Sinch SMS for Zoho CRM Product Terms and Privacy Policy

End-User License Agreement (“Agreement”)

Last updated: November 2023 

Please read this End-User License Agreement carefully before clicking the “I Agree” button, downloading or using the Sinch SMS for Zoho Extension.  

1. Acknowledgment 

1. By clicking the “I Agree” button, downloading or using the Application, You are agreeing to be bound by the terms and conditions of this Agreement. If You do not agree to the terms of this Agreement, you must not download, install, copy, access or use the Application. 
2. This Agreement is a legal document between You and the Company and it governs your use of the Application made available to You by the Company. 
3. The Application is licensed, not sold, to You by the Company for use strictly in accordance with the terms of this Agreement. 

2. License 

1. The Company grants You, a revocable, a non-exclusive, a non-transferable, and a limited license to download, install and use the Application strictly in accordance with the terms of this Agreement.  
2. You agree to comply with  Sinch MessageMedia’s Terms of Service.   
3. Zoho is not a party to this Agreement. 
4. Effective from 1 February 2023, the Application does not support Twilio, except by express written agreement to the contrary.   

3. License Restrictions 

You agree not to, and You will not permit others to: 

1. License, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit the Application or make the Application available to any third party. 
2. Modify, make derivative works of, disassemble, decrypt, reverse compile or reverse engineer any part of the Application. 
3. Create or recreate the source code of the Application. 
4. Remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of the Company or its affiliates, partners, suppliers or the licensors of the Application. 
5. Remove, erase, obscure or tamper with any copyright or any other product identification or proprietary rights notices, seal or instructional label printed or stamped on, affixed to, or encoded or recorded on the Application. 
6. Publish any performance or benchmark tests or analysis relating to the Software except with the permission of the Company.   

4. Intellectual Property 

1. The Application including its source code and object code is the exclusive property of the Company. The Company (and its licensors) exclusively own and reserves all rights, title and interest in the Application, including all Intellectual Property Rights as well as any Derivative Works.    
2. You will not exercise any right, title and interest in the Application except for the limited usage rights granted to You by this Agreement.  
3. This Agreement is not an agreement of sale, and does not transfer any title, Intellectual Property Rights or ownership rights in the Application to You.  
4. The Company shall not be obligated to indemnify or defend You with respect to any third party claim arising out of or relating to the Application. To the extend the Company is required to provide indemnification by applicable law, the Company shall be solely responsible for the investigation, defence, settlement and discharge of any claim that the Application or your use of it infringes any third party intellectual property rights. 

5. Payments  

1. You agree to pay all fees and charges in accordance with the terms of Your Contract with the Company.  
2. You must pay for all third party charges connected with Your use of the Application, including SMS fees incurred via your Sinch MessageMedia account. Under no circumstance will the Company be held liable to pay for the SMS on behalf of the users.

6. Modifications and Updates to the Application 

1. The Company may from time to time provide enhancements or improvements to the features/functionality of the Application, which may include patches, bug fixes, updates, upgrades and other modifications. 
2. Updates may modify or delete certain features and/or functionalities of the Application. You agree that the Company has no obligation to (i) provide any Updates, or (ii) continue to provide or enable any particular features and/or functionalities of the Application to You. 
3. The Company reserves the right to modify, suspend or discontinue, temporarily or permanently, the Application or any service to which it connects, with or without notice and without liability to You. 

7. Third-Party Services 

1. The Application may display, include or make available third-party content (including data, information, applications and other products services) or provide links to third-party websites or services. 
2. You acknowledge and agree that the Company shall not be responsible for any Third-party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. The Company does not assume and shall not have any liability or responsibility to You or any other person or entity for any Third-party Services. 
3. You must comply with applicable Third parties’ Terms of agreement when using the Application. Third-party Services and links thereto are provided solely as a convenience to You and You access and use them entirely at your own risk and subject to such third parties’ Terms and conditions. 
4. You cannot upload files for any illegal, harmful, fraudulent, offensive purpose or transmit, store, display, distribute or otherwise make available content that is infringing upon any third party rights, illegal, harmful, supportive of or promoting violence or violent extremism, advocating hatred against any person or group of people based on their race, religion, ethnicity, sex, gender identity, sexual orientation, disability, or impairment, indecent, obscene, defamatory, libelous, harassing, threatening, fraudulent, offensive, enables online gambling or inconsistent with the generally accepted practices of the Internet community, including without limitation promoting or facilitating pornography, offering or disseminating fraudulent goods, services, schemes, or promotions, spamming, make-money-fast schemes, ponzi and pyramid schemes, phishing, or pharming, and use of content or technology that may damage, interfere with, surreptitiously intercept, or expropriate any system, program, or data, including viruses, Trojan horses, worms or time bombs. 

8. Term, Termination and Suspension 

1. The Term of this Agreement will commence on the date when You download the Application and shall remain in effect until terminated by You or the Company.  
2. The Company may suspend Your service at any time upon Your breach of this Agreement or in circumstances that the Company deems necessary to comply with applicable law, standards or community expectations.  
3. Either party may terminate this Agreement upon material breach this Agreement by the other party where such breached was not cured within thirty (30) days of receiving the non-breaching party’s notice of the breach.  
4. This Agreement will terminate immediately, without prior notice from the Company, in the event that you fail to comply with any material provision of this Agreement. You may also terminate this Agreement by deleting the Application and all copies thereof from your Device or from your computer. 
5. Upon termination of this Agreement, You shall cease all use of the Application and delete all copies of the Application from your Device. 
6. Termination of this Agreement will not limit any of the Company’s rights or remedies at law or in equity in case of breach by You (during the term of this Agreement) of any of your obligations under the present Agreement. 

9. No Warranties 

1. The Application is provided to You “AS IS” and “AS AVAILABLE” and with all faults and defects of any kind. To the maximum extent permitted under applicable law, the Company, on its own behalf and on behalf of its affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Application, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, the Company provides no warranty or undertaking, and makes no representation of any kind that the Application will meet your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected. 
2. Without limiting the foregoing, neither the Company nor any of the Company’s providers makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Application, or the information, content, and materials or products included thereon; (ii) that the Application will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Application; or (iv) that the Application, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, time bombs or other harmful components. 
3. Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law. To the extent any warranty exists under law that cannot be disclaimed, the Company shall be solely responsible for such warranty. 

10. Limitation of Liability and Indemnity 

1. Notwithstanding any damages that You might incur, the entire liability of the Company and any of its suppliers under any provision of this Agreement and your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by You for the Application or through the Application. 
2. To the maximum extent permitted by applicable law, in no event shall either party be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the Application, third-party software and/or third-party hardware used with the Application, or otherwise in connection with any provision of this Agreement), even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose. 
3. You agree to indemnify and hold the Company and its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (if any) harmless from any claim or demand, including reasonable attorneys’ fees, due to or arising out of your: (a) use of the Application; (b) violation of this Agreement or any law or regulation; or (c) violation of any right of a third party. 

11. Severability and Waiver 

1. If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect. 
2. Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Agreement shall not affect a party’s ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute a waiver of any subsequent breach. 

12. Confidentiality  

Each party acknowledges that it may have access to Confidential Information of the other party in connection with this Agreement, and that each party’s Confidential Information is of substantial value to the Disclosing Party, which could be impaired if it were improperly disclosed to third parties or used in violation of this Agreement.  

13. Privacy 

1. If a party is provided with, or has access to, Personal Information in connection with the Services, it must comply with the Data Protection Laws and any other applicable law in respect of that Personal Information, whether or not it is an organisation bound to comply with the provisions of Data Protection Laws. Details of our Privacy Policy can be found on our website. 
2. You acknowledge and agree that where you authorise or require us to collect or otherwise deal with Personal Information in your name or on your behalf in connection with providing the Services, that we do so as your agent. 

14. Changes to this Agreement 

1. The Company reserves the right, at its sole discretion, to modify or replace this Agreement at any time. If a revision is material we will provide at least 30 days’ notice prior to any new terms taking effect.
2. By continuing to access or use the Application after any revisions become effective, You agree to be bound by the revised terms.  
3. The Company may assign or novate all or part of our rights and obligations under your Contract without your consent. You cannot assign or novate all or part of your rights and obligations under your Contract unless we agree in writing.  

15.  Governing Law & Jurisdiction  

These Terms shall be governed and construed in accordance with the laws of Victoria, Australia without regard to its conflict of law provisions. 

16. Waiver  

A party’s failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect.  

17. Definitions and Interpretation 

For the purposes of this End-User License Agreement: 

1. Agreement means this End-User License Agreement that forms the entire agreement between You and the Company regarding the use of the Application. 
2. Application means the Sinch SMS for Zoho CRM extension available from the Zoho Marketplace. 
3. Company (referred to as either “the Company”, “We”, “Us” or “Our” in this Agreement) refers to Message4U Pty Ltd.    
4. Content refers to content such as text, images, or other information that can be posted, uploaded, linked to or otherwise made available by You, regardless of the form of that content. 
5. Data Protection Laws means (as applicable to you and as amended and replaced from time to time): in Australia: the Privacy Act 1988 (Cth);  in the US: the Telephone Consumer Protection Act (TCPA) and applicable Federal Communications Commission (FCC) regulations; the Controlling the Assault of Non-Solicited Pornography and Marketing Act of 2003 (CAN SPAM) and applicable FCC and Federal Trade Commission (FTC) regulations; in the UK: the Data Protection Act 1998, the Data Protection Directive (95/46/EC); in the EU: the General Data Protection Regulation (GDPR) (Regulation (EU) 2016/679; in NZ: the Privacy Act 2020;
6. Device means any device that can access the Application such as a computer, a  mobile phone or a digital tablet. 
7. Third-Party Services means any services or content (including data, information, applications and other products services) provided by a third-party that may be displayed, included or made available by the Application. 
8. You means the individual accessing or using the Application or the company, or other legal entity on behalf of which such individual is accessing or using the Application, as applicable. . 

The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.