Last updated: 10-Jan-2013
IMPORTANT: Please read section 2 carefully to make sure that you understand which Precise Communications entity you are contracting with.
PLEASE NOTE: It is important that you read and understand all of our terms and conditions. However, there are a few key points that we need to highlight:
- Expiration of Message Credits: Message credits expire if you do not use them within 120 days from purchase. Please use your Precise Communications account regularly to avoid expiration of message credits.
- No access to emergency services: Precise Communications’s services are not a replacement for your ordinary mobile or fixed line telephone. Our services do not allow you to make emergency calls to emergency services. You must make alternative communication arrangements to ensure that you can make emergency calls if needed.
- Check restrictions on use: In some countries there are restrictions that apply to various types of sms messages. It is your responsibility to ensure that you are legally allowed to send the relevant type of sms messages to mobile subscribers.
- No ownership of numbers: If Precise Communications allocates a short code or long number (collectively referred to as “number”) to you, you do not own that number and you do not have a right to retain that number indefinitely. Precise Communications may need to change or withdraw the number allocated to you from time to time. You will not transfer or attempt to transfer your number/s to anyone else. You must ensure that you comply with any number allocation requirements that may be contained in our terms and conditions as failure to do so may result in the number being withdrawn.
Table Of Contents
- ACCEPTANCE OF THESE TERMS AND CONDITIONS
- YOUR AGREEMENT WITH ESSENTIALLY PRECISE
- DEFINITIONS AND INTERPRETATION
- CHANGES TO TERMS
- ADDITIONAL TERMS
- SERVICES – GENERAL
- LIMITATION OF LIABILITY AND INDEMNITY
- THIRD PARTY GOODS AND SERVICES
- MOBILE-ORIGINATED (MO) AND PREMIUM RATE SERVICES – GENERAL
- MOBILE-ORIGINATED (MO) OR PREMIUM RATE SERVICES – ADVERTISING GUIDELINES
- APPLICATION PROGRAM INTERFACE (API) SERVICE
- ACCOUNT, PASSWORD AND SECURITY
- YOUR PRIVACY
- MESSAGES AND OTHER LIMITATIONS
- YOUR CONDUCT
- USE OF THE ESSENTIALLY PRECISE WEBSITE
- ENDING A SERVICE
- TRIAL SERVICES
- CHARGES AND PAYMENT
- EFFECT OF ENDING THIS AGREEMENT OR SUSPENSION OF SERVICE
- INTELLECTUAL PROPERTY AND DOWNLOADS
- INTERCEPTION OF COMMUNICATION
- GOVERNING LAW AND JURISDICTION
- GENERAL PROVISIONS
1. Acceptance of these Terms and ConditionsBy registering for, or using any of our services you agree that you have read, understand and are bound by these terms, regardless of how you registered for or use the services.Without limiting the above, we may ask you to accept any or all of the terms when you first register for, or start using a service.If you do not want to be bound by the terms, you must not register for, or use a service.If you concluded a written contract with us, you will also be bound by these terms. However, to the extent that there is a conflict between the written contract and these terms, the written contract will prevail.
2. Your agreement with Precise CommunicationsVarious entities within the Precise Communications group of companies may provide services to our clients. The Precise Communications entity that provides our services to you depends on where you are located:If the billing address on your Precise Communications account is outside UAE, then you will be billed from Precise Communications, Dubai Media City, UAE.If the billing address on your Precise Communications account is in UAE, then you will be billed from Precise Communications, Business Bay, Dubai, UAE.
3. Definitions and Interpretation
- agreement means the agreement between us and you that comes about by your acceptance of these terms as set out in the section headed “Introduction” above;
- Precise Communications means, as the context requires:-
- Precise Communications., registered under Dubai government law, and located in Business Bay, Dubai, UAE.
- Precise Communications FZ LLC, registered under Dubai freezone authority, Dubai Media City, Dubai, UAE.
- Precise Communications website means the websites that we own and operate including www.tobeprecise.com, www.smsarrow.com, and www.cyberdatabox.com including any page, part or element thereof;
- content includes any information, data, text, music, sound, graphics, video, messages, hyperlinks or tags;
- downloads means any software, data, application, code, files or content that you retrieve, view or download when using a service;
- charges means the amounts we charge you for rendering our services, including (without limitation) our transaction or subscription charges, and any third party charges we incur;
- TRA means Telecom Regulatory Authority in specific countries
- intellectual property rights includes (without limitation) any and all rights, title and interest (whether registered or not) in and to any intellectual property, copyright, related rights, patents, utility models, trade marks, trade names, service marks, designs, logos, devices, know-how, trade secrets and inventions (whether patentable or not), goodwill, source code, meta tags, databases, text, content, graphics, icons, and hyperlinks and all other identical or similar intellectual property as may exist anywhere in the world and any applications for registration of such rights which are all as such protected by domestic and international legislation and treaties from infringement;
- service means any service, product, goods, downloads, content, program or website that we may provide from time to time;
- operator means mobile network operators and mobile virtual network operators;
- terms means the terms and conditions set out herein, and includes any additional terms (as defined in the section headed “Additional Terms” below);
- use includes (without limitation) accessing, retrieving, downloading, logging on to or viewing a service;
- we, us and our means Precise Communications and includes our successors in title and/or assigns;
- you and your means any natural person who registers for, or uses any of our services and/or any legal entity on whose behalf any of our services are registered for or used;
4. Changes to termsWe may change any or all of the terms including (without limitation) the charges at any time without notice to you.Any changes will become effective when we publish them on the Precise Communications website.You must check the Precise Communications website and the terms regularly for changes.By continuing to use our services after we make the changes, you agree to be bound by the changed terms and charges.If you do not accept the changed terms or charges, you must stop using the service (see the section headed "Ending a service" below).
5. Additional termsSome of our websites or documents may contain additional rules, guidelines, charges or terms and conditions (additional terms).By subscribing to or using our services relating to those websites or documents, you agree to be bound by, and comply with those additional terms.These terms apply to the extent that there is a conflict between these terms and the additional terms.
6. Services – generalWe always try to provide the services to the best of our ability.We may suspend, interrupt, change or end any service for any reason without notice.We will try to widely publicize changes to the services which apply generally.We may also give you advance notice of any interruption of a service due to maintenance.
7. Limitation of liability and indemnityIn this section –damages means all damages of whatever nature and includes (without limitation) all damages, loss, claims or costs, including (without limitation) loss of data, profits or custom, or business foregone whether -
- in contract, delict or otherwise;
- direct, indirect, special or consequential;
- foreseeable or not; and
- notification of the damages were given in advance or not; and
- your breach of these terms;
- any claims made by third parties by your use of a service.
- provide all services “as is” and “as available”; and
- don’t warrant, represent or guarantee, whether expressly or by implication, that any service is free of errors or interruptions, always available, fit for any purpose, secure or does not infringe any third party rights.
8. Third party goods and servicesIn many cases, we provide the services of third parties, or our services in conjunction with those of third parties including (without limitation) network providers.In those cases, the following conditions apply:We provide such services subject to the terms, conditions and limitations imposed by those third parties.If those third parties change, suspend or stop providing such services, we may similarly change, suspend or stop providing the services to you without notice. We may nevertheless try to provide such a service in another way or by using another third party.You authorize us to provide any of your information to those third parties to the extent that it may be necessary to enable the third parties and ourselves to provide the services to you.To the extent that there is a conflict between the third party’s terms and conditions and these terms, these terms prevail.When you acquire goods, downloads or services from a third party through any of our services, you understand and agree that -
- we are not a party to the contract between you and the third party;
- we don’t have to monitor the third party service you use;
- the third party will be responsible for all obligations under the contract including (without limitation) warranties or guarantees;
- you must evaluate the goods, software or service and the applicable terms and conditions before acquiring the goods, software or service; and
- you indemnify us against any damages (as defined in the section headed “Limitation of liability and indemnity” above) howsoever arising from your acquisition and use of the third party goods, software or service.
9. DeliveryMessages are deemed to have been delivered when we have delivered or sent the messages to the immediate destination that our software is programmed for, including SMTP servers, mobile telephone networks, or any other intermediary server or API that is deemed to be the point of dispatch of the message.Please note that, although we focus on providing extensive coverage aggregation services, third party network providers may choose from time to time to not be part of our networks or the networks of our service providers. This may result in messages not being delivered.
10. Mobile-originated (MO) and Premium Rate services – generalIn addition to the other terms, this section applies if you use any of our Mobile-originated (MO) or Premium Rate services (short code services).We collect MO messages and pass these on to you in the methods described by us. You are responsible for content of the service, as well as the cost of all bearer charges to provide the content to your end client.Please note that to ensure that we comply with industry codes of conduct, you must route all MT messages directly or indirectly associated with any of our hosted short codes, or other two-way services, via our messaging gateway. This will enable us to ensure that all premium rate, short code messaging services and other two-way services offer the required confirmation messages as stipulated by the various codes of practice and that such messages can be validated as having been submitted. We may end the service immediately without notice if you don’t comply.MO messages are charged at an agreed rate. Sharing of the revenue is based on the agreement that will be done outside this terms and as per the revenue sharing provided by the operators.If there are any differences between our records, your records or the mobile network operator / third party’s records, the records of the mobile network operator / third party are deemed to be correct and binding on us and you.
11. Mobile-originated (MO) or Premium Rate services – advertising guidelinesIn addition to the other terms, this section applies if you use any of our Mobile-originated (MO) or Premium Rate services. The examples provided are in UAE Dirhams but can be changed to your local currency.In this section –
- advertisement means any form of communication with your clients including (without limitation) advertisements, brochures and websites;
- charges means network charges and premium charges;
- network charges means the charges of the network service providers for use of their networks, e.g. SMS, MMS, USSD, GPRS; and
- a premium charge means the content or value-added charges that you charge your clients for using your premium rate service.This section sets out how you must advertise your services.If you don’t advertise your service in the way set out in this section, we may –
- withhold your share of the monthly revenue for that service (if any) until you comply; or
- end the service if you fail to comply repeatedly.All your advertisements must comply with the following rules:
- The advertisements must state the charges of your service fully and correctly. For example -
- if your short code is charged at 5 AED then this should be clearly mentioned in the advertisement where you ask your customers to send SMS.
- If you are providing regular updates against a request by the customer, you should clearly mention the number of updates they will receive against the charge they are paying.
- If they are subscribing for regular newsletters or updates, it should be clearly mentioned when they will be charged next time and what is the regular cost.
- The advertisement must state the charges inclusive of taxes, if any.
- The font size of the charges must be such that they can be easily seen in the advertisement. Your client must be able to see the charges with very little effort.
- Your charges must be located on the advertisement in such a place that your client can see it easily. Your client must be able to see the charges when looking at the advertisement without having to search the advertisement for the charges. You may not hide the charges in the terms and conditions.
- You may not state the charges in some advertisements and not in others.
- If you give your client the option to unsubscribe for a service, you may only charge network charges to unsubscribe and you may not charge premium charges.
- Your advertisement must state all the material terms and conditions to the extent that this is practical.
- Your advertisement must not contain our intellectual property.
- Your advertisement must make it clear that you, and not we, provide your service.
12. Application program interface (API) serviceIn addition to the other terms, this section applies if you use our application program interface (API) service.We enable individuals or businesses to connect to our server in order to facilitate text messaging directly to our gateway.We may approve or decline clients and API connections at our sole discretion.We encourage the use and publicity of anti-spam policies.We provide you with a login and password.Although we provide API connection specifications and will attempt to keep the specifications accurate and up to date, these specifications may be incomplete and may change from time to time without notice to you. You must test the specifications thoroughly on a regular basis, as we are not liable for specifications that may be incorrect or incomplete.
13. EquipmentYou must at your own cost acquire and maintain such -
- computer, telephone, other communications equipment and software; and
- network or Internet access, as may be necessary to use our services.
14. Account, password and securitySometimes, to register for, or use a service, you must give us information about yourself as prompted. You warrant that all information you give is current, complete and accurate. We may suspend or stop any service if you give information that is not current, complete and accurate.You must promptly tell us if any of the information you provided changes. You must choose a username and password. For some accounts we may assign the user name and password from our side.You –
- must keep your password, account name and account information confidential and must not disclose these to third parties;
- must not circumvent, or attempt to circumvent, our user authentication systems;
- are entirely responsible for all payments and any activities that occur under your account;
- are liable for any damage, loss or costs that we or any third party sustain howsoever arising as a result of any of your actions, or any actions of a third party using your password, account name or account information; and
- indemnify us against any claim howsoever arising from any use of your password, account name or account information by a third party or as a result of your breach of this clause.
15. Your privacyWe respect your privacy.We won’t edit, or disclose any of your personal information or account details without your prior permission unless we may or must do so by law. We won’t disclose or distribute any of the mobile numbers and/or content that you submit through our systems. Selected staff are authorized to do random monitoring to ensure that messaging comply with our terms and conditions. Should we receive a formal complaint from a mobile network operator / third party that is directly related to your Precise Communications account, then we are obliged to do so by law.We will try our best to protect your privacy on systems and websites that we control. However, we are not liable for any unauthorized or unlawful disclosures of your personal information by third parties who are not subject to our control (for example, advertisers and websites that have links to the Precise Communications website).Please note that the information and privacy practices of our business partners, advertisers, sponsors or other sites to which we provides hyperlinks, may be different from ours. We don’t warrant the security of the information which you transmit to us.Our service will, however, transmit the sender’s name (from field) and/or email address with each message that the end-user sends.You give us the right to send you communications of any updates, upgrades, notices, or other information that we deem important for you to know, relating to the service. Such communications shall not constitute spam. You may ask us to stop providing you with such communications.
16. Messages and other limitationsWe are not responsible for the deletion or failure to store information. We have set no fixed upper limit on the number of message you may send through the service apart from how many credits are left in your account.We may determine whether or not your conduct is consistent with the letter and spirit of the agreement and may end the service at any time if your conduct does not comply with the agreement. Please see the section headed -> Ending a service ->below for more information on procedure for ending a service. We may, in the future, with prior notification, limit the amount of storage space available to you. We do not also guarantee storing your messages for a longer period. We may remove the messages at any given point of time without prior notifications.The sender identification that can be included as part of a mobile text message is not a guaranteed feature. Your message might be sent without your sender identification and you will not be notified of this.Although we try our best to deliver message quickly, messages may be delivered late due to queuing or mobile network operator / third party traffic. This may still result in the message being seen as “delivered”. Only “received by recipient” can be regarded as a final delivery to the handset. This “received by recipient” status is only available if we get it from the mobile network operator. We will not push any messages to numbers that have unsubscribed from our service. These SMS will not be charged to your account.
17. Your conductFor all services provided to you by Precise Communications, you must only use the services -
- in accordance with Precise Communications’s terms and conditions;
- for lawful purposes;
- in accordance with all applicable local, national and international laws and regulations; and
- for the purposes for which they are designed.
- do anything which violates any of Precise Communications’s terms and conditions;
- send junk SMS messages, spam or any unsolicited messages (commercial or otherwise);
- make any misrepresentation including (without limitation)
- deceive, mislead, defraud or otherwise make misrepresentations to any person regarding any fact or circumstance;
- impersonate or attempt to impersonate or otherwise misrepresent your identity to any person for whatever purpose or create a false identity mobile phone address or header;
- change the content of communications received by you and thereafter forwarding same to others without indicating the nature of the changes; and
- forge or otherwise manipulate origination details and data on any electronic data message with a view to disguising or deleting the origin of anything transmitted using our service;
- transmit anything (including (without limitation) words and images) which is defamatory, discriminatory, obscene, lewd, offensive, threatening, abusive, harassing, harmful, hateful or which contains pornography, religious or racial slurs or threatens or encourages bodily harm or the like or which may violate any person’s rights regardless of whether such content is accessed, transmitted, propagated, distributed, created or stored in a public or private context;
- commit fraud or solicit or induce any person to participate in any commercial or non-commercial activities which are in the nature of a financial scam, “pyramid schemes” or “chain letters”;
- violate or infringe any intellectual property rights;
- do anything which does or may -
- damage, impair, overburden or disable any system of any person (including us) using our services;
- interfere with another user’s use and enjoyment of the service or of similar services;
- interfere with or disrupt networks connected to the service or violate the regulations, policies or procedures of such networks; or
- compromise or tamper with the security of our or any other person’s software, hardware, systems, networks or services;
- transmit any computer code which is designed to harm the operation of any software, hardware or network, including (without limitation) viruses, Trojan horses, worms, time bombs and cancelbots;
- harvest or collect information about others, including email addresses, without their consent for any reason;
- violate the privacy of any person;
- reproduce, replicate, copy, sell or re-sell any of -
- our services or any part thereof (including (without limitation) websites and web pages, or any services that constitute the provision of telecommunications services in terms of applicable legislation); or
- the information or data contained in our services;
- repeatedly or in a rapid manner transmit content in such a manner as to have the effect of harassing a recipient;
- transmit content that you do not own or do not have the right to publish or distribute;
- access any of our services or any similar service of any third party or any network without authorisation or through hacking, password mining or any other means;
- perform any illegal activities including (without limitation) promoting or facilitating access to, use of or sale of dangerous substances or devices;
- use the service for commercial use without authorisation; or
- help any third party to do any of the above.
18. Use of the Precise Communications websiteWe give you a non-transferable, non-exclusive license to view, download, save and print the content of the Precise Communications website, provided that you use the content for private, personal, educational and/or non-commercial purposes only. You may not use the content for any other purpose without our prior written consent.You may only cache the Precise Communications website if –
- the purpose of the caching is to make the onward transmission of the content from the Precise Communications website more efficient;
- the cached content is not modified in any way;
- the cached content is updated at least every 12 (twelve) hours; and
- the cached content is removed or updated when we so require.
19. Ending a serviceYou may end a service at any time for any reason by following the procedure set out in the Precise Communications website and these terms.When you end a service, we do not guarantee returning the credits you have purchased from us or payment you have made. When you end the service all the data related to your account, including your account details will be removed from our system and no backup will be provided. If there are any sender names associated with your account, this will be cancelled with respective operators. In case there is a long term agreement for short code or sender name that is applicable to your account at the time of cancelling the account, then you are bound to settle all the dues for these services.If you have any questions about the right way to end this agreement please send an email to email@example.com
20. Trial servicesFrom time to time, Precise Communications may offer free trial credits to new users. We expect new users to use these trial credits to test the functionality of our products and messaging platform. We regard multiple registrations to make use of multiple free credits as an abuse of our trial service. Accordingly, registration for more than 3 trial accounts, by a single user, is prohibited.
21. Charges and paymentCharges. In consideration for using our services, you must pay us our charges, at the applicable rate then in effect, in the manner we specify including (without limitation) our charges for messages delivered or partially delivered using any available delivery method.We may from time to time for limited periods offer “free trial” or similar promotions during which no charges or reduced charges shall apply. Such promotions are intended for you to test the capabilities of the service and/or for casual, personal use only. During such promotions, all these terms apply.All charges are payable upfront. You must pay all charges upfront by buying service credits. If you have no credits, you cannot use the service. Once you have paid the upfront charges, you will only be able to use the service after a reasonable time to as we need to add the credits to your account.Large enterprise customers may contact Precise Communications sales representative to discuss alternative billing methods.Payment. Charges are due and payable at the time of, or before we deliver a message to your recipients, via every method of delivery based upon the billing plan we select. Payment is deemed to have been made as soon as the charge is available in our bank account. We may make other payment arrangements in our sole discretion, on a case-by-case basis.You shall pay all charges free of set-off, charges or deductions.If we issue an invoice to you, you must pay the invoice within 7 (seven) days of date of the invoice. Your failure to pay any amount when due, will constitute a breach of these terms.In the event of any Regulatory Fine as a result of the client’s service, Precise Communications shall be entitled to withhold or deduct the amount of such fine, charge or sum from any sums payable to the Client under this agreement.In the event that any amount on the client’s account is outstanding, Precise Communications shall be entitled to withhold or deduct this amount from any sum payable to the Client whether in premium rated revenue share or any other fees.Increase in charges. We may increase our charges at any time by notice to you.If we increase our charges after you have bought credits from us, we will give you 14 days’ notice of the increase. The increase will then apply to the credits that you have in your account.Within the 14 day period you may choose to –
- continue with the service subject to the increase; or
- end the service in which case we will pay to you the value of any credits that may be left over in your account.
- You may then use the service again by buying new credits.
22. BreachThe following applies if, as part of a service, you earn a revenue share from any mobile network operator. If you breach any of these terms then, without prejudice to our rights under these terms or otherwise at law, we may retain any of your revenue share held by us at the time of the breach as a genuine pre-estimate of the damages suffered by us as a result of your breach.If you breach any of these terms, then we may immediately, without prejudice to any of our other rights and without notice to you –
- claim payment of all outstanding amounts due to us;
- stop or suspend your use of any of the services;
- end the agreement; and/or
- claim damages from you.
23. Effect of ending this agreement or suspension of serviceIf this agreement ends or a service is suspended for any reason, you are responsible for any outstanding obligations including (without limitation) payment of any costs or charges that may arise in connection with such ending or suspension, and payment of all outstanding charges for use before the ending or suspension.Your payment and other obligations under this agreement are not suspended or otherwise affected by a suspension of access to/or use of a service (in whole or in part) where the suspension arises from your failure to comply with the terms.Upon ending and/or cancellation of a service or this agreement, for any reason you must immediately stop using the service and remove all our downloads on any computer, database, server (local or remote) in your possession or under your control.We have no obligation to you after any termination or cancellation of a service or this agreement.
24. Intellectual property and downloadsWe (or the appropriate third party) retain all intellectual property to the services, the systems that provide the service and downloads.You may not, directly or indirectly –
- sell, sub-license, lease, distribute or otherwise transfer any downloads to any third party;
- appropriate the downloads in whole or in part for whatever purpose;
- decompile, disassemble or reverse engineer the downloads, or reduce the downloads to any format other than the format in which they were delivered;
- create derivative works based on the downloads;
- incorporate the downloads into any other content for whatever purpose;
- remove any legal notices (copyright, trademark or other proprietary rights notices);
- reproduce, publish, perform, broadcast, make an adaptation of, sell, lease, offer or expose any copy of any content in respect of which we own the copyright.
- use the downloads for timesharing or service bureau purposes or otherwise for the benefit of a third party;
- frame any portion of the web pages that are part of the service.