Terms of Service

RingLeader Terms of Service

Last updated on: May 5, 2020 Effective as of: May 5, 2020

These terms and conditions (“Terms of Service”) represent the contract between you and RingLeader, Inc. (“RingLeader”, “RL”, “our”, “we”, “us”). By using RingLeader’s CrowdVoice application platform (“Service”, “CrowdVoice App”), you agree to be bound by these Terms of Service.

If you are accepting the Terms of Service on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and affiliates to our Terms of Service.

RingLeader reserves the right to update and change our Terms of Service by posting changes to the RingLeader website (“Site”). Continued use of the Service after such changes become effective constitutes consent to such changes. You can review the current version of the Terms of Service at any time at https://www.ringleader.co/terms.

EMERGENCY CALLS

THE OPERATION OF THE CROWDVOICE APPLICATION DEPENDS ON THE AVAILABILITY OF DATA TRANSFER SERVICES ON YOUR MOBILE DEVICE (WIFI, GPRS, 3G OR 4G/LTE) AND THE ABILITY TO MAKE EMERGENCY CALLS CANNOT BE GUARANTEED (POLICE, EMERGENCY MEDICAL SERVICES, FIRE DEPARTMENT, OR OTHER SAFETY SERVICES). IF EMERGENCY CALLS ARE NOT AVAILABLE VIA CROWDVOICE APPLICATION, PLEASE USE ANOTHER OPTION FOR EMERGENCY CALLS. RINGLEADER WILL NOT BE HELD RESPONSIBLE FOR ANY SITUATION ARISING FROM A FAILURE TO MAKE EMERGENCY CALLS VIA THE CROWDVOICE APPLICATION.

About Our Service

CrowdVoice App provides local and international telephone numbers and the ability to make and receive calls over the internet, as well as to chat between application users and the ability to share files, such as images and voice notifications, among other communications services.

Your Account. To access and use the Service, you must register for a CrowdVoice account (“Account”) by providing your full legal name, current address, a valid email address, mobile telephone number, valid credit card information, and any other information indicated as required. You must have a billing address located within the Continental United States. We may reject your application for an Account, or cancel an existing Account, for any reason, in our sole discretion.

You must be 18 years or older or at least the age of majority in the jurisdiction where you reside or from which you use this Service.

Every Account has a designated account owner (“Account Owner”). You acknowledge that RingLeader will use the email address provided for the Account Owner as the primary method for communication and notices.

You are responsible for maintaining the security of your password. RingLeader will not be liable for any loss or damages from your failure to maintain the security of your Account and

password. You must notify us promptly of any unauthorized use or security breach of your account or our Service.

One person or legal entity may not maintain more than one free account. A free account is only valid for the duration of the trial period. Depending on the service selection obtained during your sign-up process, the account holder may be required at the discretion of RingLeader to participate in online surveys to maintain account status.

You may not share login credentials to the Service (identified by a unique email and password) among multiple individuals. You may create additional and separate user logins.

You must be a human. Accounts registered by “bots” or other automated methods are not permitted.

Devices and Software. You must provide certain devices, software, and data connections to use our Service, which we do not provide. For as long as you use our Service, you agree to download and install updates to our Service, including automatically.

Address Book. You agree to allow access to the telephone numbers of CrowdVoice users and your other contacts in your mobile phone address book on a regular basis. You confirm you are authorized to grant us access to this information to allow us to provide our Service.

General

Terms and Policies. You acknowledge and agree that RingLeader may amend these Terms of Service at any time by posting the relevant amended Terms of Service on the https://www.ringleader.co website, available at https://www.ringleader.co/terms. Your continued use of the Service after the amended Terms of Service are effective constitutes your agreement to, and acceptance of, the amended Terms of Service. If you do not agree to any changes to the Terms of Service, do not continue to use the Service.

Legal and Acceptable Use. You must access and use our Service only for legal, authorized and acceptable purposes. You will not use the Service for any illegal or unauthorized purpose, nor will you, in the use of the Service, violate any laws in your jurisdiction (including, but not limited to, copyright laws), the laws applicable to you in your contact’s jurisdiction, or the laws of United States of America and the Commonwealth of Virginia. You will comply with all applicable laws, rules and regulations in your use of the Service.

You will not use (or assist others in using) our Service in ways that: (a) violate, misappropriate, or infringe the rights of RingLeader, our users, or others, including privacy, publicity, intellectual property, or other proprietary rights; (b) are illegal, obscene, defamatory, threatening, intimidating, harassing, hateful, racially or ethnically offensive, or instigate or encourage conduct that would be illegal, or otherwise inappropriate, including promoting violent crimes; (c) involve publishing falsehoods, misrepresentations, or misleading statements; (d) impersonate someone; or (e) involve sending illegal or impermissible communications such as bulk messaging, auto-messaging, auto-dialing, and the like.

You will not use the Service to transmit unsolicited commercial electronic messages or spam.

Verbal, physical, written or other abuse (including threats of abuse or retribution) of any Service customer, RingLeader employee or officer will result in immediate account termination.

Harm to RingLeader and Our Users. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission of RingLeader. You must not (or assist other to) access, use, copy,

adapt, modify, prepare derivative works based upon, distribute, license, sublicense, transfer, display, perform, or otherwise exploit our Service in impermissible or unauthorized manners, or in ways that burden, impair, or harm us, our Service, system, our users, or others, including that you must not directly or through automated means: (a) reverse engineer, alter, modify, create derivative works from, decompile, or extract code from our Service; (b) send, store, or transmit viruses or other harmful computer code through or onto our Service; (c) gain or attempt to gain unauthorized access to our Service or systems; (d) interfere with or disrupt the integrity or performance of our Service; (e) create accounts for our Service through unauthorized or automated means; (f) collect the information of or about our users in any impermissible or unauthorized manner; (g) sell, resell, rent or charge for our Service; or (h) distribute or make our Service available over a network where they could be used by multiple devices at the same time.

Third-Party Services

RingLeader may from time to time recommend, provide you with access to, or enable third-party software, applications (“Apps”), products, services or website links (collectively, “Third-Party Services”) for your consideration or use. Such Third-Party Services are made available only as a convenience, and your purchase, access or use of any such Third-Party Services is solely between you and the applicable third-party services provider (“Third-Party Provider”). Any use by you of Third-Party Services offered through the Service or the Site is entirely at your own risk and discretion, and it is your responsibility to read the terms and conditions and/or privacy policies applicable to such Third-Party Services before using them.

We do not provide any warranties with respect to Third-Party Services. You acknowledge that RingLeader has no control over Third-Party Services and shall not be responsible or liable to anyone for such Third-Party Services. The availability of Third-Party Services on the Service or the Site, or the integration or enabling of such Third-Party Services with the Service does not constitute or imply an endorsement, authorization, sponsorship, or affiliation by or with RingLeader. RingLeader does not guarantee the availability of Third-Party Services and you acknowledge that RingLeader may disable access to any Third-Party Services at any time in its sole discretion and without notice to you. RingLeader is not responsible or liable to anyone for discontinuation or suspension of access to, or disablement of, any Third-Party Service. RingLeader strongly recommends that you seek specialist’s advice before using or relying on Third-Party Services, to ensure they will meet your needs.

If you install or enable a Third-Party Service for use with the Service, you grant us permission to allow the applicable Third-Party Provider to access your data and to take any other actions as required for the interoperation of the Third-Party Service with the Service, and any exchange of data or other interaction between you and the Third-Party Provider is solely between you and such Third-Party Provider. RingLeader is not responsible for any disclosure, modification or deletion of your data or other Materials, or for any corresponding losses or damages you may suffer, as a result of access by a Third-Party Service or a Third-Party Provider to your data or other Materials.

API Terms

You may access the Service via the Application Programming Interface (“API”). Any use of the API, including use of the API through a third-party product or service that accesses the Service, is bound by the Terms of Service.

You expressly understand and agree that RingLeader will not be liable for any damages or losses resulting from your use of the API or third-party products that access data via the API.

Abuse or excessively frequent requests to the Service via the API may result in the temporary or permanent suspension of your account’s access to the API. RingLeader, in its sole discretion, will determine abuse or excessive usage of the API. We may also control usage volume of the API at our discretion.

Copyright and Content Ownership

Your Rights and Responsibilities. You are responsible for all activity and content such as photos, images, videos, graphics, written content, audio files, code, information, or data uploaded, collected, generated, stored, displayed, distributed, transmitted or exhibited on or in connection with your Account (“Materials”). We claim no intellectual property rights over the Materials you provide to the Service.

Providing any suggestions, enhancement requests, recommendations, corrections, or other feedback (collectively, “Feedback”) is strictly voluntary. If you provide any Feedback to RingLeader, orally or in writing, you hereby grant RingLeader a worldwide, perpetual, irrevocable, transferable, sub-licensable, royalty-free license to use and incorporate into the Service any Feedback relating to the Service or Site.

RingLeader owns all right, title, interest and intellectual property rights in and to the Site and the Service. We may make software components available, via app stores or other channels, as part of the Service. We grant you a non-sublicensable, non-transferable, non-exclusive, limited license to use these components, but solely as necessary to use the Service and in accordance with the Terms of Service. All our rights not expressly granted by this license are hereby retained.

RingLeader’s Rights. We reserve the right to modify, suspend or terminate the Service for any reason, without notice, at any time. Furthermore, violation of any of the terms specified in the Terms of Service will result in the termination of your account.

We reserve the right to refuse service to anyone, for any reason, at any time.

We may, but have no obligation to, remove Materials and suspend or terminate Accounts if we determine in our sole discretion that the Materials uploaded or posted through the Service, violate these Terms of Service or are objectionable.

You agree that RingLeader shall have the non-exclusive right and license to use your name and logo to promote the Service. You also agree that RingLeader may (but is under no obligation to): (a) issue a press release identifying you as a RingLeader customer; (b) inform other potential customers that you are a user of the Service; and (c) identify you as a customer in other forms of publicity, including, without limitation, case studies, blog posts, and the like.

Fees and taxes

CrowdVoice is a prepaid, subscription-based service. A valid credit card is required to establish an account. Fees are billed and charged to the credit card on file in advance on a monthly anniversary basis and are not refundable. There will be no refunds or credits for partial months of service, upgrade/downgrade refunds, or refunds for unused Service.

An upgrade from the free trial to any paying plan will automatically end your free trial period. If you are automatically upgraded as a result of not canceling your account prior to the termination of your free trial period, you will be billed for your first month immediately upon upgrading and

your credit card will be charged. Subscriptions may be cancelled at any time during the subscription month.

All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties on a post-paid basis. You agree to pay for any such taxes that might be applicable to your use of the Service. Should we choose not to bill you for any fees and taxes, we do not waive the right to bill you at another time.

If we are not able to process payment of fees using the provided credit card, we may suspend and revoke access to your Account and Service. If outstanding fees remain unpaid for thirty (30) days, RingLeader reserves the right to terminate your Account. If an account is canceled, terminated, or suspended, all numbers, services and access will be returned to the vendor and no promise of recovery is intended.

Usage Abuse

We provide services for the purpose of collaboration and communication that are defined as acceptable standards based on average use: RingLeader has defined these limits and will continuously adjust these levels to meet the needs of our customers. Any use outside of the defined levels may incur additional charges that will be added to your monthly subscription.

Termination

You may cancel your account at any time. You are solely responsible for properly cancelling your Account. An email or phone request to cancel your Account is not considered cancellation. Cancellation instructions are located in the billing section of your account.

Your Materials will be scheduled for deletion from the Service upon cancellation. If you cancel the Service before the end of your current prepaid month, your cancellation will take effect immediately and you will not be charged again. There will not be any prorated refunds of unused Service in the last billing cycle.

Modification to the Service and Fees

RingLeader reserves the right at any time, and from time to time, to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice.

Fees for Service, including but not limited to, monthly subscription plan fees to the Service, are subject to change upon thirty (30) days’ notice from us. Such notice may be provided at any time by posting the changes to the Site or the Service itself.

RingLeader shall not be liable to you or to any third-party for any modification, price change, suspension, or discontinuance of the Service.

Disclaimers

YOU USE OUR SERVICE AT YOUR OWN RISK AND SUBJECT TO THE FOLLOWING DISCLAIMERS: WE ARE PROVIDING OUR SERVICE ON AN “AS IS” BASIS WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-

INFRINGEMENT, AND FREEDOM FROM COMPUTER VIRUS OR OTHER HARMFUL CODE. WE DO NOT WARRANT THAT ANY INFORMATION PROVIDED BY US IS ACCURATE, COMPLETE, OR USEFUL, THAT OUR SERVCIES WILL BE OPERATIONAL, ERROR FREE, SECURE, OR SAFE, OR THAT OUR SERVICE WILL FUNCTION WITHOUT DISRUPTIONS, DELAYS, OR IMPERFECTIONS. WE DO NOT CONTROL, AND ARE NOT RESONSIBLE FOR CONTROLLING, HOW OR WHEN OUR USERS USE OUR SERVICE OR THE FEATURES, SERVICES AND INTERFACES OUR SERVICE PROVIDES. WE ARE NOT RESPONSIBLE FOR, AND ARE NOT OBLIGATED TO CONTROL, THE ACTIONS OR INFORMATION (INCLUDING CONTENT) OF OUR USERS OR OTHER THIRD PARTIES. YOU RELEASE US, OUR SUBSIDIARIES, AFFILIATES, AND OUR AND THEIR DIRECTORS, OFFICERS , EMPLOYEES, PARTNERS, AND AGENTS (TOGETHER, THE “RINGLEADER PARTIES”) FROM ANY CLAIM, COMPLAINT, CAUSE OF ACTION, CONTROVERSY, OR DISPUTE (TOGETHER, “CLAIM”) AND DAMAGES, KNOWN AND UNKNOWN, RELATING TO, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH ANY SUCH CLAIM YOU HAVE AGAINST ANY THIRD PARTIES. YOU WAIVE ANY RIGHTS YOU MAY HAVE UNDER CALIFORNIA CIVIL CODE §1542, OR ANY OTHER SIMILAR APPLICABLE STATUTE OR LAW OF ANY OTHER JUSIDICTION, WHICH SAYS THAT: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.

Limitation of Liability

IN NO EVENT WILL RINGLEADER’S TOTAL, AGGREGATE LIABILITY TO YOU OR TO ANY THIRD PARTY ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF (OR INABILITY TO USE) ANY PART OF THE SERVICE EXCEED THE TOTAL AMOUNT YOU ACTUALLY PAID TO RINGLEADER IN SUBSCRIPTION FEES FOR THE SERVICE DURING THE SIX (6) MONTHS IMMEDIATELY PRIOR TO THE ACCRUAL OF THE FIRST CLAIM. MULTIPLE CLAIMS WILL NOT EXPAND THIS LIMITATION.

IN NO EVENT WILL RINGLEADER BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY LOSS OF PROFITS, LOSS OF USE, LOSS OF REVENUE, LOSS OF GOODWILL, INTERRUPTION OF BUSINESS, LOSS OF DATA, OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF, OR IN CONNECTION WITH THESE TERMS OR YOUR USE (OR INABILITY TO USE) ANY PART OF THE APP, SITE, OR SERVICE, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OR ARE OTHERWISE AWARE OF THE POSSIBILITY OF SUCH DAMAGES.

EACH PARTY ACKNOWLEDGES AND AGREES THAT THE ESSENTIAL PURPOSE OF THIS SECTION IS TO ALLOCATE THE RISKS UNDER THIS TERMS OF SERVICE BETWEEN THE PARTIES AND LIMIT POTENTIAL LIABILITY GIVEN THE SUBSCRIPTION FEES, WHICH WOULD HAVE BEEN SUBSTANTIALLY HIGHER IF RINGLEADER WERE TO ASSUME ANY FURTHER LIABILITY OTHER THAN AS SET FORTH HEREIN. RINGLEADER HAS RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO PROVIDE CUSTOMER THE RIGHTS TO ACCESS AND USE THE SERVICE PROVIDED FOR IN THIS TERMS OF SERVICE AT THE CHARGES AGREED TO BY THE PARTIES.

THE LAWS OF SOME STATES OR JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN OUR TERMS, IN SUCH CASES, THE LIABILITY OF THE

RINGLEADER PARTIES WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

Indemnification

You agree to indemnify and hold RingLeader, its parents, subsidiaries, affiliates, officers, partners and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Service, your use of a Third-Party Service, use of your Account by any third party, the violation of the Terms Of Service by you, or the infringement by you, or any third party using your Account, of any intellectual property or other right of a third party.

Other

Waiver and Complete Agreement. The failure of RingLeader to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision.

This Terms of Service, the Privacy Policy and the Data Processing Addendum (if electronically accepted) constitute the entire agreement between you and RingLeader and govern your use of the Service, superseding any prior agreements between you and RingLeader (including, but not limited to, any prior versions of the Terms of Service).

Severability. If any provision of this Terms of Service is held by a court of competent jurisdiction to be contrary to law, the provision will be removed or edited as little as needed, and the remaining provisions of this Terms of Service will remain in full effect.

Survivability. Even if the Terms of Service is terminated, the following sections will continue to apply: Copyright and Content Ownership, Waiver and Complete Agreement, Disclaimers, Limitation of Liability, Indemnification, Severability, Jurisdiction.

Privacy. By using the Service, you consent to our collection, use, and disclosure of information as set forth in our privacy policy at https://ringleader.co/privacy. You acknowledge that we may update that privacy policy from time to time.

Jurisdiction. The Terms of Service shall be governed by and interpreted in accordance with the laws of the Commonwealth of Virginia applicable therein, without giving effect to its conflict of law provisions or your actual state or country of residence. The parties irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of the Commonwealth of Virginia with respect to any dispute or claim arising out of or in connection with the Terms of Service. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms of Service and is hereby expressly excluded.

Relationships of the Parties. The parties are independent contractors. This Terms of Service does not create a partnership, franchise, joint venture, agency, and fiduciary or employment relationship between the parties. Nothing in this Terms of Service will be construed to prevent RingLeader from marketing, licensing, selling or otherwise providing Service to any third party. Nothing in this Terms of Service will be construed to prevent the you from obtaining services like the Service from a third party.

Third-Party Beneficiaries. There are no third-party beneficiaries under this Terms of Service.

Amendment and Waiver. Any amendment to or waiver of our Terms requires our express consent.

Failure to enforce any of our Terms shall not be construed as a waiver.

Transfer of Rights. All of our rights and obligations under our Terms are freely assignable by us to any of our affiliates or in connection with a merger, acquisition, restructuring, or sale of assets, or by operation of law or otherwise, and we may transfer your information to any of our affiliates, successor entities, or new owner.

You will not transfer any of your rights or obligations under our Terms to anyone else without our prior written consent.

Law. Nothing in our Terms will prevent us from complying with the law.

If any provision of these Terms is deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from our Terms and shall not affect the validity and enforceability of the remaining provisions.

We reserve all rights not expressly granted by us to you. In certain jurisdictions, you may have legal rights as a consumer, and our terms are not intended to limit such consumer legal rights that may not be waived by contract.

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