TERMS AND CONDITIONS
1. NO ACCESS TO EMERGENCY SERVICES.
- There are important differences between GLTalk and your mobile and fixed-line telephone and SMS services. GLTalk does not provide access to emergency services or emergency services providers, including the police, fire departments, or hospitals, or otherwise connect to public safety answering points. You should ensure you can contact your relevant emergency services providers through a mobile, fixed-line telephone, or other service.
2. INTELLECTUAL PROPERTY RIGHTS
- Intellectual Property Rights of Gold Line. The Services including any software programs available on or through the Website (collectively, the "Contents") are owned by Gold Line and/or its licensors and are protected by applicable domestic and international copyrights, trademarks, service marks, patents or other proprietary rights and laws. You are strictly prohibited from and shall not record, copy, distribute, publish, perform, modify, download, transmit, transfer, sell, license, reproduce, create derivative works from or based upon, distribute, post, publicly display, frame, link, or in any other way exploit any portion of the Contents, in whole or in part. Any rights not expressly granted to You are reserved. Any violation of copyright laws may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.
- Limited License by Gold Line. Gold Line grants You a limited license to use the Services only as permitted herein and subject to these Terms and Conditions. As a condition of your use of the Contents, you agree not to use the Contents for any purpose that is unlawful or prohibited by these Terms and Conditions. You also agrees to abide by all applicable local, provincial, federal, state, national and international laws and regulations and are solely responsible for all acts or omissions that occur under your account or password, including the content of your transmissions.
- Intellectual Property Rights of User. The information and contents that you submit as part of the registration process or through your use of the Services are owned by you and your licensors, and Gold Line does not have any claims of ownership thereto. You hereby represent and warrant that you have all necessary rights to such information and contents.
- Limited License by User. You hereby grant to Gold Line a limited worldwide, non-exclusive, royalty-free, transferrable license to use, reproduce, distribute, display the information and content that you upload, submit, send or receive through the Services for the specific purpose of allowing Gold Line to operate and provide the Services (such as displaying your profile picture and on-line status, transmitting your messages, storing your undelivered messages, etc). Any rights not expressly granted to Gold Line are reserved by You.
- Restrictions on Use. You may not: (a) reverse engineer, decompile, translate, adapt, or disassemble the Services nor shall You attempt to reconstruct or discover any source code, underlying ideas, algorithms, file formats or programming interfaces of the Services by any means whatsoever (except and only to the extent that applicable law prohibits or restricts reverse engineering restrictions, and then only with prior written notice to Licensor); (b) send, store, or transmit viruses or other harmful computer code through or onto our Services; (c) gain or attempt to gain unauthorized access to our Services or systems; (d) interfere with or disrupt the integrity or performance of our Services; (e) collect the information of or about other users in any impermissible or unauthorized manner; (g) sell, resell, rent, or charge for our Services; or (h) distribute or make our Services available over a network where they could be used by multiple devices at the same time.
3. PRICING, PAYMENT AND CURRENCY
- Pricing. GLTalk Services are available at different price points as advertised on the Website. We reserve the right to change the pricing at any time.
- Pay as You Talk Plan. If You choose our “Pay as You Talk” Plan, You will only pay for the minutes of talk time that You use, at the then current rate for each of Your calls’ destination as set forth on the Website. You will be required to purchase talk times by adding funds to Your prepaid account. Once You have added funds to Your prepaid account, You will be able to call anywhere in the world at low per minute rates. You understand and agree that prepaid funds will expire two (2) years after Your last use.
- 10 Countries Plan. The “10 Countries Plan” is a subscription-type plan. If You choose our “10 Countries Plan”, You can call the ten (10) pre-determined countries as listed on the Website, for up to a maximum of
1000 minutes per month, for the low monthly fee indicated on the Website. Pricing for 10 Countries Plan as well as the list of available countries may change without notice.
- 50 Countries Plan. The “50 Countries Plan” is a subscription-type plan. If You choose our “50 Countries Plan”, You can call the fifty (50) pre-determined countries as listed on the Website, for up to a maximum of
1000 minutes per month, for a low monthly fee indicated on the Website. Pricing for 50 Countries Plan as well as the list of available countries may change without notice.
- Calls to other GLTalk Users. Call between GLTalk users are free of charge. Data usage charges may apply and You are encouraged to check with Your provider.
- Recurring Fees. For subscription-based plans, the first month's subscription must be paid in advance. Thereafter, monthly subscriptions will be charged automatically until You cancel your subscription (which You may do pursuant to Subsection (h) below) or until your subscription is cancelled by Gold Line.
- Payment Methods. For all purchases of GLTalk Services, payments must be made by means of a valid credit card. Gold Line accepts major credit cards including, Visa and MasterCard. Please be sure to provide the exact e-mail address, telephone number and the billing address your credit card bank has on file for You. Incorrect information may cause a delay in processing your order. If your credit card transaction is approved, and completed through our payment system, then gets charged back or refused for any reason (Bank Charge Back), You will be charged a $25.00 Chargeback fee to cover our bank charges..
- Deactivation of Subscription Plans. Subscriptions may be deactivated prior to the beginning of the next billing cycle through the deactivation process set forth through your App once you log in. Deactivations cannot be accepted for billing cycles that have already begun. The GLTalk Services are designed to be used by one phone number and for voice services only. Any misuse of service will result in termination of Your Services.
- Currency. All pricing and charges shown in this document are in U.S. currency.
4. USE OF THE WEBSITE AND THE SERVICES
- Third-Party Content and Websites. The Website may contain links to websites that are not owned or controlled by Gold Line. Gold Line assumes no responsibility for the content, privacy policies, or other practices of third-party websites. You are encouraged to read the terms and other policies of such websites. By using the Website, You agree that Gold Line shall not be liable in any manner due to your use of any third-party contents or website. In addition, Gold Line will not and cannot censor or edit the content of any third-party site. By using the Website, You expressly relieve Gold Line from any and all liability arising from your use of any third-party website.
- Transmission of Personal Data. You acknowledge and agree that by providing Gold Line with any personal or proprietary user information through the Website, you consent to the transmission of such personal or proprietary user information over international borders as necessary for processing in accordance with Gold Line's standard business practices.
- No Commercial Use. The Services are for personal use only and any unauthorized commercial use of Services is strictly prohibited. Furthermore, You shall not use the Services for mass communication purposes such as bulk messaging, auto-messaging, auto-dialing, or the like.
- Registration and Account. When registering your account, You must provide accurate and complete information as requested, including your current mobile phone number. You agree to receive text messages and phone calls (from us or our third-party providers) with codes to register the GLTalk Services.
- Address Book. You agree to provide us the phone numbers of contacts in your mobile phone address book on a regular basis to allow us to provide our Services.
- Devices and Software. You understand and agree that You must provide certain devices, software, and data connections to use the GLTalk Services as these are not otherwise supplied by Gold Line. So long as you use the GLTalk Services, you consent to downloading and installing updates to our Services.
- Username/Password. Gold Line may issue You (or you may choose) a username and/or password for access to the Services. You must hold and secure any such username or password as strictly confidential. Accordingly, You shall not allow friends, family, business associates or other persons access to or use of such username or password. Gold Line shall not be responsible whatsoever in the event that your password is misappropriated by a third party. You must notify Gold Line immediately of any breach of security or unauthorized use of your account. Although Gold Line will not be liable for your losses caused by any unauthorized use of your account, You may be liable for the losses incurred by Gold Line or others due to such unauthorized use. Access to and use of password protected and/or secure areas of the Services is restricted to authorized users only. Unauthorized individuals attempting to access these areas of the Services may be subject to prosecution.
- Data Usage and Third Party Fees. You shall be responsible for all carrier data plan and other third party fees and taxes associated with your use of GLTalk Services.
- Unauthorized Use of GLTalk Services. You shall not use or obtain the Service in any manner that is contrary to or avoids Gold Line policies and procedures, including in an illegal or improper manner. Furthermore, You shall not use the Services in any way that (i) is against any applicable laws; (ii) is in violation of the rights of Gold Line or any third party; (ii) is indecent, deceptive, defamatory, libelous, harassing, fraudulent, obscene or pornographic material, hate speech You shall notify us immediately, in writing or by calling our customer support line, if you become aware at any time that your Service is being stolen, fraudulently used or otherwise being used in an unauthorized manner.
5. DISCLAIMER OF WARRANTY; LIMITATION OF LIABILITY; INDEMNIFICATION
- General. By using the Website and the Contents, You expressly agree that such use is at your sole risk. The Website and the Contents are provided on an "AS IS" and "as available" basis. Neither Gold Line nor its affiliated entities nor each of their respective officers, directors, employees, agents, third-party content providers, designers, contractors, distributors, merchants, sponsors, licensors or the like (collectively, "Affiliates") warrant that use of the Website or Contents will be uninterrupted or error-free or free from viruses, security breaches or the like. Neither Gold Line nor its Affiliates warrant the accuracy, integrity, usefulness or completeness of the Contents offered for sale on the Website. Those who choose to access this Website and the Services do so at their own risk and are responsible for compliance with any and all local laws, if and to the extent such local laws are applicable.
- GOLD LINE DOES NOT CONTROL, AND IS NOT RESPONSIBLE FOR, CONTROLLING HOW OR WHEN OTHER USERS OF THE SERVICES USE THE SERVICES OR THE FEATURES, SERVICES, AND INTERFACES THAT THE SERVICES PROVIDE. GOLD LINE IS NOT RESPONSIBLE FOR AND ARE NOT OBLIGATED TO CONTROL THE ACTIONS OR INFORMATION (INCLUDING CONTENT) OF OTHER USERS OR OTHER THIRD PARTIES. YOU HEREBY RELEASE US AND OUR AFFILIATES (AS DEFINED IN SECTION 4(a) ABOVE, FROM ANY CLAIM, COMPLAINT, CAUSE OF ACTION, CONTROVERSY, OR DISPUTE AND DAMAGES, KNOWN AND UNKNOWN, RELATING TO, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH ANY SUCH CLAIM YOU MAY HAVE AGAINST ANY THIRD PARTIES.
- GOLD LINE AND ITS AFFILIATES DO NOT MAKE ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, WITH RESPECT TO THE SERVICES SOLD THROUGH THE WEBSITE.
- NEITHER GOLD LINE NOR ITS AFFILIATES SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE WEBSITE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
- GOLD LINE’S AND ITS AFFILIATES’ AGGREGATE LIABILITY TO YOU PURSUANT TO YOUR USE OF THE SERVICES OR THE TERM OF THIS AGREEMENT SHALL BE EXPRESSLY LIMITED TO THE GREATER OF THE AMOUNT PAID TO GOLD LINE PURSUANT TO THIS AGREEMENT IN THE TWELVE (12) MONTH PRECEEDING THE TIME THAT THE CAUSE OF ACTION AROSE, AND ONE HUNDRED U.S. DOLLARS ($100.00USD).
- THIS LIMITATION ON LIABILITY INCLUDES, BUT IS NOT LIMITED TO, THE TRANSMISSION OF ANY VIRUSES WHICH MAY INFECT A USER'S EQUIPMENT, FAILURE OF MECHANICAL OR ELECTRONIC EQUIPMENT OR COMMUNICATION LINES, TELEPHONE OR OTHER INTERCONNECT PROBLEMS (e.g., YOU CANNOT ACCESS YOUR INTERNET SERVICE PROVIDER), UNAUTHORIZED ACCESS, THEFT, OPERATOR ERRORS, STRIKES OR OTHER LABOUR PROBLEMS OR ANY FORCE MAJEURE. GOLD LINE CANNOT AND DOES NOT GUARANTEE CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO THE WEBSITE.
- WITHOUT WAIVING THE EXCLUSIVE GOVERNING LAW CLAUSE BELOW, SOME JURISDICTIONS DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, THE LIABILITY OF GOLD LINE AND ITS AFFILIATES SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
- Indemnity. You agree to defend, indemnify and hold harmless Gold Line and its Affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Website or Contents; (ii) your violation of any term of these Terms and Conditions; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right. These defense and indemnification obligations will survive these Terms and Conditions and your use of the Services or Website.
6. GENERAL TERMS
- Notices. Notices by Gold Line to You may be given by means of a general posting at the Website. Notices (including questions, complaints, or legal notices) by You may be given by electronic messages or conventional mail, as follows: (i) Electronic mail (e-mail) must be sent to firstname.lastname@example.org; (ii) Mail and courier deliveries must be sent to: Gold Line Telemanagement, Inc., 300 Allstate Parkway Markham, Ontario L3R 2P2 Canada.
- Written Agreement. These Terms and Conditions constitute a written agreement between You and Gold Line. A printed version of these Terms and Conditions, and of any notice given in electronic form related to this agreement, shall be admissible in judicial or administrative proceedings to the same extent, and subject to the same restrictions, as other business contracts, documents, or records originally generated and maintained in printed form. Furthermore, You hereby waive any and all defenses You may have based on the electronic form of these Terms and Conditions and the lack of signing by the parties hereto to execute these Terms and Conditions.
- Entire Agreement. These Terms and Conditions constitute the entire agreement between You and Gold Line related to this Website. These Terms and Conditions supersede all prior written, oral, or electronic agreements between You and Gold Line relating to this Website.
- Limitation of Cause of Action. You and Gold Line agree that any cause of action arising out of or related to the Services must commence within one (1) year after the cause of action arose or be forever barred.
- Ability to Accept Terms of Service. You affirm that You are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Service, and to abide by and comply with these Terms of Service. In any case, You affirm that You are over the age of 13, as this Website is not intended for children under 13. If You are under 13 years of age, then please do not use this Website.
- Assignment. You may not assign your rights and obligations hereunder. However, Gold Line’s rights and obligations are fully assignable.
- Modifications. Gold Line has the right to modify these Terms and Conditions and any policies affecting the Website. Any modification is effective immediately upon posting to the Website. Your continued use of the Website shall be conclusively deemed an acceptance of all such modification(s). Your only right with respect to any dissatisfaction with any modifications made pursuant to this provision, or any policies or practices of Gold Line in providing the Website, including without limitation (i) any change in the Content, or (ii) any change in the amount or type of fees associated with the Services, is to cancel your subscription in accordance herewith. Gold Line has the right to modify, suspend or discontinue the Website or any portion thereof at any time. Gold Line may also impose limits on certain features and services or restrict your access to parts or all of the Website without notice or liability.
- Waiver and Severability. The failure of either party to exercise or enforce any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms and Conditions shall continue in full force and effect.
- Access to Your User Account. You specifically agree that Gold Line may access your user account where necessary.
- Order Acceptance. Your receipt of an electronic or other form of order confirmation does not signify Gold Line's acceptance of your order, nor does it constitute confirmation of our offer to sell. Gold Line reserves the right at any time after receipt of your order to accept or decline your order for any reason whatsoever, with no liability whatsoever.
- Termination. Gold Line may terminate your access to any part or all of the Services at any time, if Gold Line decides in its sole and absolute discretion for any reason whatsoever to do so, without any liability to You. If Gold Line terminates your subscription based on a breach of any portion of these Terms and Conditions, Gold Line reserves the right to refuse to provide Services to You in the future. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, Section 2 “Intellectual Property Rights”; Section 4 “Disclaimers of Warranty, Limitation of Liability and Indemnification”; and certain subsections of Sections 5, “General Terms”.
- Violations. Gold Line reserves the right to seek all remedies available at law and in equity for violations of these Terms and Conditions, including but not limited to the right to block access from a particular Internet address to the Website.
- Arbitration. Any dispute or disagreement of any kind between You and Gold Line shall be resolved by binding arbitration in accordance with the laws of the province of Ontario and the then current Rules of Procedure for Commercial Arbitration of the ADR Institute of Canada, Inc. (www.amic.org) (“Institute”). The arbitration tribunal shall consist of one arbitrator chosen by the parties from a slate of three (3) proposed arbitrators provided by the Institute. If the parties are unable to agree on the arbitrator within seven (7) days after receipt of the slate provided by the Institute, the Institute shall appoint the arbitrator. The decision of the tribunal shall be final and binding and no appeal shall lie therefrom. The tribunal shall have the power to order one party to contribute to the reasonable costs and expenses of the other party, or to pay all or any portion of the costs of the arbitration, as the panel determines in its discretion.
- Governing Law/Forum Selection. These Terms and Conditions are governed by the laws of the Province of Ontario to contracts made and performed solely in the Province of Ontario, without regard to conflict of laws principles.
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