CLIENT TERMS & CONDITIONS
These are Referrizer’s Terms and Conditions. Please review it carefully. By accessing or using any of our websites or services, you are agreeing these terms.
The Terms of Service (“Terms”) applies to all access to or use of the Referrizer websites, offerings, and services (collectively, “Services”). The Services are described in more detail in Section 3. Referrizer provides you with these Services subject to your acceptance, without any modifications of the Terms, as well as any other operating rules and policies that Referrizer publishes on its website, such as our privacy policies (collectively, the “Agreement”). By accessing one of our Services, you represent that you have reached the age of majority for where you live or that you have had a parent or legal guardian consent to be bound by these Terms.
PLEASE REVIEW THIS AGREEMENT CAREFULLY. BY ACCESSING OR USING ONE OF REFERRIZER’S SERVICES, YOU ACCEPT THE TERMS OF THIS AGREEMENT AND IT BECOMES A LEGALLY BINDING COMMITMENT BETWEEN YOU AND REFERRIZER. IF YOU DO NOT AGREE WITH ANY PORTION OF THE AGREEMENT OR IF YOU DO NOT INTEND TO USE THE SERVICES IN ACCORDANCE WITH THESE TERMS, YOU MAY NOT ACCESS OR USE ANY REFERRIZER SERVICE; YOU SHOULD LEAVE THIS WEBSITE IMMEDIATELY BY CLOSING YOUR INTERNET BROWSER WINDOW.
We reserve the right to change these Terms from time to time, and any revised Terms will supersede prior versions. Any updates to these Terms shall be posted on this website. You acknowledge your responsibility to review our Terms from time to time and to be aware of any such changes. By continuing to use any of the Referrizer Services after we post any such changes, you accept the revised Terms.
- The Parties
2.1. Definitions. In this Agreement, “we,” “us,” or “our” refers to Referrizer. “You,” “your,” and “Customer” refers to you personally, unless you are accessing or using our Services on behalf of an organization that does not have an existing contract with Referrizer that governs your actions. If the latter is the case, you are accepting the Terms for that organization and representing that you have the authority to bind the organization to the Terms; as such, “you,” “your,” and “Customer” will refer to the organization. If the organization already has a separate contract with Referrizer that covers your access and use of our Services, however, the contract will govern, as opposed to these Terms.
2.2. Affiliates. In this Agreement, an affiliate is an entity or person that controls a party, is controlled by a party, or is under common control with a party (such as a subsidiary, parent company, or employee). Each party to this Agreement will be responsible for the acts and omissions of their affiliates in connection with this Agreement.
- The Services
When we refer to our Services in the Terms, we are referring to any of our platform services, including our programs, features, websites, account portals, and technical support. The Terms apply equally to any rebranded or white label version of Referrizer’s platform services.
- Service Availability
Services described on the Referrizer Sites may or may not be available in all countries or regions of the world.
We transmit messages (through email and text) initiated by you or sent to you by others through different routes, and the level of reliability and support for special features varies according to the route. Referrizer is not responsible for the final delivery of any communication initiated through Referrizer’s Services.
While Referrizer shall use commercially reasonable efforts to transmit your messages to the applicable downstream network for final delivery to your designated recipients as fast as possible, we cannot guarantee a specific maximum delivery time. Such times depend on various network and system-related factors among the various entities involved in the transmission of your messages and broadcasts across the public switched telephone network and/or Internet. You should know that communications carriers assign text messages with a default lifetime and any message that cannot be delivered successfully within the lifetime assigned to it will be discarded by the communications carrier without any notice. Referrizer is not liable for any loss incurred by the failure of a message to be delivered, and you acknowledge that damages for financial or other loss resulting from delivery failure cannot be claimed from Referrizer for any such non-deliveries. Furthermore, you agree that message contents are deemed to have zero value.
You are responsible for obtaining and maintaining all computer hardware, software, and communications equipment needed to access the Services and for paying all access charges (e.g., Internet Service Provider, telecommunications) incurred while using the Services.
- Deletion of Your Data.
While our platform hosts some Customer data, the continued hosting and storage of your data is not guaranteed by us. Except as otherwise agreed between us in writing, we may occasionally delete your data, and we will not be liable for any damages, losses, or other consequences that you may incur as a result.
We may make additional features and products offered by third-parties (“Add-ons”) available on our Services. Your use of Add-ons available through our Services is subject to these Terms.
- Your Account
Before you can use our Services, you must first create an account and provide us with some basic information, such as your full name, telephone number, email address, and account password. All information that you provide about yourself while maintaining a Referrizer account must be accurate, complete, and current.
You are solely responsible for all use (whether authorized or not) of our Services under your account(s). You are also solely responsible for all access to and use of your account, and for all acts and omissions of anyone that has access to it. Additionally, you agree to notify Referrizer of any known or suspected unauthorized use(s) of your user account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your username or password. We will not be liable for any loss or damage arising from unauthorized use of your account.
Any suspected fraudulent, abusive, or otherwise illegal activity related to our Services may be grounds for suspension or termination of your user account, in Referrizer’s sole discretion, and you may be reported to appropriate law-enforcement agencies.
- Your Use of Our Services Must Comply with the Law
You agree to use the Referrizer Services in accordance with all applicable guidelines, as well as all state and federal laws that the Services are subject to. In order to confirm your compliance with these Terms, so as to ensure that Referrizer is complying with national and international laws, we may, from time to time, periodically check the messages that you send.
8.1. Compliance with the Law. You represent and warrant that the owners of the phone numbers you initiate messages to through the Referrizer Services have consented or otherwise opted-in to the receipt of such messages as required by any applicable law or regulation. You agree that you will adhere to the Consumer Best Practices Guidelines promulgated by the Mobile Marketing Association, if it is applicable to your messages.
You further agree that any individuals requesting opt-out status shall be immediately unsubscribed (if they haven’t done that by proposed means, established to be automated by Referrizer) and you further agree that you will not initiate any further messages to any individuals after they request opt-out status.
8.2. Agreement to Learn About and abide by the Relevant Laws. You agree to familiarize yourself with and comply with all applicable local, state, national, and international laws and regulations pertaining to your use of our Services. You are solely responsible for all acts or omissions that occur under your account, including, without limitation, the content of the messages that you create and initiate through our Services. The Telephone Consumer Protection Act (TCPA), Federal Trade Commission and Federal Communications Commission rules, the National DNC list registry rules, and various state laws, rules, and regulations place certain restrictions on text messaging. Without limiting the above stated, you agree to familiarize yourself with the legal requirements triggered by any messages, calls, broadcasts, and campaigns transmitted through the Referrizer Services by visiting the following websites:
Federal Trade Commission, https://www.ftc.gov
Federal Communications Commission, https://www.fcc.gov/
National Do Not Call (DNC) Registry, https://www.donotcall.gov
Referrizer does not interpret any laws, rules, or regulations. This information is provided solely as a courtesy, and it is not intended to replace your responsibility to familiarize yourself with and abide by the legal requirements pertaining to your messages, and campaigns prior to using the Referrizer Sites or Services. You are ultimately responsible to make your own informed decisions regarding your messages and campaigns.
8.3. Prohibited Uses of Our Services. You accept that our Services are provided for professional use only, and you agree that your use of our Services shall not include:
- Sending unsolicited marketing messages (i.e., spam);
- Sending any prohibited calls to life-line services, such as hospitals, fire, police, 911, or utility- related telephone numbers;
- Using strings of numbers, as it is unlawful to engage two or more lines of a multi-line business;
- Harvesting, or otherwise collecting, information about others without their consent;
- Misleading others as to the identity of the sender of your messages or s by creating a false identity, impersonating the identity of someone/something else, or by providing contact details that do not belong to you;
- Transmitting, associating, or publishing any unlawful, racist, harassing, defamatory, abusive, threatening, demeaning, immoral, harmful, vulgar, obscene, pornographic, or otherwise objectionable material of any kind;
- Transmitting any material that may infringe upon the intellectual property rights of third parties, including trademarks, copyrights, and right of publicity;
- Transmitting any material that contains viruses, trojan horses, worms, time bombs, cancel-bots, or any other harmful or deleterious programs;
- Interfering with, or disrupting, networks connected to the Services or violating the regulations, policies, or procedures of such networks;
- Interfering with, or disrupting, networks connected to the Services or violating the regulations, policies, or procedures of such networks;
- Interfering with another’s use and enjoyment of our Services;
- Engaging in any other activity that Referrizer believes could subject it to criminal or civil liability.
Referrizer will not be liable for any misuse of the Services by you. You further agree that Referrizer is, under no circumstances, responsible for the contents and/or accuracy of your messages that Referrizer will only transmit them on a basis of good faith that you use the Services in accordance with these Terms.
- Other Limitations
The following is a list of prohibitions and limitations on your use of our Services.
9.1. Use for Emergency Services Prohibited. You will not attempt to use our Services to access or allow access to Emergency Services.
9.2. Reverse Engineering Our Software Prohibited. Except as allowed by applicable law, you will not reverse engineer, decompile, disassemble, derive, or otherwise create, attempt to create or derive, or assist anyone else to create or derive the source code of any software provided in connection with our Services.
9.3. Right to Reclaim Phone Numbers. We reserve the right to reclaim any phone number from your account and to return that number to the relevant numbering plan if your account is suspended for failure to pay or for suspected fraud, as well as if your free trial account is unutilized for more than thirty (30) days.
9.4. Referrizer Is Customer of Record. You acknowledge that Referrizer is the “customer of record” for all phone numbers provided as part of our Services. As the customer of record, we have certain rights with respect to porting phone numbers. You understand and agree that you may use the phone numbers provided as part of our Services subject to these Terms. Unless otherwise required by law, we reserve the right to refuse to allow you to port away any phone number in our sole discretion.
- Content Submission
10.1. Confidential or Proprietary Information. You agree that any information or materials that you or individuals acting on your behalf provide to Referrizer (other than information required for your use of the Services as contemplated herein) will not be considered confidential or proprietary. Furthermore, except as otherwise required for your use of the Services as contemplated herein, you should not send any confidential or proprietary information to Referrizer via the Referrizer Sites or the email addresses referenced on the Referrizer Sites.
10.2. Your Rights in the Information. In connection with such information and materials, you warrant and represent to Referrizer that you have all rights, title, and interests necessary to provide such content to Referrizer and that your provision of the content to Referrizer does not infringe any third party’s proprietary or personal rights, including, but not limited to, any trademark, copyright, patent, or trade secret. By providing any such information or materials to Referrizer (other than information required for your use of the Services as contemplated herein), you grant to Referrizer an unrestricted, irrevocable, worldwide, royalty-free, perpetual license to use, reproduce, display, publicly perform, transmit, make derivative works of, and distribute such information and materials. You further agree that Referrizer is free to use any ideas, concepts, or know-how that you or individuals acting on your behalf provide to Referrizer.
11.. Communications About Referrizer Services
11.1. Updates. Any email addresses submitted when registering for a new account to use Referrizer Services are automatically added to the Referrizer database and used to send you updates. To unsubscribe from any Referrizer, please use the proposed link to do so or email firstname.lastname@example.org from the email address you want unsubscribed and ask to unsubscribe.
11.2. Communications About Our Services. By creating an account with Referrizer, you agree that Referrizer may contact you via calls, text messages, or email to provide you with information about your account, transactions, and/or the Referrizer Services requested by you.
You agree to pay monthly subscription fee using your credit card or ACH Debit Authorization Form, as well as not to terminate your authorization for charges to credit card or ACH Authorization form until all fees are paid in full under the terms of this agreement unless mutually agreed upon by both parties.
You understand and accept that service will be interrupted should you become defaulted in paying fees after a 10 day grace period. You agree to bring all fees updated before service will resume.
Referrizer shall not be responsible for any errors or transmission failures with regard to the charging and collection of funds from your indicated payment method, nor for any actions taken by the provider of the payment method you choose (which could include refusal to authorize the charge). In addition to these Terms, any payments made by you may be subject to the agreement between you and the provider of the payment method.
14.1. Using Text Credits. Text Credits are paperless vouchers that are included in some Referrizer plans or are additionally purchased by you. They facilitate the transmission of the Referrizer Texting Services where 1 credit equals 1 text message (within the character limit provided). The amount of credits required for each transmission of our Services will depend on the length of the text (number of characters) and any special characters you use. The submission of a seemingly-valid message will cause an associated quantity of credits to be debited from your account, and you can obtain the real-time status of your account at any time through the online interface. Additionally, any variables you use, such as First Name, for example, will cause the variation in the character count and may impact the final number of credits used. The price of additional credits may change over time as the cost of transmission changes. The pricing information, however, will be made known through the Referrizer platform before you make a purchase.
14.2. Expiration of Credits. Credits purchased as a part of a package or monthly plan and not used within the month of purchase expire at the end of the month. Individual additional credits purchased through your account do not expire.
14.3. Right to Offer Customized Plans. Notwithstanding the above, we may, in our sole discretion, offer customized plans that provide for individualized terms concerning credit expiration, billing cycles, account maintenance fees, and other agreed-upon terms. We reserve the right to do so without publicly listing the pricing for these customized plans on our Sites.
- Fee Disputes
You must notify us in writing if you dispute any portion of any fees paid or payable by you under this Agreement. You must provide that written notice to us within ninety (90) days of the applicable charge, and we will work together with you to promptly resolve the applicable dispute. If you do not provide us with this written notice of your fee dispute within this 90-day period, you will not be entitled to dispute any fees paid or payable by you.
- No Warranty; Limitation of Liability
Referrizer reserves the right to modify, suspend, or discontinue the offering of any of the Referrizer Services at any time and for any reason without prior notice. Further, while Referrizer utilizes electronic and physical security to reduce the risk of improper access to or manipulation of data during transmission and storage, we cannot guarantee the security or integrity of the data and shall not be liable for breaches of security or integrity, third-party interception in transit, or any damage caused to your computer or other property by your use of the Referrizer Services.
You acknowledge that text messages are transmitted unencrypted and that eavesdropping of communications by third parties is possible. Referrizer recommends that you ensure sensitive and valuable information is communicated by a protected and/or encrypted method.
Referrizer shall use commercially reasonable efforts to make access to the Services available through the required access protocols, but makes no warranty or guarantee that (i) the Services will be available at any particular time; or (ii) you will be able to access the Services at any particular time or from any particular location. Referrizer will not be liable for any act or omission of any other company or companies furnishing a portion of the Services (including, without limitation communications carriers or ISPs); for any act or omission of a third party (including those vendors participating in Referrizer offerings made to you); for equipment that we do not furnish; or for damages that result from the operation of customer-provided systems, equipment, facilities, or services that are interconnected with the Service.
NOTWITHSTANDING ANYTHING CONTAINED HEREIN TO THE CONTRARY, THE REFERRIZER SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT ANY WARRANTIES OR CONDITIONS WHATSOEVER, EXPRESS OR IMPLIED. NOTWITHSTANDING THE FOREGOING OR ANY STATEMENT TO THE CONTRARY CONTAINED IN THESE TERMS,REFERRIZER DOES NOT WARRANT THAT THE USE OF THE REFERRIZER SERVICES WILL BE UNINTERRUPTED OR ERROR FREE, INCLUDING, BUT NOT LIMITED, TO ANY INTERRUPTIONS TO THE SERVICES CAUSED BY THE INTENTIONAL AND/OR MALICIOUS ACTS OF THIRD PARTIES (E.G., HACKING), NOR SHALL REFERRIZER BE RESPONSIBLE FOR ANY DATA LOSS OR LOSS OF ANY INFORMATION IN YOUR ACCOUNT, REGARDLESS OF THE CAUSE. REFERRIZER ALSO MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE RESULTS THAT MAY BE OBTAINED FROM YOUR USE OF THE SERVICES OR THAT THE REFERRIZER SERVICES WILL MEET ANY OF YOUR SPECIFIC REQUIREMENTS OTHER THAN AS MAY BE EXPRESSLY SET FORTH IN THESE TERMS.
REFERRIZER SHALL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY DAMAGES ARISING FROM LOSS OF USE OR LOST BUSINESS, LOSS OF OPPORTUNITY, LOSS OF REVENUE, LOSS OF ACTUAL OR ANTICIPATED PROFITS, LOSS OF DAMAGE TO OR CORRUPTION OF DATA OR LOSS OF GOODWILL), OR FOR ANY COST OF PROCUREMENT OF SUBSTITUTE SERVICES ARISING IN CONNECTION WITH THESE TERMS, WHETHER IN AN ACTION IN CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR OTHER ACTIONS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOUR USE OF THE REFERRIZER SERVICES RESULTS IN THE NEED FOR SERVICING OR REPLACING OF EQUIPMENT, SOFTWARE, OR DATA, REFERRIZER IS NOT RESPONSIBLE FOR THOSE COSTS. REFERRIZER’S TOTAL LIABILITY ARISING OUT OF YOUR USE OF THE REFERRIZER SERVICES FOR DIRECT DAMAGES SHALL NOT, IN THE AGGREGATE, EXCEED AN AMOUNT EQUAL TO THE MONTHLY TRANSACTION FEE PAID BY YOU TO REFERRIZER HEREUNDER.
- User Warranties; Indemnification
You warrant and represent to Referrizer that you have all necessary rights, power, and authority to agree to these Terms and perform your obligations hereunder and that nothing contained in these Terms or in the performance of these obligations will place you in breach of any other contract or obligation. You further warrant and represent that you are and shall at all times remain in full compliance with all applicable laws, rules, and regulations with regard to your use of the Referrizer Services, including, without limitation, the TCPA, the Telemarketing Sales Rule, the Controlling the Assault of Non-Solicited Pornography and Marketing (CAN-SPAM) Act of 2003, and all other laws and regulations concerning privacy, telemarketing, and Internet marketing.
You agree to indemnify and hold harmless Referrizer and our affiliates, as well as each of their respective officers, directors, shareholders, employees, agents, contractors, representatives, content providers, and service providers, from and against any and all losses, claims, obligations, liabilities, damages, settlements, costs, and expenses (including, but not limited to, consequential damages, incidental damages, special damages, disbursements, and attorneys’ fees, including attorneys’ fees incurred from counsel selected by Referrizer in its sole discretion) arising from or relating to any actual or threatened claim, suit, action, proceeding, third-party discovery demand, governmental investigation, or enforcement action based upon or arising out of your activities under these Terms or your acts or omissions in connection with any use by you, an account belonging to you, or a computer under your control, of the Referrizer Services. You acknowledge and agree to be held liable for any and all damages caused to Referrizer by you as a direct result of any violation of local, state, national, or international laws or regulations, including, but not limited to, those damages arising from your fraudulent, intentional, or unintentional harm, disability, unauthorized use of, or destruction to any and all equipment, licensing, and/or services provided by Referrizer to you.
You agree to cooperate as fully as reasonably required in the defense of any claim, suit, action, proceeding, third-party discovery demand, governmental investigation, or enforcement action.
We reserve the right, at your expense, to assume the exclusive defense and control of any matter in which you are a named party and in which we would otherwise subject to indemnification by you. You will also be liable to us for any costs and attorneys’ fees we incur to successfully establish or enforce our right to indemnification under this Section.
- Termination, Cancellation, and/or Suspension by Referrizer
If you breach these Terms at any time, we may elect to suspend, terminate, and/or cancel your use of the Services and/or recover any damages from you arising from the event(s) giving rise to the suspension, termination, or cancellation. We reserve the right to suspend the Services at any time and for any reason we may deem necessary to continue to provide our Services in a way that may be hindered by your status as one of our clients, your financial status, or the content of the messages or broadcasts originating from you.
Upon any such termination, cancellation, and/or suspension, you are still responsible for any obligations then accrued. Your obligation to pay all amounts accrued and owed by you shall continue even after any suspension or cancellation of your access to the Services (in whole or in part). Upon termination, for any reason, you agree to immediately cease using the Services and Referrizer shall have no obligation to you after any termination or cancellation of these Terms. Should such a termination take place when you still have credits in your account, you shall receive back, at our discretion, a fair monetary value of such credits, save any expenses that may be incurred by Referrizer, including, without limitation, the payment of transfer duties, legal costs, third-party costs, and penalties.
The provisions regarding ownership, payments, warranties, and indemnifications will survive any suspension, termination, or cancellation of your use of our Services.
- Termination by You
You are free to terminate or cancel your use of the Services at any time.
19.1. Money Back Guarantee
You have a right to receive full 100% refund for setup fee and first month if account is cancelled within first 7 days signing up for the program. After 7 days, you can still cancel the account, but no refund will be issued.
- Links to Other Websites
The Referrizer Sites may contain links to third-party websites. These links are provided solely as a convenience to you and not as an endorsement by Referrizer of the contents on such third-party websites. Referrizer is not responsible for the content of linked third-party websites and does not make any representations regarding the content or accuracy of materials on such third-party websites. If you decide to access linked third-party websites, you do so at your own risk.
Referrizer cannot ensure that you will be satisfied with any products or services that you purchase from a third-party website that links to or from the Referrizer Sites, since these websites are owned and operated by independent third parties. Referrizer does not endorse any of the products/services, and Referrizer has not taken any steps to confirm the accuracy or reliability of any of the information contained on such third party websites.
Furthermore, Referrizer does not make any representations or warranties as to the strength of the security practices for storing any information (including, without limitation, credit card and other personal information) you might be requested to give any third party, and you hereby irrevocably waive any claim against us with respect to such websites. Referrizer strongly encourages you to make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties.
Referrizer consents to your use of links to the Referrizer Sites that conform to the following requirements. The appearance, position, and other aspects of any link to the Referrizer Sites may neither create the false appearance that an entity or its activities or products are associated with or sponsored by Referrizer nor be such as to damage or dilute the goodwill associated with the name and trademarks of Referrizer or its affiliates. Moreover, Referrizer reserves the right to revoke this consent to link at any time in its sole discretion, without notice.
- Security Rules
You are prohibited from violating or attempting to violate the security of the Referrizer Services and from using them to violate the security of other websites by any method, including, without limitation: (a) accessing data not intended for you or logging into a server or account that you are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of a system or network or to breach security or authentication measurers without proper authorization; (c) attempting to interfere with service to any user of the Referrizer Services, host, or network, including, without limitation, by means of submitting a virus to, overloading, “flooding,” “spamming,” “mailbombing,” or “crashing” the Referrizer Sites; (d) sending unsolicited e-mail, including promotions and/or advertisements of products or services; or (e) forging any Referrizer packet header or any part of the header information in any e-mail, instant message, text message, or newsgroup posting.
Violations of system or network security may result in civil or criminal liability. We may investigate violations of these Terms, and may involve and cooperate with law enforcement authorities in prosecuting Referrizer Customers who are involved in such violations.
- Force Majeure
Referrizer shall not be liable for any failure or delay in performing our obligations hereunder, if such failure or delay is caused by fire, flood, earthquake, elements of nature or acts of God, acts of war, insurrection, terrorism, strike, failure or downtime of any telecommunications line and/or unavailability of any telecommunications or Internet facilities, power failure, governmental restrictions, any court order, compliance with any law, regulation, order of any governmental authority, or any other cause beyond the reasonable control of Referrizer. In addition, Referrizer shall be so excused in the event that it is unable to acquire from its usual sources, and on terms it deems to be reasonable, any material necessary for the performance of our Services.
This contract is governed and interpreted under the laws of the State of Florida.
This Agreement constitutes the entire Agreement between the parties and supersedes any previous agreements and there are no further items or provisions, either oral or otherwise.