1. OVERVIEW OF FAX.PLUS SERVICES
1.1. FAX.PLUS Services. FAX.PLUS Services consist of enabling our customers to send or receive fax online across various platforms.
2. USE OF FAX.PLUS SERVICES
2.2. Subscription plans. You may subscribe to FAX.PLUS Services as a home or business user. FAX.PLUS Services are offered to you in various subscription plans (“Subscription Plans”). The detailed Subscription Plans can be found here https://www.fax.plus/pricing/. If you are not enrolled in one of the paid Subscription Plans, you acknowledge that we may delete collected and stored information and data, after a period exceeding two (2) years from time of creation. This action however will be done in accordance with applicable laws and regulations.
2.3. Authorized users. You may only use FAX.PLUS’ services provided that you are eighteen (18) years of age or older, that you are able to legally agree to FAX.PLUS’ Terms and that you are not a competitor to FAX.PLUS or are in any way developing any competing and/or similar products or services. If you are a legal person that has subscribed for Business or Enterprise Subscription Plans, you may grant permission to one or more individuals, such as employees, contractors or agents (“Authorized User” or “Authorized Users”) to have unrestricted access and use FAX.PLUS Services on your behalf and under your credentials. You must ensure that, when using FAX.PLUS Services, Authorized Users comply with FAX.PLUS Terms and you declare to be personally responsible for any breach thereof by any Authorized User. With the exception made to the use of your FAX.PLUS Account by Authorized Users, as described above, you are not authorized to assign, resell, transfer or share your FAX.PLUS Account with any other person or entity for any purpose.
2.4. Local numbers. Upon signing up to FAX.PLUS Services you will be provided one or more local numbers by us (“FAX.PLUS Numbers”). You have no title over FAX.PLUS Numbers and acknowledge that we are their sole owner. FAX.PLUS Numbers will be provided to you according to the rules and regulations of the local number provider. Purchased numbers from us cannot be ported out, but numbers that were previously ported-in from another provider can be ported out. In case of an error or change in the telecommunications services provided by our suppliers, or any occurrence of discrepancies by third-party suppliers that may cause problems in FAX.PLUS Service, we hold no responsibility and you void any claim or objection in this regard.
2.5. Intellectual property and restrictions on use of content. The content of FAX.PLUS Website and FAX.PLUS Services, such as all software, design, text, graphics and other items and materials, including the methods, selection and arrangements thereof (“Material”), are the exclusive property of FAX.PLUS and/or its subsidiaries, affiliates, assigns, licensors and the website’s design, hosting, network and programming vendors (collectively “Operational Service Providers”). The Material is protected, without limitation, pursuant to international copyright, trademark, and other applicable laws. The unauthorized access, utilization, copying, displaying or other use of any of the Material may violate one or more of these laws. We hereby grant you permission to access and use the Material from the FAX.PLUS Website in whole or in part, solely for your use, by viewing and browsing through the FAX.PLUS Website or ordering products or services from the FAX.PLUS Website. This permission terminates automatically if you breach any of FAX.PLUS Terms. If pursuant to an authorization from us you download software from the FAX.PLUS Website, the software, including all codes, methods, files, images, contained in or generated by the software, and accompanying data, are deemed to be licensed to you by us. Neither title, nor intellectual property rights are transferred to you, but will entirely remain with us. You may not modify, resell, decompile, reverse engineer, disassemble, or otherwise convert the software to a perceivable form. We do not grant you any permission to use the Material other than the permission expressly stated in these Terms of Service. We reserve any licenses not specifically granted to you in these Terms of Service. Other than the applicable mobile applications and APIs, FAX.PLUS Services are offered as an online hosted product. Accordingly, you acknowledge and agree that you have no right to obtain a copy of the software used, operating or supporting any of FAX.PLUS Services and that we, at our sole and entire discretion, may make updates, bug fixes, modifications or improvements to FAX.PLUS Services from time-to-time.
2.6. User Data. You hereby represent and agree that your use of FAX.PLUS Services will be conducted in a legally compliant manner and that, by using FAX.PLUS Services you are not violating any third parties’ rights, including intellectual property, privacy, and publicity rights. Accordingly, you declare that you retain all right, title, and interest (including any intellectual property rights) in and to the content, information and data that you upload when using FAX.PLUS Services (“User Data”). You further represent and warrant that your collection and use of any personal information or data provided to us complies with all applicable data protection laws, rules, and regulations. If you receive any take down requests or infringement notices related to User Data, you must promptly: (i) stop using the related item through the FAX.PLUS Service; and (ii) notify us. If we receive any take down requests or infringement notices related to User Data, we may respond in accordance with our policies, and will notify and consult with you on next steps. To the extent necessary to provide FAX.PLUS Services or as otherwise permitted in FAX.PLUS Terms, you hereby grant us a non-exclusive, worldwide, royalty-free right and license to collect, use, copy, store, transmit, modify, and create derivative works of the User Data. You hereby expressly authorize us to use and process User Data (including any Confidential Information contained therein) as described in FAX.PLUS Terms, which provides for, but is not limited to, delivering and sharing of content and documents as directed by you when using FAX.PLUS Services with third parties (e.g. individuals/legal entities). These licenses and permissions automatically extend and shall benefit our affiliates, employees, agents and trusted third parties we work with, to the extent necessary for the provision of the FAX.PLUS Services to you.
2.7. Limitation of services. We reserve the right to prevent fax submission to certain destinations.
3. PROHIBITED USE OF SERVICES
3.1. Lawful use of FAX.PLUS Services. You agree to use FAX.PLUS Services and Material only for lawful purposes and not to use them for transmitting or receiving any communication, content or material of any kind which, in our sole judgment, is unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable.
3.2. Prohibited uses. When using FAX.PLUS Services, you are not authorized, and must not allow any third party to (i) rent, lease, copy, transfer, resell, sublicense, time-share or otherwise provide access to FAX.PLUS Services to third parties (except Authorized Users, subject to FAX.PLUS Terms); (ii) incorporate FAX.PLUS Services, or any portion of them, in any website, product or service not owned by us, without our express and written consent; (iii) public disseminate information regarding the performance of FAX.PLUS Services, which are deemed to be FAX.PLUS’ Confidential Information; (iv) modify or create derivative work from FAX.PLUS Services or any portion thereof; (v) reverse engineer, disassemble, decompile, translate or otherwise seek to obtain or derive the source code, underlying ideas, algorithms, file formats, or non-public APIs to any of FAX.PLUS Services, except to the extent expressly permitted by applicable law and only with advance notice to us; (vi) break or circumvent any security measures, rate limits, or usage tracking (such as event tracking) of FAX.PLUS Services, or configure the FAX.PLUS Services (or any component thereof) to avoid sending events or transactions or to otherwise avoid incurring fees; (vii) distribute any portion of FAX.PLUS Services, except as permitted by FAX.PLUS Terms; (viii) access FAX.PLUS Services for the purpose of building a competitive product or service or copying its features or user interface; (ix) use the FAX.PLUS Services for purposes of product evaluation, benchmarking, or other comparative analysis intended for publication without our prior written consent; (x) remove or obscure any proprietary or other notices contained in FAX.PLUS Services, including in any reports or output obtained from the FAX.PLUS Services; (xi) use or permit FAX.PLUS Services to be used for any illegal or misleading purpose, or any manner inconsistent with FAX.PLUS Terms.
3.3. Penalties. We reserve the right to terminate any FAX.PLUS Services that are being rendered to you immediately and without prior notice if, at our sole discretion, we believe that you have violated the above restrictions. You are liable for any and all use of your FAX.PLUS Account by any person making use of FAX.PLUS Services and agree to indemnify, defend and hold us harmless from and against any and all claims, losses, damages, fines, penalties, costs, liabilities and expenses (including, without limitation, attorney fees and costs, as well as costs on appeal) incurred or suffered by us and/or FAX.PLUS shareholders, owners, operators, parent company, corporate affiliates, successors or assigns, and FAX.PLUS advertisers, suppliers, or Operational Service Providers, and their respective officers, directors, employees, representatives and/or agents, arising out of any such use that fails to comply with FAX.PLUS Terms.
3.4. Disclosure of information. If we, at our sole discretion, believe that you have violated the above restrictions, we may forward the objectionable material, as well as your communications with us and your Personally Identifiable Information to the appropriate authorities for investigation and prosecution. You understand that we may preserve content and may disclose your name, telephone number and other personal information, if required to do so by court order, or, in the good faith belief that such preservation or disclosure is reasonably necessary to comply with laws, regulations, rules, subpoenas, search warrants or court orders. We may also disclose your Personally Identifiable Information to identify, contact or bring legal action against someone who may be misusing FAX.PLUS Services, the Material or both.
4. SECURITY OF SERVICES
4.1. Account security. We use our best efforts and will take all commercially reasonable precautions, including technical (e.g. firewalls and data transmission encryption), administrative and physical measures, to help safeguard your FAX.PLUS Account, data and content against unauthorized use, disclosure, or modification. You hereby agree to protect all endpoints using industry-standard security measures and to ensure that any passwords and/or other access credentials that may be given to you to access FAX.PLUS Services are kept confidential and are not shared with any unauthorized persons.
4.2. Monitoring of activities and notification of unauthorized use. You undertake to monitor the use of your FAX.PLUS Account for possible unlawful or fraudulent use. If you are a company and an Authorized User stops either working for you or having any sort of connection with you, you must notify us immediately and take all measures to ensure that this Authorized User access is terminated. You must also immediately notify us if you become aware, or have reasons to believe, that a security breach or unauthorized use of your FAX.PLUS Account has occurred. In the event you fail to do any of the actions described above, we will not be held liable for any of the actions taken by the unauthorized user using your FAX.PLUS Account. Failure to notify us may also result in the suspension or termination of the FAX.PLUS Services and additional charges to you resulting from such use. We will not be liable for any charges resulting from unauthorized use of your FAX.PLUS Account.
4.3. Lost access. In case you forget your FAX.PLUS Account credentials you may recover them by informing us your registered e-mail address or verified phone number. In the event you lose access to your registered e-mail address or verified phone number, we will not be responsible for regaining access to your FAX.PLUS Account.
5. PRICING POLICY
5.1. Pricing policy. Each Subscription Plan contains several pages that are included in each plan. If you want to send and/or receive more pages than are included in your Subscription Plan, you will need to add credits (“FAX.PLUS Credits”) to your FAX.PLUS Account. The extra price for transmission of exceeding pages can be checked here https://www.fax.plus/pricing/ and will be deducted from your FAX.PLUS Credits accordingly. Most fax pages take less than sixty (60) seconds to transmit. However, for each inbound or outbound transmission, the number of pages charged is calculated based on the greater between the actual number of pages sent or received and the number of full and partial 60-second increments of transmission or connection time, whether or not the transmission occurs or is completed (such as instances when someone answers the call or transmission is interrupted before completion). For example, a one-page fax with a transmission duration of thirty (30) seconds is recognized as one page and a one-page fax with a transmission duration of one minute and six seconds is recognized as two pages. Also, faxes sent to certain destinations may count as multiple pages. You can check the fees for fax transmissions to all destinations here https://www.fax.plus/rates/.
5.2. Unused Subscription plans credits. The amount of pages included in your Subscription Plan is valid only for a one-month period and does not roll over to the next month. For example, if your Subscription Plan includes one hundred (100) pages per month and you only use fifty (50), the remaining fifty (50) pages will not add to the one hundred (100) pages you will have in the following month under your Subscription Plan. However, if you add extra credits to your FAX.PLUS Account in order to send or receive more pages than are included in your Subscription Plan and do not use all of the extra credits in that specific month, the outstanding extra credits will roll over to the next months, until you use all of your extra credits. No refunds will be made for unused pages included in your Subscription Plan or for unused extra credits.
6. PAYMENT POLICY
6.1. Payment. You hereby agree to pay all charges for your use of FAX.PLUS Services in accordance with the Subscription Plan you chose. We may amend your Subscription Plan, including any charges thereto, at any time, either by posting Subscription Plan changes on the FAX.PLUS Website, or sending information regarding the pricing plan changes to the e-mail address you provided us. You are responsible for regularly checking such pricing information. In all context of FAX.PLUS, by the term dollar ($) we mean US Dollar (USD).
6.2. Automatic renewal. All of FAX.PLUS Subscription Plans are generated on a monthly or yearly subscription basis. In order to ensure the continuity of all services, Subscription Plans will be automatically renewed at the end of each month or annual cycle, according to the Subscription Plan chosen by you and the date you subscribed to the FAX.PLUS Services. You hereby authorize us to charge the payment method indicated by you when subscribing to one of our paid Subscription Plans on a recurring basis without an invoice. Such authorization is applicable to all applicable subscription charges, any usage, or overage charges and all applicable taxes and fees and shall be effective until you cancel your Subscription Plan with us.
6.3. Taxes. You are responsible for, and shall pay, value-added tax, and all other taxes, domestic and foreign, now or in the future, that arise from or are imposed as a result from the use of FAX.PLUS Services. Such amounts are in addition to all other charges for the FAX.PLUS Service rendered to you and will be billed to your FAX.PLUS Account. In the event deductions or withholdings are required by law, you will increase the amount payable as necessary so that after making all required deductions and withholdings, we receive and retain (free from any such liabilities) an amount equal to the amount we would have received had no such deductions or withholdings been made (TAX GROSS-UP).
6.4. Deactivation and allocation of FAX.PLUS Numbers. If your account does not have sufficient amount of credit to extend your monthly or yearly subscription, your FAX.PLUS Number will be deactivated at the end of the billing cycle. Random numbers will be revoked from your account fourteen (14) days after deactivation and Custom/Golden/Ported numbers after a thirty (30) days period. Once your FAX.PLUS Number is revoked, you will lose access to that FAX.PLUS Number and its settings. Your FAX.PLUS Number might be allocated to someone else after it passes our internal allocation procedures.
7. REFUND POLICY
7.1. Cooling-off period and refund policy. When you purchase extra credits or perform any purchase directly from us you will be entitled to a cancellation period of 24 hours (“Cooling-Off Period”) unless you have made use of the FAX.PLUS Credits in any way (e.g. if FAX.PLUS allocates you a FAX.PLUS number or if you send or receive a fax), in which case the Cooling-Off Period will be extinguished and your purchase cannot be cancelled or refunded. Outside of the Cooling-Off Period, nothing is refundable.
7.2. Allocation of FAX.PLUS Numbers. You hereby expressly agree that FAX.PLUS Numbers may be allocated to you before the end of the Cooling-Off Period and become non-refundable upon allocation.
7.3. Cooling-off period limitations. The Cooling-Off Period and refunds do not apply to payments made in order to subscribe to one of our paid Subscription Plans or any purchase that are (i) purchased via a third party partner of FAX.PLUS (please contact the partner directly, who may decide, at its sole discretion, whether or not to pay a refund), (ii) not directly acquired online from us (e.g. vouchers or pre-paid cards) (iii) paid for in cash using third party payment methods (such as a cash payment wallet) and (iv) paid for and allocated to your FAX.PLUS Account by a FAX.PLUS manager, administrator or another FAX.PLUS user.
7.4. Misuse. We reserve the right to refuse a refund request if we reasonably believe (i) that you are trying to unfairly exploit this refund policy, for example, by making repetitive refund requests in respect of the same FAX.PLUS Service; (ii) if you are in breach of FAX.PLUS Terms or (iii) if we reasonably suspect that you are using FAX.PLUS Services fraudulently or that your FAX.PLUS Account is being used by a third party fraudulently.
8. HEALTHCARE USERS
8.1. Protected Health Information. Unless you have entered into a specific written agreement with FAX.PLUS to the contrary, you acknowledge that FAX.PLUS is not a “Business Associate” as defined in the Health Insurance Portability and Accountability Act and related amendments and regulations as updated or replaced (“HIPAA”), and that FAX.PLUS Services are not HIPAA compliant. You must not use, disclose, transmit or otherwise process any “Protected Health Information” (“PHI”) as defined in HIPAA through FAX.PLUS Services. You agree that we cannot support and have no liability for PHI received from or sent by you, notwithstanding anything to the contrary herein.
8.2. Compliance with HIPAA. FAX.PLUS Services will only be HIPAA compliant, if we activate advanced security controls for your FAX.PLUS Account and if you enter into a Business Associate Agreement (“BAA”) with us. Only users that have subscribed to our Enterprise plan are eligible for entering into a BAA with us, and, therefore, getting HIPAA compliant services.
9. TERM AND TERMINATION
9.1. Term. FAX.PLUS Terms are effective and binding from the time you start using FAX.PLUS Website and FAX.PLUS Services until all contractual relations between you and us have expired or been terminated as provided in FAX.PLUS Terms.
9.2. Subscription Term and Renewals. You agree to pay the applicable fees for the entire period of your Subscription Plan (“Subscription Term”). A subscription is deemed to have started when you first obtain access to the applicable FAX.PLUS Service. Each Subscription Term will automatically renew for additional successive periods equal to the initial subscription (e.g. if you have an annual plan then the subscription will renew for an additional twelve (12) months term, if you have a monthly plan then the subscription will renew for an additional month term) unless you cancel your subscription before the beginning of the next billing cycle. Pricing for any Subscription Term renewal will follow the then FAX.PLUS applicable rates.
9.3. Cancelation of FAX.PLUS paid Subscription Plans. You may cancel your FAX.PLUS paid Subscription Plan at any time, and cancellation will be effective immediately but you will retain access to the features that came with your paid Subscription Plan through the remainder of the period already paid for. We do not provide refunds or credits for any partial months or years. If you wish to cancel your paid Subscription Plan you may do so via your « Profile > Plan & Billing » page. Should you elect to cancel your paid Subscription Plan, please note that you will not be granted a refund for the most recently (or any previously) charged monthly/annual fees. If, at our sole discretion, we believe that you violated any provision of FAX.PLUS Terms, we may, immediately and without prior notice, terminate the rendering of FAX.PLUS Services to you. Upon expiration or termination of the Subscription Plan or of the applicable FAX.PLUS Services, and subject to the rules above, you will lose access to your FAX.PLUS Account and FAX.PLUS Number. FAX.PLUS may delete your stored information and data and settings, as well as allocate your FAX.PLUS Number to someone else, after it passes our internal allocation procedures.
9.4. Survival. FAX.PLUS Terms will remain in full force and effect and will bind you from the moment you start using FAX.PLUS Services and or FAX.PLUS Website. In the event of termination of any of FAX.PLUS Services, you will still be bound by your obligations under the FAX.PLUS Terms, including those with regards to any indemnifications, warranties, and limitations of liability.
10. CHANGES TO FAX.PLUS TERMS, SERVICES, WEBSITE AND PRICING
10.1. Changes to terms, services, and pricing. WE RESERVE THE RIGHT, AT ANY TIME, TO TERMINATE OR MAKE CHANGES, ON A TEMPORARY OR PERMANENT BASIS, TO (i) THE PRICE OF FAX.PLUS SERVICES, (ii) FAX.PLUS WEBSITE; (iii) FAX.PLUS SERVICES; AND (iv) FAX.PLUS TERMS. EXCEPT WHERE EXPRESSLY PROHIBITED BY LAW, SUCH CHANGES OR CANCELLATIONS MAY BE MADE WITHOUT PRIOR NOTICE AND WILL BE EFFECTIVE IMMEDIATELY, AFTER THE PUBLICATION OF THE UPDATED VERSION OF THE PRICING POLICY AND/OR FAX.PLUS TERMS ON FAX.PLUS WEBSITE. UPDATED PRICES FOR YOUR USE OF FAX.PLUS SERVICES CAN BE FOUND HERE HTTPS://WWW.FAX.PLUS/PRICING/. YOU UNDERSTAND, ACKNOWLEDGE AND AGREE THAT WE WILL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY DAMAGE OR LOSS THAT SUCH MODIFICATION OF PRICES OR THE MODIFICATION, SUSPENSION OR DISCONTINUATION OF ANY OF THE FAX.PLUS SERVICES AND/OR FAX.PLUS WEBSITE MAY CAUSE.
10.2. Acceptance of new terms. BY CONTINUING TO USE FAX.PLUS SERVICES AFTER SUCH CHANGES OR TERMINATIONS HAVE BEEN UPDATED ON FAX.PLUS WEBSITE, PURSUANT TO CLAUSE 11.1, YOU WILL BE DEEMED TO HAVE ACKNOWLEDGED AND AGREED THERETO AND DECLARE TO BE BOUND BY THEM. FOR THIS REASON, WE STRONGLY RECOMMENDED THAT YOU PERIODICALLY REVIEW FAX.PLUS WEBSITE.
11. DISCLAIMER OF WARRANTIES, INDEMNIFICATION AND LIMITATION OF LIABILITY
11.1. Warranties. EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN A WRITTEN AGREEMENT BETWEEN YOU AND US, FAX.PLUS WEBSITE AND FAX.PLUS SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS AND WITHOUT WARRANTIES OF ANY KIND, SAVE AS FOR THOSE PROVIDED TO USERS SUBSCRIBED TO OUR ENTERPRISE PLAN AND SUBJECT TO THE SERVICE LEVEL AGREEMENT (HTTPS://WWW.FAX.PLUS/SLA/). TO THE FULLEST EXTENT PERMITTED BY LAW, WE DO NOT MAKE ANY WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY, TITLE, FITNESS FOR PARTICULAR PURPOSE OR NON-INFRINGEMENT. UNLESS EXPRESSLY PROVIDED FOR IN A SPECIFIC AGREEMENT ENTERED INTO BY AND BETWEEN US AND YOU, WE MAKE NO REPRESENTATION, WARRANTY OR GUARANTEE THAT FAX.PLUS SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, THAT YOUR INFORMATION AND DATA WILL BE ACCURATE, COMPLETE OR PRESERVED WITHOUT LOSS. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT THE FAX.PLUS WEBSITE AND/OR THE FUNCTIONS CONTAINED IN ANY OF THE FAX.PLUS SERVICES WILL OPERATE UNINTERRUPTEDLY OR ERROR-FREE AND WE WILL NOT BE HELD LIABLE FOR UNAUTHORIZED ACCESS BEYOND OUR REASONABLE CONTROL. YOUR USE OF THE FAX.PLUS WEBSITE AND/OR FAX.PLUS SERVICES IS UNDERTAKEN SOLELY AT YOUR DISCRETION AND AT YOUR OWN RISK.
11.2. Indemnification. You hereby agree to indemnify, defend and hold us and/or FAX.PLUS shareholders owners, operators, parent company, corporate affiliates, successors or assigns, and FAX.PLUS advertisers, suppliers, or Operational Service Providers, and their respective officers, directors, employees, representatives and/or agents harmless from and against any and all claims, losses, damages, fines, penalties, costs, liabilities and expenses (including, without limitation, judicial, attorney fees and costs) incurred or suffered by any of the aforementioned persons, arising out of any such use that fails to comply with FAX.PLUS Terms. We reserve the right to settle, compromise and pay, without your prior consent, all claims or causes of action which are brought against us or any of the persons mentioned in this section. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and any of the aforementioned persons and you agree to cooperate with our defense of those claims. You agree not to settle any matter in which we are named as defendant and/or for which you have indemnity obligation without prior written consent. We will use all reasonable efforts to notify you of any such claims, actions, or proceedings upon becoming aware of them.
11.3. Limitation of liability. IN THE ABSENCE OF GROSS NEGLIGENCE, FAX.PLUS, ITS SHAREHOLDERS, OWNERS, OPERATORS, PARENT COMPANY, CORPORATE AFFILIATES, SUCCESSORS OR ASSIGNS, AND FAX.PLUS’ ADVERTISERS, SUPPLIERS, OR OPERATIONAL SERVICE PROVIDERS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES AND/OR AGENTS, SHALL NOT ASSUME OR HAVE ANY RESPONSIBILITY OR LIABILITY FOR ANY CLAIMS, DAMAGES OR LOSSES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, CONSEQUENTIAL OR TORT DAMAGES OF ANY KIND.
11.4. Cap on damages. IN THE EVENT OF OCCURRENCE OF DAMAGES CAUSED BY A DEFECT IN THE FAX.PLUS SERVICES ORIGINATED BY GROSS NEGLIGENCE AND MALPRACTICE BY US, AND PROVIDED THAT YOU ESTABLISH THAT THE RELEVANT DAMAGE WOULD HAVE BEEN DIRECTLY CAUSED BY OUR GROSS NEGLIGENCE AND MALPRACTICE, WE PLEDGE TO PAY COMPENSATION UP TO A MAXIMUM CEILING OF 30% (THIRTY PER CENT) OF AMOUNTS PAID BY YOU WITHIN THE TWELVE MONTH PERIOD PRECEDING THE DATE WE RECEIVE NOTICE OF SUCH CLAIMS.
12. GENERAL PROVISIONS
12.1. Assignment. FAX.PLUS Terms will bind and apply to the benefit of each party’s permitted successors and assigns. Neither party may assign FAX.PLUS Terms without the prior written consent of the other party, except if we assign FAX.PLUS Terms to an affiliate or in connection with a merger, reorganization, acquisition or other transfer of all, or substantially all, of our assets or voting securities. Any attempt to transfer or assign FAX.PLUS Terms, except as hereby authorized, will be void.
12.2. Notices. Any notice or communication under FAX.PLUS Terms must be in writing. To send us a notice, you must rely on the available web forms (https://www.fax.plus/contact-us/) in FAX.PLUS Website and send us your message in English. We may send notices to the verified e-mail address you provided when subscribing to FAX.PLUS Services. We may also send you operational notices regarding FAX.PLUS Services and other business-related notices by posting notices on FAX.PLUS Website or FAX.PLUS Services page. You hereby consent to receiving such electronic notices and acknowledge that we are not responsible for any automatic filtering you or your network provider(s) may apply to e-mails. Please make sure that senders with a FAX.PLUS or alohi.com domain are in your list of trusted addresses and that our notifications will not be blocked or sent to your spam or advertisement/promotion box(es).
12.3. Publicity. Unless otherwise specified, we may use your name, logo, and marks to identify you as our user on FAX.PLUS Website and other marketing materials.
12.4. Subcontractors. We may use subcontractors and permit them to exercise the rights granted to us by you, to provide FAX.PLUS Services. These subcontractors may include, for instance, our data center.
12.5. Independent contractors. You represent that we and you are independent contractors, and that FAX.PLUS Terms do not create a partnership, joint venture, employment, franchise, or agency relationship. Neither party has the power to bind the other or incur obligations on the other party’s behalf without the other party’s prior written consent. Non-parties do not benefit from and cannot enforce these terms. There are no third-party beneficiaries to FAX.PLUS Terms. You must not represent to anyone that you are an agent of ours or otherwise authorized to bind or commit us in any way without our prior written authorization.
12.6. Force majeure. Neither party will be liable for any delay or failure to perform its obligation under FAX.PLUS Terms (except payment obligations) if the delay or failure is due to causes beyond its reasonable control, such as a strike, blockade, war, act of terrorism, riot, natural disaster, global or local pandemic, failure or reduction of power or telecommunications or data networks or services, or government act.
12.7. Severability. If any provision of FAX.PLUS Terms, or the application thereof to any person or circumstances, is found to be invalid or for any reason, unenforceable by any court having competent jurisdiction, the invalidity or unenforceability of such provision shall not affect the validity and application of the remaining provisions of FAX.PLUS Terms, which shall remain in full force and effect.
12.8. Waiver. No waiver will be implied from conduct or failure to enforce or exercise rights under FAX.PLUS Terms. Waivers must be made in writing and executed by an authorized representative of the waiving party. The waiver by either you or us of any breach of any provision of FAX.PLUS Terms does not waive any other breach. The failure of any party to FAX.PLUS Terms to insist on strict performance of any covenant or obligation in accordance with FAX.PLUS Terms will not be a waiver of such party’s right to demand strict compliance in the future, nor will the same be construed as a novation of FAX.PLUS Terms.
12.9. No Third-Party Rights. Nothing in FAX.PLUS Terms confers on any third party the right to enforce any provision of FAX.PLUS Terms. If you are a company and have subscribed to either our Business or Enterprise Subscription Plans, you acknowledge that your FAX.PLUS Account can be used solely by you and by your Authorized Users, all which must be natural persons and that the use of your FAX.PLUS Account by any of your subsidiaries, affiliates or any other related legal persons is forbidden under FAX.PLUS Terms.
12.11. Governing Law. Regardless of the place of execution, performance or domicile of either you or FAX.PLUS, FAX.PLUS Terms and all modifications and amendments thereof, as well as any extracontractual obligations arising out of or in connection herewith, shall be governed by and construed under and in accordance with Swiss law.
12.12. Dispute Resolution. In the event a dispute arises out of or in connection to FAX.PLUS Terms and/or the rendering of FAX.PLUS Services, you agree that said dispute shall be submitted to the exclusive jurisdiction of the courts of the Canton of Geneva, in Switzerland and you irrevocably waive your right to start proceedings before the courts of any other jurisdictions.
12.13. Binding force. You hereby acknowledge FAX.PLUS Terms are legally binding and irrevocably declare to be bound by them. You also agree that we can refer to FAX.PLUS Terms as a contract between you and us in a court of law.
12.14. Language. We may provide translations of FAX.PLUS Terms to other languages. These translations are for informational purposes only and in case there is any inconsistency or conflict between a translation and the English version of FAX.PLUS Terms, the English version shall prevail.
12.15. Section titles. You hereby acknowledge that the section titles in FAX.PLUS Terms are for your convenience only and do not have any legal or contractual effect.
12.16. Hierarchy of provisions. In the event of a conflict between any service description, FAQ or other terms regarding FAX.PLUS Services located on FAX.PLUS Terms and on the FAX.PLUS Website, Mobile or Desktop Applications, the provisions of FAX.PLUS Terms shall prevail. However, in the event a specific agreement is entered into by and between you and us (e.g. a business associate agreement), the terms of the specific agreement shall prevail, and shall be complemented by FAX.PLUS Terms, in all matters in which there is no conflict between the provisions of FAX.PLUS Terms and the specific agreement.
12.17. Rights over ideas or suggestions. If you submit any suggestions, problem reports and design ideas to us, you automatically grant us a royalty-free, universal, perpetual, irrevocable, non-exclusive right (including any moral rights) and license to use and modify such ideas or suggestions (in whole or in part).
12.18. Contacting FAX.PLUS. If you have any questions regarding FAX.PLUS Terms, please contact us via the available web forms (https://www.fax.plus/contact-us/) in FAX.PLUS Website.
These Terms of Service were last updated on September 09, 2020, and shall be effective immediately.