Terms And Conditions
Acceptance Of Terms
UTalk provides services to you subject to the following Terms of Service (TOS), which may be updated periodically. Updates will take effect when posted on our website. Registration Data and certain other information about you is subject to our Privacy Policy . You understand that through your use of UTalks service you consent to the collection and use (as set forth in the Privacy Policy) of this information. UTalk provides users with a platform, to send text messages, voice messages and images to users through any various medium or device now known or hereafter developed and to use location based services (the Service). You understand and agree that the Service is provided AS-IS and that UTalk assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings. You are responsible for obtaining access to the Service and acknowledge that such access may involve third-party fees (such as Internet service provider or airtime charges). You are responsible for those fees and charges that we may notify to you. If we terminate your access to the Service because of your breach of these TOS you will not be entitled to any refund of fees or other charges. In addition, you must provide and are responsible for all equipment necessary to access the Service.
Your Registration Obligations
You agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Services registration process and (b) maintain and promptly update the registration data to keep it true, accurate, current and complete. If you provide any information that is false, untrue, inaccurate, not current or incomplete, or UTalk has reasonable grounds to suspect that such information is false, untrue, inaccurate, not current or incomplete, UTalk has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof).
Member Conduct
It is understood by you that all information, messages, data, text, software, sound, pictures, graphics, or other materials (Content), whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Content originated. This means that you, and not UTalk, are entirely responsible for all Content that you download, upload, post, email, transmit or otherwise make available via the Service. UTalk does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service, you may be exposed to Content that is offensive, indecent or objectionable. UTalk will not be liable for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content downloaded, uploaded, posted, emailed, transmitted or otherwise made available via the Service.
You agree to not use the Service to:
Download, upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libellous, invasive of anothers privacy, hateful, or racially, ethnically or otherwise objectionable;
Harm minors in any way;
Impersonate any person or entity, including, but not limited to, a UTalk staff member or volunteer, or falsely state or otherwise misrepresent your affiliation with a person or entity;
Forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service;
Download, upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or regulation or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
Download, upload, post, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright, privacy or other proprietary rights of any party;
Download, upload, post, email, transmit or otherwise make available any material that contains software viruses, bugs or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
Interfere/ disrupt the normal flow of dialogue, the Service/servers or networks connected to the Service.
Intentionally or unintentionally violate any applicable local, state, national or international law, regulation or code of practice.
Provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any illegal organization(s) talk, spam or otherwise harass another.
Collect or store personal data about other users for business purposes.
Run any automated systems, processes, scripts or bots for any purpose without the express written permission of UTalk.
You acknowledge that UTalk may or may not pre-screen Content, but that UTalk and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, take down or move any Content that is available via the Service. Without limiting the foregoing, UTalk and its designees shall have the right to remove any Content that UTalk or its designees consider to be in violation of these TOS or is otherwise objectionable.
You acknowledge, consent and agree that UTalk may access, preserve and disclose your account information and Content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary:
to comply with legal process;
to enforce these TOS;
to respond to claims that any Content violates the rights of third parties;
to respond to your requests for customer service;
to protect the rights, property or personal safety of UTalk, its users and the public; and
as otherwise specified in our Privacy Policy.
You understand that the Service and software embodied within the Service may include security components that permit digital materials to be protected, and that use of these materials is subject to usage rules set by UTalk and/or content providers who provide content to the Service.
Password And Security
Upon registration for the Service, you will be required to provide UTalk with your password and user name. You understand that you are solely responsible for maintaining the confidentiality of your password and user name and that you will be solely and fully responsible for all activities that occur under your password and user name. UTalk shall not be responsible for any damage, loss, claim or other liability that may arise from the unauthorized use of any password or user name. You agree to immediately notify UTalk of any unauthorized use of your password or user name or any other breach of security. If a password or user name is lost or stolen, it is your responsibility to change the password or user name, and immediately notify UTalk, so that your account remains both secure and functional.
UTalk Privacy Policy
Concerns about privacy are addressed in our Privacy Policy. By agreeing to these TOS, you agree that you have read, understand, and accept the terms and conditions of the Privacy Policy, which are incorporated herein by reference. You may also contact support@uTalk.com for further information.
Special Terms For International Use
Recognizing the global nature of the Internet, you agree to comply with all local rules, laws, regulations and codes of practice regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United Kingdom or the country in which you reside.
Content Submitted Or Made Available For Inclusion On The Service
UTalk does not claim ownership of Content you submit or make available for inclusion on the Service. With respect to Content you submit or make available for inclusion on publicly accessible areas of the Service you grant UTalk the worldwide, irrevocable, perpetual, royalty-free and non-exclusive license (together with the right to grant and authorize sublicenses) to use, distribute, reproduce, modify, adapt, prepare derivative works from, incorporate into other works, distribute, publicly perform and publicly display such Content. You agree to indemnify and hold UTalk and its subsidiaries, affiliates, officers, agents, employees, partners and licensors harmless against all and any liability, loss and damage, including attorneys fees, incurred by UTalk arising from any proceedings, actions claims or demands made by any third party due to or arising out of Content you submit, download, upload, post, transmit or otherwise make available through the Service, your use of the Service, your connection to the Service, your violation of these TOS, or your violation of any rights of another.
In-App themes/goods
The Service may include Premium features that may be purchased from UTalk for real world money if you are a legal adult in your country of residence. Virtual Goods may never be redeemed for real world money, goods or other items of monetary value from UTalk or any other party. Other than a limited, personal, revocable, non-transferable, non-sublicenseable license to use the Virtual Goods in the Service, you have no right or title in or to any such Virtual Goods appearing or originating in the Service, or any other attributes associated with use of the Service or stored within the Service. UTalk has the absolute right to manage, regulate, control, modify and/or eliminate such Virtual Goods as it sees fit in its sole discretion, and UTalk shall have no liability to you or anyone for the exercise of such rights. Transfers of Virtual Goods are strictly prohibited except where explicitly authorized within the Service. Outside of UTalk, you may not buy or sell any Virtual Goods for real world money or otherwise exchange items for value. Any attempt to do so is in violation of these Terms and may result in a lifetime ban from the UTalk Service and possible legal action. You agree that all sales of Virtual Goods are final. No refunds will be given, except in our sole and absolute discretion. All Virtual Goods are forfeited if your account is terminated or suspended for any reason, in UTalks sole and absolute discretion, or if UTalk discontinues providing the Service.
No Resale Of Service
You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.
General Practices Regarding Use And Storage
You acknowledge that UTalk may establish general practices and limits concerning use of the Service, including without limitation the maximum number of days that email/text/voice messages, or other uploaded Content will be retained by the Service, the maximum disk space allotted on UTalks servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Service in a given period of time. You agree that UTalk has no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by the Service.
Modifications To Service
UTalk reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that UTalk shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
Termination
You agree that UTalk may, under certain circumstances and without prior notice, immediately suspend or terminate your UTalk account, any associated email address, and access to the Service. Cause for such termination shall include, but not be limited to: breaches or violations of these TOS our Privacy Policy or other incorporated agreements or guidelines, requests by law enforcement or other government agencies, a request by you (self-initiated account deletions), discontinuance or material modification to the Service (or any part thereof), unexpected technical or security issues or problems, extended periods of inactivity, engagement by you in fraudulent or illegal activities (including the belief by UTalk that you are engaging in fraudulent or illegal activities). Termination or suspension of your UTalk account includes removal of access to all offerings within the Service. Any fees or charges due to UTalk at the date of termination shall be paid immediately.
UTalks Proprietary Rights
You acknowledge and agree that the Service and any necessary software used in connection with the Service (Software) contain proprietary and confidential information that is protected by applicable intellectual property and other laws. UTalk grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software on a single computer, provided that you do not (and do not allow or otherwise authorize any third party to) copy, modify, create a derivative work from, decompile, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, nor to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Service or any part of the Software. You agree not to access the Service by any means other than through the interface that is provided by UTalk for use in accessing the Service.
Limitation Of Liability
EXCEPT IN JURISDICTIONS WHERE SUCH PROVISONS ARE NOT PERMITTED YOU EXPRESSLY UNDERSTAND AND AGREE THAT UTALK AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF REVENUE, PROFITS, BUSINESS, GOODWILL, ANTICIPATED SAVINGS, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF UTALK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES), RESULTING FROM: THE USE OR THE INABILITY TO USE THE SERVICE; 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; UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR ANY OTHER MATTER RELATING TO THE SERVICE. NOTHING IN THESE TOS SHALL EXCLUDE OR LIMIT UTALKS LIABILITY FOR DEATH OR PERSONAL INJURY RESULTING FROM UTALKS NEGLIGENCE.
No Warranty
The Service is provided AS-IS. UTalk disclaims any warranty or condition of fitness for purpose, merchantability or non-infringement. In entering into these TOS you do not do so basis of, and do not rely on any representation, warranty or other provision except as expressly provided in these TOS and all conditions, warranties or other terms implied by law are excluded to the fullest extent permitted by applicable law. UTalk does not warrant that the provision of the Service will be fault free or uninterrupted.
Rights of third Parties
You agree that, except as otherwise expressly provided in these TOS, there shall be no third-party beneficiaries to these TOS.
Notice
UTalk may provide you with notices, including those regarding changes to these TOS, by email, regular mail or postings on our website.
Trademark Information
The UTalk logo, name, trademarks, service marks, product and service names (collectively trademarks) are trademarks of UTalk. Without UTalk prior permission in writing, you agree not to display or use them in any manner. Title to and ownership of the trademarks shall remain at all times with UTalk.
Injunctive Relief
You acknowledge that your breach or violation of these TOS may cause irreparable damage and harm to UTalk and other users of the Service and you hereby agree that UTalk shall be entitled to seek injunctive relief under these TOS as well as such further relief as may be granted by a court of competent jurisdiction in any jurisdiction. If UTalk seeks injunctive relief UTalk shall be entitled to choose which governing law shall apply.
Law and Jurisdiction
Subject to the preceding section (Injunctive Relief), these TOS are governed by the laws of England and the parties submit to the exclusive jurisdiction of the English Courts.
Interactions With Other Users of the Service
You are solely responsible for the way you interact with other users of the Service.
Assignment
You may not assign or transfer any of your rights or obligations under these TOS without our prior written consent.
Entire Agreement
These TOS and our Privacy Policy represent the entire agreement and understanding in relation to the subject matter hereof and supersede all prior understandings and representations, whether written or oral.
No Waiver
Failure by UTalk to exercise or enforce any right conferred by these TOS shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement thereof or of any other right on any later occasion.
