YOUR DATA AND INFORMATION THAT MAY RESIDE ON THE SERVICE.

THE COMPANY DOES NOT WARRANT THAT (i) THE SERVICE WILL MEET YOUR SPECIFIC REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS AND CONDITIONS.

26. LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE COMPANY SHALL 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 THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OF OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE. 

27. EXCLUSIONS AND LIMITATIONS

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 25 AND 26 MAY NOT APPLY TO YOU.  WITH THE EXCEPTION OF SUCH LIMITATIONS, THE FOREGOING LIMITATIONS OF LIABILITY SHALL SURVIVE THE TERMINATION OF YOUR USE AND ACCESS TO THE SERVICES.

28. NOTICE

Notices to you may be made via email to your registered email address or by regular mail. The Services may also provide notices of changes to these Terms and Conditions or other matters by displaying notices or links to notices to you generally on the Services.

29. CHOICE OF LAW AND FORUM (LOCATION OF LAWSUIT)

These Terms and Conditions and the relationship between you and the Company shall be governed by the laws of the State of Georgia without regard to its conflict of law provisions. You and the Company agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Gwinnett, Georgia. The failure of the Company to exercise or enforce any right or provision of these Terms and Conditions or any other written agreement you may have with the Company shall not constitute a waiver of such right or provision.

30. ARBITRATION

You Agree that any dispute or controversy arising out of or relating to any interpretation, construction, performance or breach of these Terms and Conditions may, at the Company’s discretion, be settled by arbitration to be held in the State of Georgia, in accordance with the rules then in effect of the American Arbitration Association. The arbitrator may grant injunctions or other relief in such dispute or controversy. The decision of the arbitrator shall be final, conclusive and binding on the parties to the arbitration.  Judgment may be entered on the arbitrator’s decision in any court having jurisdiction. Number Sentry and Client shall each pay one-half of the costs and expenses of any such arbitration, and each party shall separately pay their own legal counsel fees and expenses and any other expenses incurred in such arbitration.

31. INTEGRATION, SEVERABILITY

Unless You have a separate, superseding contractual agreement with the Company, these Terms and Conditions constitutes the entire agreement between you and the Company and governs your use of the Services, superseding any prior agreements between you and the Company (including, but not limited to, any prior versions of these Terms and Conditions). If You have executed a separate, superseding contractual agreement with the Company, that agreement supersedes these Terms and Conditions and shall be the applicable contract for your use of the Company’s products and services.

   32. GENERAL PROVISIONS

• If any provisions of these Terms and Conditions are found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms and Conditions remain in full force and effect.
• The section titles in these Terms and Conditions are for convenience only and have no legal or contractual effect.
• These Terms and Conditions shall be binding upon and inure to the benefit of the parties hereto and their successors, assigns, heirs and legal representatives.
• Neither party to these Terms and Conditions may assign these Terms and Conditions, in whole or part, without the prior written consent of the non-assigning party, said consent to not be unreasonably withheld. Such consent shall not be required in the case of a sale of all or substantially all the assets of the assigning party or an assignment to an entity directly or indirectly owning or controlling, owned or controlled by, or under common control with the assigning party.
• These Terms and Conditions do not create a partnership, joint venture or similar relationship between the parties, and neither party will have the power to obligate the other in any manner whatsoever. Number Sentry is an independent contractor of Client.
• No delay or omission by either party hereto to exercise any right, power or remedy occurring upon any noncompliance or default by the other party with respect to any of the terms of these Terms and Conditions shall impair any such right, power or remedy, or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any covenant, condition, or agreement herein contained. Unless stated otherwise, all remedies provided for in these Terms and Conditions shall be cumulative and in addition to, and not in lieu of, any other remedies available to either party at law, in equity, or otherwise. No waiver of a breach on one occasion shall be deemed a waiver on another occasion.
• If the performance of these Terms and Conditions, or any obligations hereunder (except making of payments hereunder) is delayed, prevented, restricted, or interfered with by reason of: fire, flood, earthquake, explosion or other casualty or accident or act of God; strikes or labor disputes; terrorist acts, war or other violence; any law, order proclamation, regulation, ordinance, demand or requirement of any governmental authority; or any other act or condition whatsoever beyond the reasonable control of the affected party (each of the foregoing events, a “Force Majeure Event”), the party so affected, upon giving prompt notice to the other party, shall be excused from such performance to the extent of such prevention, restriction or interference; provided, however, that the party so affected shall take all reasonable steps to avoid or remove such cause of non-performance and shall resume performance hereunder with dispatch whenever such causes are removed. In the event of a Force Majeure Event, Number Sentry shall not be liable for the failure or delay in fulfilling its obligations, and the date for shipment or performance of services will be extended for the period of existence of the Force Majeure Event

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