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This document was last updated on July 20, 2013
PLEASE READ THESE TERMS CAREFULLY BEFORE USING THIS SITE OR SIGNING UP FOR SERVICES
For the purposes of this Agreement, "the Services" are defined as the Xpanel service plan and any optional additional Xpanel-related services to which you are subscribed, each of which is described at the website www.XoverX.com ("the XoverX Website").
Access Charge & Service Charge implemented from the 1st July 2015
You must (a) obtain and pay for all equipment and third-party services (e.g., internet access and email service) required for you to access and use the Services; (b) maintain any security of your user identification, and other confidential information relating to your Xpanel Account and; (c) be responsible for all charges resulting from use of your Xpanel Account, including unauthorized use prior to you notifying XoverX of such use and taking steps to prevent its further occurrence.
User Account, Password, and Security
As part of your registration process, you will be required to provide a valid email address and select a password. Once you become a registered user, your Xpanel Number will be automatically sent to you by email. You may change your password to protect your voicemails after logging in to the Xpanel Website. You are entirely responsible for notifying XoverX of any change in your email address and for failing to maintain the confidentiality of your password, Xpanel Number and Account information. Furthermore, you are entirely responsible for any and all activities that occur under your Xpanel Account. You agree to immediately notify XoverX of any unauthorized use of your Xpanel Account or any other breach of security known to you.
Content of Transmissions
You are fully responsible for the contents of your transmissions through the Services. XoverX simply acts as a passive conduit for you to send, receive, store, and retrieve information of your own choosing.
Your use of the Services is subject to all applicable local, national and international laws and regulations (including without limitation those governing account collection, export control, consumer protection, unfair competition, anti-discrimination, securities laws or false advertising and any geo-compliance legislation which may apply to your usage of the Services). You agree: (1) to comply with EU Data Protection law regarding the transmission of data through the Services; (2) not to use the Services for illegal purposes; (3) not to interfere or disrupt networks connected to the Services; (4) to comply with all regulations, policies and procedures of networks connected to the Services; (5) not to use the Services to infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (6) not to transmit through the Services any unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind of nature; (7) not to use or reference the Services for chain letters, junk fax or junk mail, spamming or any other use of distribution lists to any person who has not given specific permission to be included in such a process; (8) not to use the Services to attempt to gain unauthorized access to other computer systems; (9) not to interfere with another's use and enjoyment of the Services or similar services; and (10) not to use the Services to transmit misleading or inaccurate caller identification information. Customer may not use the Services with the intent to defraud, cause harm, or wrongfully obtain anything of value.
Prohibited ChargesYou agree that you are not authorized to charge products or services provided to you or at your request to the Xpanel Number assigned to you by XoverX and that you will not request or otherwise cause any third-party to charge any such products or services to such number. Any such charges will give XoverX the right to immediately terminate or suspend your Xpanel Account without notice and you further understand and agree that XoverX can immediately charge your credit card or other payment method you use to pay for the Services for these products or services.
You may terminate your Xpanel Account at any time, with or without cause, upon notice. In order for you to give notice to XoverX you want to terminate your Xpanel Account, you must contact Customer Service (+44 207 169 7777) or visit www.xoverx.com/Xpanel/cancel. A Customer Service representative will assist you with terminating your Xpanel account in accordance with the XoverX’s verification procedures, such procedures may be changed by XoverX in its sole discretion. Upon termination of your account, XoverX will send you an email confirming that your account has been canceled. Your account will not be deemed canceled unless and until you receive this email.
XoverX may terminate or suspend your Xpanel Account at any time, with or without cause, upon notice. XoverX reserves the right to do so without prior notice, provided that XoverX will attempt to confirm such termination or suspension by subsequent notice. In addition, XoverX reserves the right to suspend or terminate your Xpanel Account without notice upon rejection of any credit card charges or if your card issuer (or its agent or affiliate) seeks return of payments previously made to XoverX when XoverX believes you are liable for the charge. We may assess an additional fee of twenty-five Pounds (£25) for any cheque or charge (credit card or bank account) returned for nonpayment, or for any item required to be processed manually outside of our automatic billing/charging system, and this fee may be automatically added to your bill in these events. In addition, we may assess a twenty-five Pounds (£25) service restoration fee to restore service on Numbers temporarily disconnected due to payment problems. Such rights are in addition to and not in lieu of any other legal rights or remedies available to XoverX. XoverX reserves the right to limit use of the Services or to terminate any account if we believe unreasonable usage has occurred on such account or if the Services are used in a manner that is not permitted by this Agreement. XoverX also reserves the right to take any action with respect to the Services that it deems necessary or appropriate in its sole discretion if XoverX believes you or your usage may create liability for XoverX, compromise or disrupt the Services for you or others or cause XoverX to lose (in whole or in part) the services of XoverX’s suppliers.
You represent and warrant that you are at least 18 years of age or, as applicable, the age of majority in the country, state or province in which you reside, and that you possess the legal right and ability to enter into this Agreement and to perform your obligations under this Agreement. You agree to be financially responsible for your use of the Services (as well as for use of your account by others, including minors living with you) and to comply with your responsibilities and obligations as stated in this Agreement. You confirm that you are authorized to use the payment method that you present to us to satisfy payment for the Services.
XoverX may automatically amend this Agreement at any time by (a) posting a revised Customer Agreement on the Xpanel Website and/or (b) sending information regarding the amendment to the email address you provide to XoverX. YOU ARE RESPONSIBLE FOR REGULARLY REVIEWING THE Xpanel WEBSITE (FOR THE Xpanel SERVICES) TO OBTAIN TIMELY NOTICE OF SUCH AMENDMENTS. YOU SHALL BE DEEMED TO HAVE ACCEPTED SUCH AMENDMENTS BY CONTINUING TO USE THE SERVICES AFTER SUCH AMENDMENTS HAVE BEEN POSTED OR INFORMATION REGARDING SUCH AMENDMENTS HAS BEEN SENT TO YOU. Otherwise, this Agreement may not be amended except in writing signed by both you and XoverX.
XoverX reserves the right to modify or discontinue any of the Services with or without notice to you. XoverX shall not be liable to you or any third party should XoverX exercise its right to modify or discontinue the Services.
We will provide you with an internet web site address where you can log in to manage your Account, view calls, receive support, and manage basic Account information. Although some functions of your Services may be configured simply by using your telephone, you may find that some functionality is controlled only through the Web site interface. You must have internet access to use the Services. It shall be your responsibility to manage all configuration details yourself, unless you have paid for configuration service. Logging into Web site Services requires a common, and current, internet browser with support for SSL encryption and cookies enabled. Anyone whom you give Account access, through use of your secure account codes or otherwise, shall be authorized by you to make any and all changes to your Services, Account and Number.
Xpanel AND ALL OTHER XOVERX SOFTWARE AND SERVICES ARE PROVIDED "AS IS," AND NEITHER XOVERX NOR ANY OF ITS LICENSORS OR SERVICE PROVIDERS MAKES ANY EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES TO YOU REGARDING THE USABILITY, CONDITION OR OPERATION THEREOF. XOVERX DOES NOT WARRANT THAT ACCESS TO OR USE OF SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT XOVERX SOFTWARE OR SERVICES WILL MEET ANY PARTICULAR CRITERIA OF PERFORMANCE OR QUALITY. XOVERX AND EACH OF ITS LICENSORS AND SERVICE PROVIDERS EXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPATIBILITY, SECURITY OR ACCURACY.
YOUR USE OF Xpanel AND ALL OTHER XOVERX SOFTWARE AND SERVICES IS AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF FILES OR OTHER MATERIAL (INCLUDING XOVERX SOFTWARE) OBTAINED EITHER DIRECTLY OR INDIRECTLY FROM XOVERX. YOU AGREE THAT NEITHER XOVERX NOR ANY OF ITS LICENSORS OR SERVICE PROVIDERS WILL BE LIABLE FOR DAMAGES (INCLUDING CONSEQUENTIAL OR SPECIAL DAMAGES) ARISING OUT OF YOUR USE OF OR INABILITY TO USE Xpanel OR ANY OTHER XOVERX SOFTWARE OR SERVICES, AND YOU HEREBY WAIVE ANY CLAIMS WITH RESPECT THERETO, WHETHER BASED ON CONTRACTUAL, TORT OR OTHER GROUNDS, EVEN IF XOVERX OR ANY SUCH LICENSOR OR SERVICE PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THE ENTIRE LIABILITY OF XOVERX AND ITS LICENSORS AND SERVICE PROVIDERS AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE USE OF Xpanel AND ANY OTHER XOVERX SERVICES AND SOFTWARE OR ANY BREACH OF THIS AGREEMENT ARE LIMITED TO THE LESSER OF: (I) THE AMOUNT ACTUALLY PAID BY YOU FOR ACCESS TO AND USE OF THE SOFTWARE OR SERVICES IN THE THREE (3) MONTHS PRECEDING THE DATE OF YOUR CLAIM OR (II) £500.00 (GBP). YOU HEREBY RELEASE XOVERX AND EACH OF ITS LICENSORS AND SERVICE PROVIDERS FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THIS LIMITATION. SOME JURISDICTIONS DO NOT ALLOW IMPLIED WARRANTIES TO BE EXCLUDED OR MODIFIED OR LIABILITY TO BE LIMITED, SO NOT ALL OF THE ABOVE LIMITATIONS MAY APPLY TO YOU.
NEITHER XOVERX NOR ANY OF ITS LICENSORS OR SERVICE PROVIDERS SHALL BE HELD RESPONSIBLE IN ANY WAY OR BY ANY MEANS, EITHER DIRECTLY OR INDIRECTLY, FOR ANY COMMUNICATIONS DIFFICULTIES OUTSIDE OF XOVERX'S OR ANY SUCH LICENSOR'S OR SERVICE PROVIDER'S CONTROL WHICH COULD LEAD TO THE INTERRUPTION OF THE SERVICES OR TO THE INTERRUPTION OF DATA DELIVERY SERVICE TO YOUR EMAIL ADDRESS, PAGER, TELEPHONE OR ANY OTHER RECEIVING DEVICES OR THIRD-PARTY DATA STORAGE AND/OR DELIVERY SERVICES.
YOU WILL NOT RELY ON ANY REPRESENTATION OR WARRANTY, EXPRESSED OR IMPLIED, MADE BY ANY PERSON OTHER THAN AN AUTHORIZED OFFICER OF XOVERX, IN EVALUATING THE SERVICES OR ANY OTHER SERVICES AND/OR PRODUCTS OF XOVERX.
XOVERX RESERVES THE RIGHT TO SUSPEND OR DISCONTINUE THE SERVICES FOR MAINTENANCE OR REGULATORY REASONS OR ANY OTHER PURPOSE BEYOND ITS REASONABLE CONTROL, WITHOUT INCURRING ANY LIABILITY OR OBLIGATION TO YOU, AND IF THE SERVICES ARE SUSPENDED OR DISCONTINUED FOR AT LEAST 30 DAYS, EITHER PARTY SHALL BE ENTITLED TO TERMINATE THIS AGREEMENT IMMEDIATELY BY NOTICE IN WRITING TO THE OTHER.
Payment of your Xpanel Account balance is due monthly and must be made by the credit card, debit card, BACS or cheque designated by you for XoverX use and transactions, or through such other payment methods as XoverX may provide from time to time. If your Xpanel Account is a qualified business account and is approved by XoverX for corporate billing, charges will be accumulated, identified by Customer identification number and invoiced on a monthly basis.
If payment is not received by XoverX by its due date, you agree to immediately pay all amounts due upon demand by XoverX. Each time you use the Services, or allow or cause the Services to be used, you agree and reaffirm that XoverX is authorized to charge your designated card or obtain payment for the Services through other means legally available to XoverX. For payments by debit card or credit card, your card issuer's agreement governs your use of your designated card in connection with the Services and you must refer to such agreement (not this Agreement) with respect to your rights and liabilities as a cardholder. You agree that XoverX may (at its option) accumulate charges incurred during your billing cycle and submit them as one or more aggregate charges during or at the end of each cycle, and that XoverX may delay obtaining authorization from your card issuer or bank until submission of the accumulated charge(s). This means that accumulated charges may appear on the statement you receive from your card issuer or bank.
You agree that XoverX may submit charges for your monthly or annual service fee each month, without further authorization from you, until you provide prior notice (in accordance with XoverX's verification procedures, as may be established by XoverX from time to time in its sole discretion) that you have terminated this authorization or wish to change your designated card or bank account. Such notice will not affect charges submitted before XoverX reasonably could act on your notice. If you have any question regarding any charges that have been applied to your Account, you must contact XoverX's Customer Service Department within 30 days of the charge date. Failure to use your Account will not be deemed a basis for refusing to pay any charges submitted by XoverX in accordance with this Agreement.
XoverX may provide the Services on credit terms (one month) at its discretion. XoverX reserves the right to refuse to provide the Services if it is not satisfied with the perceived credit risk that XoverX would incur in the provision of the Services on this basis and XoverX reserves the right to seek and obtain information from you, at no cost to XoverX, at any time, to ease any concerns it may have with regard to the perceived credit risk to XoverX in providing the Services to you. XoverX reserves the right to seek, on an exceptional basis, at any time, an immediate interim payment in respect of monies calculated to be due.
In the event of a dispute over the amount of monies owed, all invoiced payments and amounts debited to the credit/debit card holder's account will remain payable and due for payment. Disputed payments must be notified to XoverX as soon as possible and in any event within 10 days of the date of invoice. XoverX will then investigate all disputed calculations/billings. However XoverX's decision in respect of payments due will be final.
IN ORDER TO AVOID INTERRUPTIONS IN THE SERVICES CAUSED BY REJECTED CREDIT OR DEBIT CARD CHARGES, XOVERX RESERVES THE RIGHT TO UPDATE YOUR CREDIT OR DEBIT CARD DETAILS (SUCH AS EXPIRATION DATES) WHERE THIS IS NOT PROHIBITED BY LAW. YOU UNDERSTAND AND AGREE THAT XOVERX IS ENTITLED TO OBTAIN SUCH UPDATED CARD DETAILS, STORE THEM AND USE THEM TO BILL CHARGES.
All programs, services, processes, designs, software, technologies, trademarks, trade names, inventions and materials comprising the Services are wholly owned by XoverX and/or its licensors and service providers except where expressly stated otherwise. You may not use XoverX’s trademarks, trade names, patents, copyrights or other intellectual property rights without XoverX’s prior written permission.
IF YOU "PORTED IN" A TELEPHONE NUMBER IN CONNECTION WITH YOUR USE OF THE SERVICES OR ARE ENTITLED TO "PORT OUT" A NUMBER UNDER LOCAL LAW, YOU MAY "PORT OUT" THAT NUMBER UPON TERMINATION OF YOUR Xpanel ACCOUNT ONLY IF YOU SATISFY THE FOLLOWING REQUIREMENTS: (i) YOU PROVIDE WRITTEN NOTICE TO XOVERX OF YOUR INTENTION TO "PORT OUT" THE TELEPHONE NUMBER ASSOCIATED WITH THE TERMINATED Xpanel ACCOUNT NO LATER THAN THIRTY (30) DAYS AFTER THE DATE OF TERMINATION OF YOUR Xpanel ACCOUNT (THE "PORTING NOTICE PERIOD"); (ii) YOUR NEW TELEPHONE CARRIER PROVIDES OUR TELEPHONE CARRIER WITH A DULY EXECUTED PORTING REQUEST PRIOR TO THE EXPIRATION OF THE PORTING NOTICE PERIOD; AND (iii) PRIOR TO THE EXPIRATION OF THE PORTING NOTICE PERIOD, XOVERX HAS RECEIVED AN ADMINISTRATION FEE TO COVER ITS COSTS ASSOCIATED WITH PROCESSING THE PORT IN AN AMOUNT OF (A) £40 (OR THE EQUIVALENT IN LOCAL CURRENCY) IF YOU "PORTED IN" THE TELEPHONE NUMB0ER OR (B) £65 IF YOU ARE ENTITLED TO "PORT OUT" A NUMBER UNDER LOCAL LAW. YOU HEREBY AUTHORIZE XOVERX TO CHARGE YOUR CREDIT CARD IN THE APPLICABLE AMOUNT OR TO OTHERWISE ARRANGE TO MAKE THIS PAYMENT TO XOVERX WITHIN THE PORTING NOTICE PERIOD. IF YOU FAIL TO SATISFY THESE REQUIREMENTS, THE TELEPHONE NUMBER YOU "PORTED IN" WILL BECOME THE SOLE AND EXCLUSIVE PROPERTY OF XOVERX.
YOU UNDERSTAND AND AGREE THAT FOLLOWING THE TERMINATION OF YOUR Xpanel ACCOUNT FOR ANY REASON, SUCH NUMBER MAY BE RE-ASSIGNED IMMEDIATELY TO ANOTHER CUSTOMER, AND YOU AGREE THAT XOVERX WILL NOT BE LIABLE FOR DAMAGES (INCLUDING CONSEQUENTIAL OR SPECIAL DAMAGES) ARISING OUT OF ANY SUCH RE-ASSIGNMENT, AND YOU HEREBY WAIVE ANY CLAIMS WITH RESPECT TO ANY SUCH RE-ASSIGNMENT, WHETHER BASED ON CONTRACTUAL, TORT OR OTHER GROUNDS, EVEN IF XOVERX HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.
YOU FURTHER UNDERSTAND AND AGREE THAT XOVERX MAY FROM TIME TO TIME NEED TO CHANGE THE NUMBER ASSIGNED TO YOU (WHETHER DUE TO AN AREA CODE SPLIT OR ANY OTHER REASON WHETHER OUTSIDE OR WITHIN XOVERX'S CONTROL). YOU AGREE THAT XOVERX WILL NOT BE LIABLE FOR DAMAGES (INCLUDING CONSEQUENTIAL OR SPECIAL DAMAGES) ARISING OUT OF ANY SUCH CHANGE IN THE NUMBER ASSIGNED TO YOU, AND YOU HEREBY WAIVE ANY CLAIMS WITH RESPECT TO ANY SUCH CHANGE, WHETHER BASED ON CONTRACTUAL, TORT OR OTHER GROUNDS, EVEN IF XOVERX HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.
You agree to indemnify XoverX and each of its licensors and service providers from and against any and all liabilities, expenses (including attorneys' fees) and damages arising out of claims based upon use of your Xpanel account, including any violation of this Agreement by you or any other person using your account, any claim of libel, defamation, violation of rights of privacy or publicity, any loss of service by other customers, any infringement of intellectual property or other rights of any third parties, and any violation of any laws or regulations, including but not limited to any violation of any laws or regulations prohibiting unsolicited telemarketing phone calls.
While your Xpanel account is active, XoverX will store voice messages received through your Number and call detail records for a limited period of time only. You acknowledge that XoverX may change its practices and limitations concerning storage of voice messages and call detail records at any time. You further agree that XoverX has no responsibility or liability whatsoever for the deletion or failure to store any voice messages, call detail records and/or other communications maintained or transmitted by the Services.
XoverX may send email to its customers, concerning XoverX services or other services which it deems may be of interest to them. If at any time a subscription Service customer wishes to withdraw his or her agreement to be contacted in such a manner, he or she may do so by advising XoverX thereof. No further marketing emails promoting other services will then be sent to the customer, but XoverX may continue to send the customer emails advising the customer of system changes and Services affecting changes in respect of the Services to which the customer has subscribed.
Notices given by XoverX to you will be given by email or by a general posting on the Xpanel Website (for the Xpanel Services) or by conventional mail. In any matter requiring XoverX's prior consent, such consent will be considered given only if made in the foregoing manner by an authorized representative of XoverX. Notices given by you to XoverX must be given by email or by conventional mail (subject, however, to XoverX's verification procedures, as may be established by XoverX from time to time in its sole discretion, and which may include the requirement that you contact XoverX by phone so as to confirm that any such notice was in fact sent by you). Notices to XoverX by conventional mail must be sent to XoverX, 46 Ilford Hill, Ilford, Essex, IG1 2AT, England.
XoverX may record all its telephone calls for the purposes of training, improvement of services, fraud prevention and to ensure the accuracy of instructions communicated to XoverX. All telephone recordings shall be the property of XoverX.