DIGITAL PLAY DEPOT
TERMS OF SERVICE
Our Terms of Service was last updated on JULY 12, 2024.
Please take the time to carefully review these Terms of Service. Upon acceptance, these terms, along with our
Privacy Policy
, and Affiliate Agreement (collectively referred to as the "Terms"), establish a legally binding agreement between you (or the business entity you represent) and
Digital Play Depot ,. and its respective officers, directors, successors, and assigns (referred to as "Digital Play Depot ," "we," or "us").
These Terms govern your access to and use of the platform, as well as any other interactions with
Digital Play Depot related to the platform.
If you do not agree to these terms, please refrain from accepting them, creating an account, or using the platform. In the event of any conflict between these Terms of Service and the additional agreements referenced herein, these Terms of Service shall prevail.
Digital Play Depot reserves the right to make changes to these Terms at any time.
All changes are effective immediately when posted. Your continued use of the Platform following the posting of any revised Terms constitutes your acceptance and agreement to the updated Terms.
You should consult a lawyer for legal advice to ensure your use of the Platform complies with these Terms and applicable law.
VISITORS TO OUR WEBSITE MAY HAVE ACCESS TO WEBSITE CONTENT SUBJECT TO THE FOLLOWING TERMS OF USE, WHICH CONSTITUTE A LICENSE GOVERNING YOUR USE OF THE WEBSITE AND ANY TRANSACTIONS THAT ARE INITIATED THROUGH THE WEBSITE. BY VISITING THE WEBSITE, YOU ARE CONSENTING TO THE FOLLOWING TERMS OF USE. THERE ARE PROVISIONS BELOW CONSTITUTING A WAIVER OF CERTAIN LEGAL RIGHTS. PLEASE READ ALL INFORMATION CAREFULLY.
In these terms and conditions, “We/us/our” means
Digital Play Depot. The “Website” means the website located at
(or any subsequent URL which may replace it) and all associated websites and micro-sites of the Company. “You/your” means you as a user of the Website.
By accessing and using the Website, you acknowledge that you have read, understood and agree to be bound by these Terms of Use and consent to our Privacy Policy. If you do not agree to any of the terms contained herein, then please do not use or access the Website.
To access or use the Website, you must be 18 years or older and have the requisite authority to enter into these Terms of service.
1.Use of Platform
1.1 Age Restrictions:
To utilize the Platform, you must be at least 18 years old. By agreeing to these Terms, establishing a Platform Account, or utilizing the platform, you affirm that you meet the age requirement. Creating a Customer account is prohibited unless you are at least 18 years old. If you are a parent or legal guardian allowing a person aged 13 to 18 (referred to as a "Minor") to create a Customer account and/or use the platform, you agree to: (i) oversee the Minor's usage of the Platform and their account; (ii) accept all associated risks and liabilities arising from the Minor's use of the Platform and their Customer account; (iii) confirm the suitability of Platform content for the Minor; (iv) ensure the accuracy of all information provided to us by the Minor; and (v) consent to, represent, and warrant on behalf of the Minor as stipulated in the Terms.
1.2. Platform Account Ownership.
Your use of the Platform is conditioned on your provision of complete, current, and accurate information when registering for a Platform Account. The Platform is intended for business use or in connection with an individual’s trade, craft, or profession. As the individual who accepts these Terms, you are the owner of the Platform Account unless You are acting on behalf of a business entity, in which case, the business entity is the owner of the Platform Account. If You accept these Terms on behalf of a business entity, You represent and warrant that you have the authority to bind the business entity to these terms.
1.3. Intended Use.
You and your customers are permitted to utilize the Platform solely for lawful purposes and in adherence to these Terms. You acknowledge and agree that neither you nor your customers will employ the Platform in any manner that breaches applicable laws or regulations or partake in any Prohibited Uses. Furthermore, you affirm and guarantee that:
(i) You and your customers will uphold all necessary licenses, permissions, authorizations, consents, and permits to fulfill the obligations outlined in these Terms; (ii) You bear full responsibility for your actions as well as those of your employees, agents, and customers who utilize the Platform; (iii) You bear full responsibility for your customers' use of the Platform;(iv) You, your employees, agents, and customers will refrain from misrepresenting the Platform or its Services; (v) You will distribute these Terms to your employees, agents, and customers, ensuring their understanding that they are bound by these Terms upon using or providing access to the Platform; (vi) You either own or have control over all rights to the content you furnish to
Digital Play Depot , including any code utilized for customizing the Platform for your customers; (vii) You are solely accountable for your usage of the Platform, including the quality and integrity of any data and information, including Information, provided to us by or on your behalf through the Platform; (viii) You, your employees, and your customers will cooperate reasonably with information requests from law enforcement, regulators, or telecommunication providers.
1.4. Privacy.
By utilizing the Platform and furnishing Information on or through it, you are consenting to
Digital Play Depot's utilization and disclosure of said Information in compliance with the Privacy Policy accessible herein and incorporated herein by reference. You acknowledge that
Digital Play Depot bears no responsibility or liability for the deletion or failure to store any Information or content maintained or transmitted through the Platform. When granting your customers access to the Platform, you are obligated to establish and uphold your own Privacy Policy, ensuring a level of protection at least equivalent to that provided by
Digital Play Depot . You must secure consent from your customers, affirmatively acknowledging their agreement to abide by your privacy policy. You guarantee that you have issued, and will continue to issue, adequate notices and have obtained, and will continue to obtain, the requisite permissions and consents to furnish your customers' data to us for utilization and disclosure in accordance with these Terms and our Privacy Policy.
1.5. Login Credentials.
You are accountable for safeguarding the confidentiality of your Login Credentials. All activities carried out using your Platform Account and Login Credentials, regardless of authorization, are your responsibility. Promptly inform
Digital Play Depot of any unauthorized access or use of your Platform Account or Login Credentials, or any security breaches.
Digital Play Depot retains the right to deactivate your Login Credentials at its discretion, with or without cause, especially if it deems that you have contravened any provision of these Terms. Platform Accounts cannot be transferred. It is incumbent upon you to implement measures to prevent unauthorized individuals from accessing your Platform Account with your Login Credentials.
1.6. Use of Communication Services.
The Platform may incorporate various communication features, such as SMS, MMS, email, and voice call capabilities. Should you utilize these features, you solely assume responsibility for all communications dispatched through the Platform, ensuring compliance with relevant laws governing such communications, such as the Telephone Consumer Protection Act ("TCPA") and the CAN-SPAM Act. You affirm and guarantee your understanding of these laws and your commitment to compliance.
Digital Play Depot bears no responsibility for your adherence to laws and does not assert that your utilization of the Platform will comply with any legislation.
Digital Play Depot functions solely as a technology platform for communication services. It does not originate, transmit, or deliver any communications via SMS, MMS, email, or any other communication method. You retain control over message content, timing, transmission, fraud prevention, and call blocking. All communications, whether SMS, MMS, email, or otherwise, are generated and initiated by you and/or your customers, either manually by you or automatically through the Platform under your direction.
1.7. Third Party Services.
The Platform may incorporate or provide access to Third Party Services.
Digital Play Depot holds no responsibility for the functionality or availability of Third Party Services. Should you choose to temporarily halt or delete parts or the entirety of your Platform Account, certain features or functionalities (like LeadConnector phone numbers or email services) may not be recoverable upon reactivation. If you pause any portion or the entirety of your Platform Account for more than thirty (30) days, and
Digital Play Depot continues to incur expenses on your behalf related to Third Party Services (such as costs associated with securing a specific phone number),
Digital Play Depot reserves the right, at its discretion and without liability, to release the phone number or delete parts or the entirety of your Platform Account.
Digital Play Depot relinquishes all liability concerning outages or downtime of Third Party Services.
1.8. Third Party Content.
The Platform may incorporate Third Party Content. Your utilization of Third Party Content is entirely at your discretion and risk. Any statements or opinions expressed in Third Party Content are solely those of the third party, and do not necessarily reflect the viewpoint of
Digital Play Depot.
Digital Play Depot bears no responsibility for Third Party Content and does not endorse, represent, or warranty it. Additionally,
Digital Play Depot assumes no liability, obligation, or responsibility for Third Party Content. It is your responsibility to ensure that your interactions or transactions with Third Party Content comply with these Terms and any applicable laws.
1.9. Customizations.
You have the option to modify certain sections of the Platform, incorporating your name, logo, trademark, and color scheme into your designated access area within the Platform. You bear sole responsibility for addressing any copyright, trademark, or other intellectual property issues associated with the customized appearance of the Platform for you and your customers. It's important to recognize that customization may not be possible to the extent that it gives the impression of being independently developed.
Digital Play Depot reserves the right to remove any of your modifications at any time without prior notice and without assuming liability.
1.10. Excessive Use Restrictions.
We offer access to the Platform through tiered pricing, where certain tiers can handle more data with minimal impact on performance. We hold no liability for any adverse effects on performance resulting from excessive data usage on your part. If, at the sole discretion of
Digital Play Depot, we determine that your data usage is excessive, abusive, or detrimental to the Platform in any manner, we may take the following actions:
Require you to upgrade your Services to sustain your activity levels if your data usage surpasses the intended capacity of your current Platform tier or if
Digital Play Depot's operational costs to support your Platform usage exceed the subscription price. Suspend or terminate your access to the Platform or Services. Decrease the amount of data you are permitted to use.
These measures are implemented to ensure the optimal functioning of the Platform and to maintain fair usage for all users.
1.11. Platform Updates.
Digital Play Depot reserves the right to make updates or changes to the Platform at any time, including changes that may affect the previous mode of operation of the Platform. You agree that your use of the Platform or purchase of Services is not contingent on
Digital Play Depot’s delivery or release of any functionality or feature, including but not limited to the continuation of a certain Service or any third-party services.
1.12. International Use.
If you are in an embargoed country or are a sanctioned person or entity, you are prohibited from using the Platform.
Digital Play Depot makes no representation that materials on the Platform are appropriate or available for use in locations outside the United States. Those who choose to access the Platform from other locations do so on their own initiative and at their own risk. If you choose to access the Platform from outside the United States, you are responsible for compliance with local laws in your jurisdiction, including but not limited to, the taxation of products purchased over the Internet. Any offer for any product, Services, and/or information made in connection with the Platform is void where prohibited.
2. Prohibited Uses
The following actions are considered Prohibited Uses of the Platform. Engaging in any Prohibited Use constitutes a significant breach of this Agreement, for which
Digital Play Depot reserves the right to immediately suspend or terminate your Platform Account in accordance with these Terms:
1. Using the Platform in a manner that violates any applicable law or regulation.
2. Exploiting, harming, or attempting to exploit or harm anyone through the use of the Platform.
3. Sending, receiving, uploading, downloading, or using any material that does not comply with these Terms.4. Transmitting or procuring the sending of any unlawful advertising or promotional material, including junk mail, chain letters, spam, or similar solicitations.5. Impersonating or attempting to impersonate
Digital Play Depot, a
Digital Play Depot employee, another user, or any other person or entity.
6. Engaging in any conduct that restricts or inhibits anyone's use or enjoyment of the Platform.7. Engaging in conduct that, as determined by
Digital Play Depot, may harm Platform users or
Digital Play Depot, or expose either to liability.8. Using the Platform in a manner that could disable, overburden, damage, or impair the Platform, or interfere with any other party's use of the Platform, including their ability to engage in real-time activities through the Platform.9. Using any robot, spider, or other automatic device, process, or means to access the platform for any purpose, including monitoring or copying any material on the Platform.10. Using any manual process to monitor or copy any material on the Platform or for any other unauthorized purpose without
Digital Play Depot’s prior written consent.11. Using any device, software, or routine that interferes with the proper working of the Platform.12. Introducing any viruses, Trojan horses, worms, logic bombs, or other malicious or technologically harmful material.13. Attempting to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Platform, the server on which the Platform is stored, any server, computer, or database connected to the Platform.14. Attacking the Platform via a denial-of-service attack or a distributed denial-of-service attack.15. Otherwise attempting to interfere with the proper working of the Platform.
3. Payment
a. Fees:
Your access to the Platform is contingent upon the timely payment of all applicable Fees. These Fees may change periodically. All Fees exclude Communication Surcharges, which you are responsible for paying. Communication Surcharges will be separately itemized on your invoice. Both Fees and Communication Surcharges are nonrefundable and will be charged to the credit card on file. Subscription Fees will be billed in advance. You agree to provide accurate billing information and promptly notify us of any changes within 10 days.
b. Noncancellable Fees:
Certain Services subscriptions may require a noncancellable minimum commitment. Fees for such commitments will continue until fulfilled. Fees for such non-cancellable minimum subscription commitments will continue to be automatically applied to your bill until the minimum commitment has been achieved.
c. No Mark Ups:
You are prohibited from marking up or increasing any
Digital Play Depot Fees passed on to your customers or third parties. You are solely responsible for all pass-through Fees and associated expenses, including refunds and chargebacks.d.
d. Taxes:
You are solely responsible for Taxes associated with your Platform usage and transactions with customers.
Digital Play Depot may collect Taxes from you as required by law or deemed appropriate. You will indemnify
Digital Play Depot for any Tax-related claims.
e. Overdue Amounts:
If your credit card declined payment for Services, we may suspend or terminate your Platform use and require payment via alternative means. You agree to reimburse us for expenses incurred in collecting overdue amounts.
f. Payment Disputes:
You must notify us within 60 days of invoiced Fees or charges you wish to dispute. Payment must be made while disputes are pending. You agree to act reasonably and cooperate in dispute resolution.
g. No Refunds or Credits:
Except as described below or required by law, all Fees assessed by
Digital Play Depot are non-refundable.
Digital Play Depot does not provide refunds for errors or omissions, or for partially used or unused Platform or Services subscriptions. Refunds or credits are at
Digital Play Depot 's discretion.
h. Cancellations:
You are responsible for canceling Services associated with your account. No refunds will be issued for failure to cancel Services.
No refunds will be provided for your failure to properly cancel the Services associated with your account.
i. Financial Transactions Responsibility:
You are solely responsible for all financial transactions you and your customers engage in on the Platform or using the Services, including transactions conducted using billing tools enabled by the Services.
You are exclusively responsible for all chargebacks related to activities of you and your customers, regardless of the reason for the chargeback.
4. Affiliate/INFLUENCER Program
Digital Play Depot offers an Affiliate/INFLUENCER Program under which customers may receive commissions for referring new accounts to
Digital Play Depot. Your participation in the Affiliate/INFLUENCER Program is subject to
Digital Play Depot’s approval and your acceptance of the Affiliate/INFLUENCER Agreement, a copy of which is available
here
and is incorporated herein by reference. You must establish a payment account linked to your
Digital Play Depot account in order to earn and receive commission payouts. Commissions may be forfeited if
Digital Play Depot is unable to submit payment to your payment account for any reason.
5. Intellectual Property
5.1. Platform Content.
The Platform and its content are owned by
Digital Play Depot or its licensors and are protected by copyright, trademark, and other intellectual property laws, unless otherwise specified. User Contributions, as defined below, are excluded from Platform Content.
Digital Play Depot grants you a personal, royalty-free, non-assignable, revocable, and non-exclusive license to access and utilize the Platform Content solely for making the Platform accessible to you and your customers. Any other usage, including reproduction, modification, distribution, transmission, republication, framing, display, or performance of Platform Content without prior permission from
Digital Play Depot , is strictly prohibited.
5.2.
Digital Play Depot Marks.
The
Digital Play Depot Pro Marks are trademarks and service marks owned by
Digital Play Depot and may only be used with prior written permission from
Digital Play Depot. This includes usage in connection with any product or service not provided by
Digital Play Depot, or in any manner likely to cause confusion, disparagement, discredit, or misrepresentation of
Digital Play Depot. You are prohibited from removing any
Digital Play Depot Marks or other proprietary notices, such as attribution information, credits, and copyright notices, placed on or near the Platform or Platform Content. Any mention of other products or company names on the Platform may be trademarks or service marks of their respective owners. It's possible that third-party websites may feature
Digital Play Depot Marks, with or without authorization, but such usage does not imply any approval, sponsorship, or endorsement by
Digital Play Depot.
5.3. User Contributions.
User Contributions are considered non-confidential and non-proprietary. By submitting User Contributions, you grant
Digital Play Depot our service providers, and each of their licensees, successors, and assigns, perpetual rights to use, reproduce, modify, perform, display, distribute, and disclose User Contributions to third parties for any purpose. Additionally, you grant
Digital Play Depot the right to utilize Your Information and User Contributions to enhance the Platform, develop new services, and improve
Digital Play Depot’s overall product offerings and business model.
Digital Play Depot assumes no responsibility or liability to any third party for the content or accuracy of User Contributions, nor do we endorse third-party User Contributions. We are not liable for any failure or delay in removing User Contributions that violate the Terms.
Digital Play Depot reserves the right to delete or remove any User Contributions that we deem to be in violation of these Terms, with or without notice, at any time and for any reason. By submitting User Contributions, you represent and warrant that: (i) you own or control all rights to the User Contributions and have the right to grant the license stated above; (ii) all of your User Contributions comply with these Terms; and (iii) you understand and acknowledge that you are responsible for the legality, reliability, accuracy, and appropriateness of your User Contribution.
5.4. Prohibited User Contributions.
You are not allowed to post User Contributions on the Platform that: (i) Violate any laws, are threatening, abusive, harassing, defamatory, deceptive, fraudulent, tortious, invade another’s privacy, or contain graphic descriptions of sexual or violent content; (ii) Target, harass, degrade, or intimidate individuals or groups based on religion, gender, sexual orientation, race, ethnicity, age, disability, or any other characteristic; (iii) Infringe upon any patent, trademark, trade secret, copyright, right of publicity, or other proprietary or intellectual property right of any party; (iv) Compromise the security of, breach, or provide access to secured or protected areas of the Platform, or attempt to access other networks or servers through your Platform account.
6. Copyright; Digital Millennium Copyright Act.
If you suspect that your copyrights have been infringed upon or your intellectual property rights have been violated through the use of our Platform by a third party, please notify us of your infringement claim following the procedure outlined below.
We will promptly investigate and address notices of alleged infringement and take appropriate actions in accordance with the Digital Millennium Copyright Act (“DMCA”) and other relevant intellectual property laws regarding any alleged or proven infringement.
To submit a notification of claimed copyright infringement, please email [email protected] with the subject line “DMCA Takedown Request” and send a physical copy to the designated copyright agent address provided below.
Our designated copyright agent to receive DMCA Notices is:
Digital Play Depot
Attention: Copyright Agent
P.O. BOX 20432
Colorado City, CO
81019
For the notification to be effective, it must be in writing and include the following details:
An electronic or physical signature of the individual authorized to act on behalf of the copyright or intellectual property owner.
A description of the copyrighted work or intellectual property you claim has been infringed.
Specific details about where the allegedly infringing material is located on the Platform.
Your contact information, including your address, phone number, and email address.
A statement affirming that you have a genuine belief that the disputed use is not authorized by the copyright or intellectual property owner, their agent, or the law.
A declaration, made under penalty of perjury, that the information provided in your notice is accurate, and that you are either the copyright or intellectual property owner or authorized to act on their behalf.
Counter-Notice:
If you believe that your User Contribution, which was removed or disabled, is not infringing or that you have the necessary authorization from the copyright owner, their agent, or the law to upload or display the content, you may submit a written counter-notice with the following information to the Copyright Agent mentioned above:
Your physical or electronic signature.Identification of the removed or disabled content and its previous location.
A statement asserting that you believe in good faith that the content was removed or disabled due to a mistake or misidentification.
Your name, address, telephone number, email address, and a statement indicating your acceptance of service or process from the person who provided notification of the alleged infringement.
Upon receiving a counter-notice, our copyright agent will forward a copy to the original complainant, notifying them that
Digital Play Depot has received the counter-notice.
The removed content may be reposted or access to it restored within 10 business days unless the copyright owner files a court order against the content provider, member, or user. In such cases, reposting or restoration of access may occur within 10 to 14 business days or more following receipt of the counter-notice, at our discretion.
We reserve the right to restrict access to the Platform and/or terminate the account of any user found to be infringing upon the intellectual property rights of others, at our sole discretion.
7. Disclaimers
THE PLATFORM IS PROVIDED ON AN “AS IS'' AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. YOUR USE OF THE PLATFORM IS AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH ACTIVITIES. YOU AGREE THAT
Digital Play Depot HAS NO RESPONSIBILITY OR LIABILITY FOR THE DELETION OR FAILURE TO STORE ANY INFORMATION OR CONTENT MAINTAINED OR TRANSMITTED ON OR THROUGH THE PLATFORM.WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT:
(A)
THE PLATFORM WILL MEET YOUR REQUIREMENTS,
(B)
THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE,
(C)
THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PLATFORM WILL BE EFFECTIVE, ACCURATE OR RELIABLE, OR
(D)
THE QUALITY OF THE PLATFORM WILL MEET YOUR EXPECTATIONS OR BE FREE FROM MISTAKES, ERRORS OR DEFECTS. YOU ACKNOWLEDGE THAT THE INTERNET AND TELECOMMUNICATIONS PROVIDERS’ NETWORKS ARE INHERENTLY INSECURE.
ACCORDINGLY, YOU AGREE THAT
Digital Play Depot IS NOT LIABLE FOR ANY CHANGES TO, INTERCEPTION OF, OR LOSS OF YOUR DATA WHILE IN TRANSIT VIA THE INTERNET OR A TELECOMMUNICATIONS PROVIDER’S NETWORK.
Digital Play Depot MAKES NO WARRANTY REGARDING ANY TRANSACTIONS EXECUTED THROUGH A THIRD PARTY OR THIRD PARTY SERVICES, OR IN CONNECTION WITH THE PLATFORM, AND YOU UNDERSTAND AND AGREE THAT SUCH TRANSACTIONS ARE CONDUCTED ENTIRELY AT YOUR OWN RISK. ANY WARRANTY THAT IS PROVIDED IN CONNECTION WITH ANY SERVICES OR CONTENT AVAILABLE ON OR THROUGH THE PLATFORM FROM A THIRD PARTY OR THROUGH THIRD PARTY SERVICES IS PROVIDED SOLELY BY SUCH THIRD PARTY. WE RESERVE THE SOLE RIGHT TO EITHER MODIFY OR DISCONTINUE THE PLATFORM, INCLUDING ANY SERVICES OR FEATURES THEREIN, AT ANY TIME WITH OR WITHOUT NOTICE TO YOU. WE SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY SHOULD WE EXERCISE SUCH RIGHT. MODIFICATIONS MAY INCLUDE, BUT ARE NOT LIMITED TO, CHANGES IN THE PRICING STRUCTURE AND THE ADDITION OF FREE OR FEE-BASED SERVICES. ANY NEW FEATURES THAT AUGMENT OR ENHANCE THE THEN-CURRENT SERVICES ON THIS PLATFORM SHALL ALSO BE SUBJECT TO THESE TERMS OF SERVICE. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. PLEASE CONSULT THE LAWS IN YOUR JURISDICTION.
8. Limitation of Liability, Indemnification, and Mitigation
Your exclusive remedy and our entire liability, if any, for any claims arising out of these Terms and your use of the Platform or the Services shall be limited to the amount you paid us for Services purchased on the Platform during the three (3) month period before the act giving rise to the liability. IN NO EVENT SHALL
Digital Play Depot BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM MALICIOUS CODE, LOSS OF USE, DATA OR PROFIT LOSS, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE PLATFORM OR THIRD PARTY SERVICES OR OF ANY WEBSITE REFERENCED OR LINKED TO FROM THE PLATFORM.FURTHER, WE SHALL NOT BE LIABLE IN ANY WAY FOR THIRD PARTY SERVICES OR DISRUPTIONS THEREOF, OR THIRD PARTY PROMISES AND/OR STATEMENTS REGARDING OUR PLATFORM SERVICES OR CONTENT OR FOR TRANSACTIONS WITH THE THIRD PARTY THROUGH THE PLATFORM, INCLUDING WITHOUT LIMITATION THE PROCESSING OF ORDERS. SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. PLEASE CONSULT THE LAWS IN YOUR JURISDICTION.
You agree to defend, indemnify, and hold
Digital Play Depot harmless
against all demands, claims, actions, proceedings, damages, liabilities, losses, fees, costs or expenses (including without limitation reasonable attorneys’ fees and the costs of any investigation) directly or indirectly arising from or in any way connected with your use of the Platform
(“Claims”), including, but not limited to:
(a) our use of or reliance on information or data supplied or to be supplied by you, your employees, agents, or customers; (b) any breach of or default under these Terms
by you, your employees, agents, or customers; (c) the wrongful use or possession of any
Digital Play Depot property by you, your employees, agents, or customers; (d) any negligence, gross negligence or willful misconduct by you or your employees, agents, or customers; (e) misrepresentations by you, your employees, agents, or customers (f) violation(s) of applicable law by you, your employees, agents, or customers, (g) your actions and the actions of your employees, agents, or customers; (h) the acts or omissions of you, your employees, agents, or customers in connection with providing notice and obtaining consents regarding the origination or content of the SMS or MMS messages, email or other communications using the Services, (i) Taxes and other Fees and/or (j) any disputes between (1) you and other users (2) you and your client(s) and/or (3) your customers. If the Platform is found to violate any third-party intellectual property right, at our option we may: (a) obtain the right for you to continue to use the Platform as contemplated by these Terms; (b) modify or replace the Platform, in whole or in part, to seek to make the
Platform non-infringing; or (c) require you to immediately cease any use of the
Platform.
9. Limitation On Time To File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM MUST BE COMMENCED WITHIN THREE (3) MONTHS AFTER THE EVENT GIVING RISE TO THE ACTION OR CLAIM OCCURRED, REGARDLESS OF WHEN YOU KNEW OR SHOULD HAVE KNOWN ABOUT IT; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
10. Injunctive Relief
You agree that a breach of these Terms will cause irreparable injury to
Digital Play Depot for which monetary damages would not be an adequate remedy, and
Digital Play Depot shall be entitled to seek equitable relief, in addition to any remedies it may have hereunder or at law, without having to post a bond or other security.
11. Waiver And Severability
You agree that a breach of these Terms will cause irreparable injury to
Digital Play Depot for which monetary damages would not be an adequate remedy, and
Digital Play Depot shall be entitled to seek equitable relief, in addition to any remedies it may have hereunder or at law, without having to post a bond or other security.
No waiver by
Digital Play Depot of a term or condition set forth in these Terms shall be deemed a continuing waiver of such term or condition or a waiver of any other term or condition. Any failure of
Digital Play Depot to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.
If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Service will continue in full force and effect.
12. Change of Control
Digital Play Depot may assign its rights under these Terms at any time, without notice to you. You may not assign your rights under these Terms without
Digital Play Depot's prior written consent which may be withheld at
Digital Play Depot's sole discretion.
13. Entire Agreement:
Except as noted below, these Terms constitute the sole and entire agreement between you and
Digital Play Depot with respect to the Platform and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Platform.
These Terms may not be altered, supplemented, or amended by the use of any other document(s) unless such document is signed by an authorized representative of
Digital Play Depot
Digital Play Depot may enter into a separate agreement with you. The terms of any separate agreement between you and
Digital Play Depot will be considered a part of your entire agreement with
Digital Play Depot. To the extent there is a conflict between these Terms and the terms of your separate agreement with
Digital Play Depot, your separate agreement with
Digital Play Depot will control.
14. Term and Termination
These Terms will remain in full force and effect so long as you maintain a Platform Account. The sections of these Terms that are intended to survive termination of your Platform Account will remain binding even after you are no longer a Platform user.
a. Grounds for Termination.
You agree that
Digital Play Depot, in its sole discretion, may suspend or terminate your access to the Platform (or any part thereof) for any reason, with or without notice, and without any liability to you or to any third party for any claims, damages, costs or losses resulting therefrom.
Any suspected fraudulent, abusive or illegal activity may be grounds for barring your access to this Platform, and reporting you to the proper authorities, if necessary.
Digital Play Depot reserves the right to delete Platform Accounts that have remained inactive for at least one (1) year.
b. No Right to Services Upon Termination.
Upon termination and regardless of the reason(s) motivating such termination, your right to use the Platform will immediately cease.
Digital Play Depot is not liable to you or any third party for any claims for damages arising out of any termination or suspension or any other actions taken by us with regards to your Platform access.
c. How to Terminate or Make Adjustments.
If you, for any reason, would like to terminate your access to the Platform or make adjustments,
Digital Play Depot requires written notice at least 30 days before your next billing date.
d. No Termination by Third Party Users.
Digital Play Depot has limited access to subscriptions not directly purchased from us. Any user who has been given access to the Platform by any party other than
Digital Play Depot must contact the party who originally provided access to the Platform for any inquiries related to termination.
e. Force Majeure.
In addition to any excuse provided by applicable law, we shall be excused from liability for non-delivery or delay in delivery of the Platform or any associated product or service through the Platform arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to: labor disturbance, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above.
15. Applicable Law, Binding Arbitration, and Class Action Waiver
PLEASE READ THE FOLLOWING PARAGRAPHS CAREFULLY BECAUSE THEY REQUIRE YOU TO AGREE TO RESOLVE ALL DISPUTES BETWEEN US THROUGH BINDING INDIVIDUAL ARBITRATION.
The laws of the State of North Carolina will govern these Terms of Service and any disputes under them, without giving effect to any principles of conflicts of laws.
Any controversy or claim arising out of or relating to these Terms shall be exclusively settled by arbitration administered by the American Arbitration Association in accordance with Commercial Arbitration Rules, then in effect. This arbitration provision is governed by the Federal Arbitration Act. The arbitration proceedings shall be held in Winston-Salem, North Carolina. Any arbitration award may be entered in a court of competent jurisdiction.
All claims and disputes within the scope of this arbitration agreement must be arbitrated or litigated on an individual basis and not on a class basis. Claims of more than one customer or user cannot be arbitrated or litigated jointly or consolidated with those of any other customer or user.
16. Communications and Contact Information
All notices to a party shall be in writing and shall be made via email. Notices to
Digital Play Depot must be sent to [email protected]. You agree to allow us to submit notices to you either through the email address you provided when registering, or to any address we have on record.
Notices are effective on receipt.
Digital Play Depot may contact you regarding these Terms using any information you provide, or by any other means if you do not provide contact Information. If you no longer wish to receive communications from
Digital Play Depot , you can click on the “unsubscribe link” provided in such communications or contact us at [email protected].
When you create a Platform account, you must designate a primary email address that will be used for receiving electronic communication related to these Terms.
Digital Play Depot will never send you an email requesting confidential information such as account numbers, usernames, or passwords, and you should never respond to any email requesting such information. If you receive such an email purportedly from
Digital Play Depot, do not respond to the email and notify
Digital Play Depot by emailing us at [email protected]
For all other feedback, comments, requests for technical support, and other communications relating to the Platform or the Terms, please contact us at
or by mail at:
Digital Play Depot
ATTN: Legal Department
P.O. BOX 20432
Colorado city, CO
81019
17. Definitions
17.1. “Communication Surcharges” means any applicable communications service or telecommunication provider (e.g., carrier) fees or surcharges related to your use of the Platform.
17.2. "Feedback” means ideas You provide to
Digital Play Depot regarding improvements, enhancements, new features, new products, or other concepts related to the Platform, Services, or other matters related to
Digital Play Depot’s business.
17.3. “Fees” means any fees associated with the Platform, including but not limited to the monthly subscription services fee and any fees associated with add-in Services that you may purchase.
17.4. "
Digital Play Depot Marks” means the
Digital Play Depot name and related logos and service marks of
Digital Play Depot.
17.5. “Information” means data about You and Your customers that
Digital Play Depot collects on the Platform, including but not limited to information required to create a Platform Account and use the Platform for the intended purpose.
17.6. “Login Credentials” means the username and password used to access your Platform Account.
17.7. “Platform” means any Services, Training, content, functionality, communication channels, and software or other services or features offered to customers on or through
Digital Play Depot’s website or mobile application.
17.8. “Platform Account” means the account you created in order to access and use the Platform.
17.9. “Platform Content” means content, data, features, and functionality, including but not limited to text, graphics, videos, logos, button icons, databases, music, sounds, images, or other material that can be viewed on the Platform. Platform Content does not include User Contributions.
17.10. “Prohibited Conduct” means the behaviors described in Section 3.
17.11. “Services” means the variety of product integrations and services that
Digital Play Depot makes available on the Platform. Services may include Third Party Services.
17.12. “Sub-Account” means a subscription for one business under a Platform Account.
17.13. “Third Party Content” means content, promotions or offers provided by third parties or links to external third-party websites that may be accessible on the Platform.
17.14. “Third Party Services” means any Services or other services owned and provided by a third party vendor that
Digital Play Depot makes available to You as a Service on or through the Platform.
17.15. “Training” means any training, information or suggested usages conveyed by
Digital Play Depot about the Platform.
17.16. “User Contributions” means content or materials that you post, submit, upload, publish, display, or transmit on or through the Platform or to
Digital Play Depot directly.
17.17. “You” or “you” or any derivatives thereof means the individual who accepted the Terms or the business entity that the individual represents. “You” also includes any and all agents, employees, or third parties that are authorized to act on your behalf.
Company Information:
If you have additional questions or concerns, please reach us at:
Digital Play Depot