UJET provides the next generation of user support ecosystems, including solutions for integrating customer communications and support capabilities into mobile and other applications.

You must be at least 18 years of age to use the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years of age; (b) you have not previously been suspended or removed from the Service; and (c) your registration and your use of the Service is in compliance with all applicable laws and regulations. If you are using the Service on behalf of an entity, organization, or company, you represent and warrant that you have the authority to bind that organization to these Terms and you agree to be bound by these Terms on behalf of that organization.

To access most features of the Service, you must register for an account. When you register for an account, you may be required to provide us with some information about yourself, such as your email address or other contact information. You agree that the information you provide to us is accurate and that you will keep it accurate and up-to-date at all times. When you register, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you have reason to believe that your account is no longer secure, then you must immediately notify us at support@ujet.co.

Certain features of the Service allow you to interface and collect data from your end users. You are responsible for your end users, including: (a) any behavior by your end users that affects the Service, or otherwise violates these Terms; (b) informing your end users you are using a third-party Service to collect their data; and (c) any inability by end users to use the Service. Please note that while we offer the option for you to record calls, if you choose to use this service, then you must comply with all state and federal laws, regulations and rules prior to recording any telephone calls and you expressly warrant and represent to UJET that you shall comply at all times. You understand that the Service is not intended to support or carry emergency calls to any emergency services such as public safety answering points. You acknowledge that it is your responsibility to ensure that you have an alternate means to send and receive emergency calls. We make no representations or warranties with respect to call recording and recommend that you always secure consent before recording.

We will use reasonable efforts to make the Service available according to the terms of our API and SDK Service Level Agreement, included in Exhibit A. Please read the SLA to understand our standards of availability.

Subject to your complete and ongoing compliance with these Terms and any additional terms included with a SDK, UJET grants you a limited, personal, worldwide, royalty-free, non-exclusive, non-sublicenseable, and nontransferable license to: (a) use a reasonable number of copies of any documentation provided as part of the SDK (“Documentation”) solely in connection with integrating the Service in your mobile applications or service (“Integrated Application”); (b) reproduce, modify, and use any sample software provided to you in source code format as part of the SDK (“Sample Code”) in either object code or source code formats solely in connection with your development and use of an Integrated Application with the Service; and (c) reproduce and distribute any sample software provided to you in object code format as part of the SDK, including any plugins (“SDK Object Code”) in object code format solely in connection with your development and use of an Integrated Application with the Service. You will not: (i) transfer, disclose, or distribute any portion of the SDK or Documentation or access to either to any third party, except as permitted by the license grant above; (ii) subject any portion of the SDK or Documentation to the terms of any “open source” or “creative commons” license; (iii) modify any of the SDK Object Code included with the SDK; (iv) modify or extend any of the interfaces including any UJET APIs; or (v) use the SDK or Documentation to develop code, software, or other materials for anything other than for use with the Service.

Access to the Service, or to certain features of the Service, may require you to pay fees. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. All fees are in U.S. dollars and are non-refundable. If UJET changes the fees for the Service, including by adding additional fees or charges, UJET will provide you advance notice of those changes. If you do not accept the changes, UJET may discontinue providing the Service to you. UJET will provide you an invoice based on the services used, and will charge the payment method you provide. You authorize UJET to charge all sums as described in these Terms, for the Service you select, to that payment method. If you pay any fees with a credit card, UJET may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase. You have thirty (30) days from receipt of an invoice or bill in which to initiate a dispute by emailing us at support@ujet.co, otherwise you agree that you have waived all rights with respect to the time period for such billing/invoice. We will respond to any inquiry or dispute in a reasonable time, but until resolved, you agree to pay all invoices in a timely fashion, even those subject to dispute. You agree that you will initiate a dispute with us and seek resolution with us directly prior to filing a dispute with your credit card company. You have thirty (30) days from receipt of an invoice or bill in which to initiate a dispute by emailing us at support@ujet.co, otherwise you agree that you have waived all rights with respect to the time period for such billing/invoice. We will respond to any inquiry or dispute in a reasonable time, but until resolved, you agree to pay all invoices in a timely fashion, even those subject to dispute. You agree that you will initiate a dispute with us and seek resolution with us directly prior to filing a dispute with your credit card company.

BY USING THE SERVICE YOU AGREE NOT TO:

To provide certain components of the Service, we have integrated with certain third parties to provide background functionality upon which the Service relies to function properly, including but not limited to such service providers as Amazon Web Services, Twilio, Firebase, and others (“Service Providers”). High speed Internet and sufficient cellular connectivity are required for proper use and transmission of the Service. You, your users and your customers (as applicable) are responsible for procuring and maintaining the network connections that connect your systems and network to the Service, including the network connectivity of all mobile devices. We are not responsible for any compromise of data, including Materials transmitted across computer networks or telecommunications facilities (including but not limited to the Internet) which are not owned, operated or controlled by UJET. We assume no responsibility for the reliability or performance of any connections as described in this section. While the systems and services of the Service Providers are generally reliable and robust, we cannot guarantee that they will not fail in a manner that renders certain components or all of the Service unusable by you. UJET is not responsible for such failure and outages due to the failure of the systems or services of such Service Providers. UJETs sole liability and responsibility in the event of such failure is to work with the Service Providers to restore Service functionality in accordance with the SLA. UJET may provide tools through the Service that enable you to export information, including User Content, to third party services, including through features that allow you to link your account on UJET with an account on the third party service, such as Zendesk or Salesforce, or through our implementation of third party buttons (such as Facebook “like” or “share” buttons). By using one of these tools, you agree that we may transfer that information to the applicable third-party service. Third party services are not under our control, and we are not responsible for any third party service’s use of your exported information. The Service may also contain links to third-party websites. Linked websites are not under our control, and we are not responsible for their content.

You may terminate your account and subscription to the Service as of the end of your then current subscription term under the order form between you and UJET by emailing us at support@ujet.co on or prior to the date thirty (30) days preceding the end of such subscription term. Unless your account and subscription to the Service is so terminated, your subscription to the Service will renew for a subscription term equivalent in length to the then expiring subscription term. If you terminate your account, you remain obligated to pay all outstanding fees, if any, incurred prior to termination relating to your use of the Service. If you violate any provision of these Terms, your permission from us to use the Service will terminate automatically. In addition, UJET may in its sole discretion terminate your user account on the Service or suspend or terminate your access to the Service at any time for any reason or no reason, with or without notice. We also reserve the right to modify or discontinue the Service at any time (including by limiting or discontinuing certain features of the Service), temporarily or permanently, without notice to you. We will have no liability whatsoever on account of any change to the Service or any suspension or termination of your access to or use of the Service.

We reserve the right, at our discretion, to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. If a change to these Terms materially modifies your rights or obligations, you will be notified of the changes, and may be required to accept the modified Terms in order to continue to use the Service. Material modifications are effective upon your acceptance of the modified Terms. Immaterial modifications are effective upon publication. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.

 The Service is owned and operated by UJET. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service (“Materials”) provided by UJET are protected by intellectual property and other laws. All Materials included in the Service are the property of UJET or our third-party licensors. Except as expressly authorized by UJET, you may not make use of the Materials. UJET reserves all rights to the Materials not granted expressly in these Terms.

If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Service (“Feedback”), then you hereby grant UJET an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services.

You are responsible for your use of the Service, and you will defend and indemnify UJET and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “UJET Entities”) from and against every claim, liability, damage, loss, and expense, including reasonable attorneys' fees and costs, arising out of or in any way connected with: (a) your access to, use of, or alleged use of, the Service; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of that claim.

These Terms are governed by the laws of the State of California without regard to conflict of law principles. If a lawsuit or court proceeding is permitted under these Terms, then you and UJET agree to submit to the personal and exclusive jurisdiction of the state courts and federal courts located within San Francisco County, California for the purpose of litigating any dispute. We operate the Service from our offices in California, and we make no representation that Materials included in the Service are appropriate or available for use in other locations.

These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and UJET regarding your use of the Service. Except as expressly permitted above, these Terms may be amended only by a written agreement signed by authorized representatives of all parties to these Terms. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. If any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect. Upon termination of these Terms, Sections 2 through 4, and 6 through 22, along with the Privacy Policy and any other accompanying agreements, will survive.

By using the Service, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.

The Service is offered by UJET, Inc., located at 717 Market Street, Suite 650, San Francisco, CA 94103. You may contact us by sending correspondence to that address or by emailing us at support@ujet.co.

If you are using our mobile SDK on an iOS device, the terms of this Section 24 apply. You acknowledge that these Terms are between you and UJET only, not with Apple, and Apple is not responsible for the Service or its content. Apple has no obligation to furnish any maintenance or support services with respect to the Service. If the Service fails to conform to any applicable warranty, you may notify Apple and Apple will refund any applicable purchase price for the mobile SDK to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation with respect to the Service. Apple is not responsible for addressing any claim by you or any third party relating to the Service or your possession or use of the Service, including: (a) product liability claims; (b) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement or discharge of any third party claim that the Service or your possession and use of the mobile SDK infringe that third party’s intellectual property rights. You agree to comply with any applicable third party terms when using the Service. Apple and Apple’s subsidiaries are third party beneficiaries of Section 11 of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce this Section 11 of these Terms against you. You hereby represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

UJET will use commercially reasonable efforts to make the UJET Technical Services available 99.95% of the time. In the event UJET does not meet the goal of 99.95% Technical Services availability in a given calendar month (“Monthly Uptime Percentage”), you will be eligible to receive a Service Credit as described below.

The following capitalized terms shall be given the meaning set forth below:

To apply for a Service Credit, the customer must submit a ticket via support@ujet.co within 30 days of the month in which the Unavailable Time occurred. The email must include (i) "SLA Claim" as the subject of the email; (ii) the dates and times of the Unavailable Time for which you are requesting credit; and (iii) any applicable information that documents the claimed outage.

Notwithstanding anything to the contrary, no Unavailable Time shall be deemed to have occurred with respect to any unavailability, suspension or termination of the UJET Technical Services, or any other UJET Technical Services performance issues, that (i) are caused by factors outside of UJET’s reasonable control, including, without limitation, any force majeure event, carrier related problems or issues, or Internet access or related problems beyond the demarcation point of UJET or its direct hosting subcontractors (i.e. beyond the point in the network where UJET maintains access and control over the UJET Service); (ii) result from any actions or inactions of Customer or any third party (other than UJET’s direct hosting subcontractor); (iii) result from applications, equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within UJET’s direct control); or (iv) arise from UJET’s suspension and termination of Customer’s right to use the UJET Service in accordance with the Terms, (v) scheduled maintenance; or (vi) problems or issues related to alpha, beta or not otherwise generally available UJET features or products (collectively, the “Exclusions”).

Service Credits shall be your sole and exclusive remedy for any unavailability or non-performance of the UJET Service or other failure by us to provide the UJET Service.