free trial
SelfStorageSMS™ and MessageReminders™ (collectively, "SelfStorageSMS") cannot be held liable or responsible as a result of giving access to free services during the Free Trial period. If User registers for a Free Trial, SelfStorageSMS may make one or more Services available to User on a trial basis free of charge until the earlier of (a) the end of the Free Trial period or (b) the start date of any Purchased Services. Additional trial terms and conditions may appear on the trial registration web page. As part of its benefit received for using this free service, User agrees that additional terms and conditions that may apply to User are binding upon User and are incorporated into this Agreement by reference and are therefore also legally binding.
SELFSTORAGESMS DOES NOT WARRANT THAT ANY DATA ENTERED INTO THE SELFSTORAGESMS INTERFACE OR USER DATA AND ANY CUSTOMIZATIONS MADE TO THE SERVICES BY OR FOR USER DURING USER'S FREE TRIAL CAN BE RETRIEVED ONCE THE FREE TRIAL PERIOD IS ENDED. SELFSTORAGESMS WILL UNDERTAKE BEST EFFORTS TO MAINTAIN SUCH DATA AFTER THE FREE TRIAL PERIOD IF USER PURCHASES A SUBSCRIPTION TO THE SAME SERVICES AS THOSE COVERED BY THE FREE TRIAL, OR IF USER PURCHASES UPGRADED SERVICES, BEFORE THE END OF THE TRIAL PERIOD. NO WARRANTY IS MADE AS TO THE CAPACITY TO MAINTAIN THIS DATA SUBSEQUENT TO THE FREE TRIAL PERIOD. DURING THE FREE TRIAL PERIOD, THE SERVICES ARE PROVIDED "AS IS" WITHOUT ANY WARRANTY.
By clicking the "Create Account" button, "Add Facility" button, or any other means to create an account on the SelfStorageSMS web sites, User has agreed to be bound by these terms in their entirety.
purchased services
SelfStorageSMS shall use best efforts make the Purchased Services available to User pursuant to this Agreement during the subscription term as paid by the User.
User agrees to pay the fees set forth in their SelfStorageSMS Customer Portal
account ("Customer Portal account"). If User uses any Services not
set forth in their Customer Portal account, User will be charged the applicable
rates available at https://www.selfstoragesms.com/pricing.
User also agrees that by entering, or by having, valid payment card information,
or by selecting to pay by check, in their Customer Portal account each month,
User agrees to be bound by these terms in their entirety. SelfStorageSMS reserves
the right to update this Agreement at any time, without being required to
notify User.
All fees are exclusive of any applicable taxes, levies, duties, or other similar
exactions imposed by a legal, governmental, or regulatory authority in any
applicable jurisdiction, including, without limitation, sales, use, value-added,
consumption, communications, or withholding taxes (collectively, “Taxes”).
User will pay all Taxes in connection with this Agreement, excluding any taxes
based on SelfStorageSMS' net income, property, or employees. If User is required
by applicable law to withhold any Taxes from payments owed to SelfStorageSMS,
User will reduce or eliminate such withheld Taxes upon receipt of the appropriate
tax certificate or document provided by SelfStorageSMS. User will provide
SelfStorageSMS with proof of payment of any withheld Taxes to the appropriate
authority.
If applicable, all fees are exclusive of any applicable communications service
or telecommunication provider (e.g., carrier) fees or surcharges (collectively,
“Communications Surcharges”). User will pay all Communications
Surcharges in connection with User's use of the Services. User will pay all
costs, fines, or penalties that are imposed on SelfStorageSMS by a government
or regulatory body or a telecommunications provider as a result of User's
use of the Services.
Except as otherwise expressly set forth herein, payment obligations are non-cancelable
and fees, Taxes, and Communications Surcharges (collectively, “Fees”),
once paid, are non-refundable. Except as otherwise set forth in the User's
Customer Portal account and subject to Payment Disputes, User will pay the
Fees due by credit card or check.
If User elects to add a credit card and use such funds to pay the Fees due,
User is responsible for ensuring such funds cover the Fees due. If User's
credit card does not have sufficient funds or User's credit card declines
a charge for the Fees due, SelfStorageSMS may suspend the provision of the
Services to all of User's accounts until the Fees due are paid in full. User
is prohibited from creating new accounts until the Fees due are paid in full.
If User elects to pay by check and receive invoices, and SelfStorageSMS approves
User for the same, then, (a) invoices will be sent to User each month, via
email to the email address(es) User designates in User's Customer Portal account
and (b) User will pay the Fees due within thirty (30) days of the date of
the invoice. Fees are payable in United States dollars. If User fails to pay
the Fees and remedy such failure within fifteen (15) days of the date SelfStorageSMS
provides User with written notice of the same, then SelfStorageSMS may (i)
assess and User will pay a late fee of the lesser of 1.5% per month or the
maximum amount allowable by law and (ii) suspend the provision of the Services
to all of User's accounts until the Fees due are paid in full. User is prohibited
from creating new accounts until the Fees due are paid in full.
If User is exempt from paying certain Taxes or Communications Surcharges,
User will provide the necessary exemption information as requested by SelfStorageSMS
or a valid exemption certificate issued by the appropriate authority via e-mail
to support@selfstoragesms.com. User will be exempt on a going-forward basis
once SelfStorageSMS has approved User's exemption request. If the appropriate
authority determines, at any time, that User is not exempt from paying any
Taxes or Communications Surcharges, User will promptly pay such Taxes or Communications
Surcharges to SelfStorageSMS, plus any applicable interest or penalties.
User will notify SelfStorageSMS in writing within sixty (60) days of the date
SelfStorageSMS bills User, for any Fees that User wishes to dispute. User
may withhold the disputed Fees until the dispute is resolved. Where User is
disputing any Fees, User must act reasonably and in good faith and will cooperate
diligently with SelfStorageSMS to resolve the dispute. SelfStorageSMS will
not charge User a late fee or suspend the provision of the Services for unpaid
Fees that are in dispute, unless User fails to cooperate diligently with SelfStorageSMS
or SelfStorageSMS determines the dispute is not reasonable or brought in good
faith by User.
If User is purchasing the Services through a third-party fulfillment reseller
that is solely responsible for facilitating payments to SelfStorageSMS for
User's use of the Services (“Fulfillment Reseller”), User will
pay all fees due for User's use of the Services directly to the Fulfillment
Reseller in accordance with User's Agreement with the Fulfillment Reseller
(“Fulfillment Agreement”). If User breaches User's payment obligations
to the Fulfillment Reseller and fails to cure such breach within the time
period specified in the Fulfillment Agreement, the Fulfillment Reseller or
SelfStorageSMS may suspend the provision of the Services to User.
use of the services
Where not otherwise specified, "Service" or "Services" shall be deemed to include both services received during the Free Trial period and Purchased Services.
SelfStorageSMS shall use best efforts to: (i) provide basic support for the
Purchased Services to User at no additional charge, and/or provide an upgraded
support if this upgrade is purchased separately between User and SelfStorageSMS,
(ii) use commercially reasonable efforts to make the Purchased Services available
24 hours a day, 7 days a week, except for: (a) planned downtime of which we
may give a reasonable notice to User, or (b) any unavailability caused by
circumstances beyond our control, including, without limitation, to acts of
God, acts of government, floods, fires, earthquakes, civil unrest, acts of
terror, strikes or other labor problems, Internet service provider failures
or delays, or denial-of-service attacks, and (iii) provide the Purchased Services
only in accordance with applicable laws and government regulations.
SelfStorageSMS shall use reasonable efforts to maintain appropriate administrative,
physical and technical safeguards for the protection of the security, confidentiality
and integrity of any User Data for the Purchased Services only.
SelfStorageSMS may suspend the Services if SelfStorageSMS, in good faith,
determines: (a) that User materially breached (or SelfStorageSMS, in good
faith, believes that User has materially breached) these Terms of Service;
(b) there is an unusual and material spike or increase in User's use of the
Services and that such traffic or use is fraudulent or materially and negatively
impacting the operating capability of the Services; (c) that its provision
of the Services is prohibited by applicable law or regulation; (d) there is
any use of the Services by User that threatens the security, integrity, or
availability of the Services; or (e) that information in User's account is
untrue, inaccurate, or incomplete.
User acknowledge that the features and functions of the Services may change
over time; provided, however, SelfStorageSMS will not materially decrease
the overall functionality of the Services. It is User's responsibility to
ensure the Customer Services are compatible with the Services. SelfStorageSMS
endeavors to avoid changes to the Services that are not backwards compatible,
however, if any such changes become necessary, SelfStorageSMS will use commercially
reasonable efforts to notify User at least sixty (60) days prior to implementation.
In the event SelfStorageSMS makes a non-backwards compatible change to certain
Services and such change materially and negatively impacts User's use of the
Services (“Adverse Change”), (a) User will notify SelfStorageSMS
of the Adverse Change and (b) SelfStorageSMS may agree to work with User to
resolve or otherwise address the Adverse Change, except where SelfStorageSMS,
in its sole discretion, has determined that an Adverse Change is required
for security reasons, by telecommunications providers, or to comply with applicable
law or regulation.
User shall (i) be responsible for User's compliance with this Agreement, (ii)
be responsible for the accuracy, quality and legality of User Data and of
the means by which User acquires and uses the User Data, (iii) use commercially
reasonable efforts to prevent unauthorized access to or use of the Services,
and notify SelfStorageSMS promptly of any such unauthorized access or use,
and (iv) use the Services only in accordance with applicable laws and government
regulations. By way of a nonexclusive example, User shall not (a) make the
Services available to anyone other than User's registered with SelfStorageSMS,
(b) sell, resell, rent or lease the Services, (c) use the Services to store
or transmit infringing, libelous or otherwise unlawful or tortious material,
or to store or transmit material in violation of third-party privacy rights,
(d) use the Services to store or transmit Malicious Code or offensive material,
(e) interfere with or disrupt the integrity or performance of the Services,
third-party data contained therein or any third-party service, or (f) attempt
to gain unauthorized access to the Services or their related systems or networks.
Services may be subject to other limitations, such as, for example, limits
on the number of calls made or text (SMS) messages sent on behalf of User,
and on the number of Customer Portal page views by User using SelfStorageSMS
or the Services.
In no event will SelfStorageSMS be held liable to User or any third party
for any direct or other damages. If, however, SelfStorageSMS is found liable
to User for any reason, such liability shall in no event be greater than any
sum received for Purchased Services under this Agreement. In the event that
User knows of any third party who infringes the technology protected as part
of the SelfStorageSMS system, User must immediately inform SelfStorageSMS.
Upon request of SelfStorageSMS, User shall fully cooperate in any such resulting
investigation, demand, proceeding or action.
This Agreement will not be assignable as a right with any transfer of the
entire business associated therewith of either party hereto, unless the successor
of the entire business agrees in writing to assume all obligations under this
Agreement. This Agreement is binding upon the successors and assigns of either
party hereto.
usage policy
User acknowledges and agrees that SelfStorageSMS and the Services are intended only as a method by which User can engage Communications, as defined below. User further agrees that SelfStorageSMS is not responsible for the content User inputs into SelfStorageSMS or the Services, and agrees that User (not SelfStorageSMS) is the maker of any call or email or text message sent using the Services.
User further represents and warrants that the owners of the phone numbers
that are provided by User, to which User's outbound messages, calls, broadcasts,
campaigns and other communications to recipients (collectively, “Communications”)
are transmitted through the Services, have consented or otherwise opted-in
to receive such Communications in accordance with any and all applicable laws
or governmental regulations. This includes, but is not limited to, express
written consent to receive calls, emails, and/or text messages sent by equipment
that may have the capacity to dial random or sequential numbers. When Communications
are transmitted through the Services, User agrees that User will include the
necessary opt-out, unsubscribe and/or debt verification information in compliance
with the applicable laws and governmental regulations, and that no such Communications
are in any way untrue or deceptive to the recipient. User further agrees that
any individual requesting Do-Not-Call ("DNC") status, regardless
of whether such DNC status is with User or with the national Do Not Call Registry,
shall immediately be removed from User's list of contacts used with the SelfStorageSMS
Services and the SelfStorageSMS websites ("Sites").
User represents that User is familiar with and shall abide by all applicable
local, state, national and international laws and regulations and is solely
responsible for all acts or omissions that occur under User's account, including,
without limitation, the content of the Communications transmitted through
the SelfStorageSMS Services. Without limiting the foregoing, User agrees to
familiarize User with the legalities of any Communications transmitted through
the SelfStorageSMS Services by visiting the following websites:
User shall schedule Communications responsibly and in such a manner that is both courteous to the recipients and in accordance with all local, state, national, and international laws, including those laws regarding the frequency of the Communications and the time at which recipients are to receive Communications. User is solely responsible for obtaining any rights or licenses to any data, without limitation, for inclusion in any outbound Communications. If User is unfamiliar with or unclear on the legalities of any Communication, User agrees to consult with User's attorney prior to User's use of the SelfStorageSMS Sites or Services.
User accepts that the Services are provided for professional use only, and
User agrees that User's use of the SelfStorageSMS Sites or Services shall
not include:
User must check State’s Laws regarding Text Messaging (SMS) to make sure User is in compliance.
User agrees to provide legal contact information and any other information
required under the applicable local, state, federal and international laws
in any Communication. User further agrees that SelfStorageSMS is, under no
circumstances, responsible for the timing, frequency, contents and/or accuracy
of User Communications. The relationship between User and SelfStorageSMS is
based upon the good-faith understanding of SelfStorageSMS that User shall
use the Sites and Services in accordance with these terms. User will provide
User's own sound files for all outbound Communications, where applicable.
SelfStorageSMS will not be liable for any misuse of the Sites or Services
by User. SelfStorageSMS is not responsible for the views and opinions contained
in any User Communication.
As between the parties, SelfStorageSMS exclusively owns and reserves all right,
title, and interest in and to the Services, the Documentation, SelfStorageSMS'
Confidential Information, Service Usage Data, and any feedback or suggestions
User provide regarding the Services. As between the parties, User exclusively
own and reserve all right, title, and interest in and to the Customer Services,
User's Confidential Information, and Customer Data, subject to SelfStorageSMS'
rights to process Customer Data in accordance with this Agreement.
User grants SelfStorageSMS and its Affiliates the right to process Customer
Data as necessary to provide the Services in a manner that is consistent with
this Agreement and the SelfStorageSMS Data Protection Addendum. User are responsible
for the quality and integrity of Customer Data.
“Confidential Information” means any information or data, regardless
of whether it is in tangible form, disclosed by either party (“Disclosing
Party”) to the other party (“Receiving Party”) that is marked
or otherwise designated as confidential or proprietary or that should otherwise
be reasonably understood to be confidential given the nature of the information
and the circumstances surrounding the disclosure, including, without limitation,
this Agreement, Customer Portal account, Customer Data, security reports and
attestations, audit reports, customer lists, pricing, concepts, processes,
plans, designs and other strategies, “know how”, inventions, and
financial, technical, or other business information and materials of Disclosing
Party and its Affiliates. Confidential Information does not include any information
which: (a) is publicly available through no breach of this Agreement or fault
of Receiving Party; (b) was properly known by Receiving Party, and to its
knowledge, without any restriction, prior to disclosure by Disclosing Party;
(c) was properly disclosed to Receiving Party, and to its knowledge, without
any restriction, by another person without violation of Disclosing Party's
rights; or (d) is independently developed by Receiving Party without use of
or reference to the Confidential Information of Disclosing Party.
Except as otherwise authorized by Disclosing Party in writing, Receiving Party
will not (a) use any Confidential Information of Disclosing Party for any
purpose outside of exercising Receiving Party’s rights or fulfilling
its obligations under this Agreement and (b) disclose or make Confidential
Information of Disclosing Party available to any party, except to Receiving
Party's Affiliates, and Receiving Party's and its Affiliates’ respective
employees, legal counsel, accountants, contractors, and in SelfStorageSMS'
case, subcontractors (collectively, “Representatives”) who have
a “need to know” as necessary for Receiving Party to exercise
its rights or fulfill its obligations under this Agreement. Receiving Party
will be responsible for its Representatives’ compliance with this Agreement.
Representatives will be legally bound to protect Confidential Information
of Disclosing Party under terms of confidentiality that are at least as protective
as the terms of this Agreement. Receiving Party will protect the confidentiality
of Confidential Information of Disclosing Party using the same degree of care
that it uses to protect the confidentiality of its own confidential information
but in no event less than reasonable care.
Receiving Party may disclose Confidential Information of Disclosing Party
if so required pursuant to a regulation, law, subpoena, or court order (collectively,
“Compelled Disclosures”), provided Receiving Party gives Disclosing
Party written notice of a Compelled Disclosure (to the extent legally permitted).
Receiving Party will provide reasonable cooperation to Disclosing Party in
connection with a Compelled Disclosure at Disclosing Party’s sole expense.
The parties expressly acknowledge and agree that no adequate remedy may exist
at law for an actual or threatened breach of this Agreement and that, in the
event of an actual or threatened breach of the provisions of this Agreement,
the non-breaching party will be entitled to seek immediate injunctive and
other equitable relief, without waiving any other rights or remedies available
to it.
User grants SelfStorageSMS the right to use and display User's name, logo,
and a description of User's use case(s) on SelfStorageSMS' website, in earnings
releases and calls, and in marketing and promotional materials, subject to
User's standard trademark usage guidelines that User expressly provides to
SelfStorageSMS.
representations, warranties, and disclaimer
Each party represents and warrants that it has validly accepted or entered
into this Agreement and has the legal power to do so.
Each party (a) warrants that it will comply with all applicable anti-corruption,
anti-money laundering, economic and trade sanctions, export controls, and
other international trade laws, regulations, and governmental orders (collectively,
“Anti-Corruption and Trade Laws”) in the jurisdictions that apply
directly or indirectly to the Services, including, without limitation, the
United States, and (b) represents that it has not made, offered, promised
to make, or authorized any payment or anything of value in violation of Anti-Corruption
and Trade Laws. User will promptly notify SelfStorageSMS in writing of any
actual or potential violation of Anti-Corruption and Trade Laws in connection
with the use of the Services and take all appropriate steps to remedy or resolve
such violations, including any steps requested by SelfStorageSMS. If applicable,
User represents that User has obtained, and warrant that User will continue
to obtain, all licenses or other authorizations required to export, re-export,
or transfer the Services. Each party represents that it (and in User's case)
is not on any government prohibited, denied, or unverified-party, sanctions,
debarment, or exclusion list or export-controlled related restricted party
list (collectively, “Sanctions Lists”). User will immediately
(i) discontinue User's use of the Services if User becomes placed on any Sanctions
List. User represents that User has not, and warrant that User will not, export,
re-export, or transfer the Services to an entity on any Sanctions List without
prior authorization from the applicable governmental authority. Notwithstanding
anything to the contrary in this Agreement, either party may terminate this
Agreement immediately upon written notice to the other party if the other
party is in breach of its obligations in this Agreement. If User's account
is blocked because it is operating in a country or region prohibited under
this Agreement, User will receive notice of User's account being inoperable
when User attempts to log into User's account in such prohibited country or
region.
User represents and warrant that User has provided and will continue to provide
adequate notices, and that User has obtained and will continue to obtain the
necessary permissions and consents, to provide Customer Data to SelfStorageSMS
for processing pursuant to this Agreement.
SelfStorageSMS represents that the Services perform materially in accordance
with the applicable Documentation. SELFSTORAGESMS DOES NOT WARRANT OR GUARANTEE
DELIVERABILITY OF COMMUNICATIONS. User's exclusive remedy for a breach of
this Agreement will be, at SelfStorageSMS' option, to (a) remediate any material
non-conformity or (b) refund User the Fees paid for the time period during
which the affected Services do not comply with this Agreement.
WITHOUT LIMITING A PARTY’S EXPRESS WARRANTIES AND OBLIGATIONS HEREUNDER,
AND EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED “AS
IS,” AND NEITHER PARTY MAKES ANY WARRANTY OF ANY KIND, WHETHER EXPRESS,
IMPLIED, STATUTORY, OR OTHERWISE, AND EACH PARTY SPECIFICALLY DISCLAIMS ALL
IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS
FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT TO THE FULLEST EXTENT PERMITTED
BY LAW. SELFSTORAGESMS ADDITIONALLY DISCLAIMS ALL WARRANTIES RELATED TO TELECOMMUNICATIONS
PROVIDERS. USER ACKNOWLEDGE THE INTERNET AND TELECOMMUNICATIONS PROVIDERS’
NETWORKS ARE INHERENTLY INSECURE AND THAT SELFSTORAGESMS WILL HAVE NO LIABILITY
FOR ANY CHANGES TO, INTERCEPTION OF, OR LOSS OF CUSTOMER DATA WHILE IN TRANSIT
VIA THE INTERNET OR A TELECOMMUNICATIONS PROVIDER’S NETWORK. BETA OFFERINGS
ARE PROVIDED “AS IS” AND “AS AVAILABLE”. SELFSTORAGESMS
MAKES NO WARRANTIES AND WILL HAVE NO LIABILITY FOR ANY BETA OFFERINGS, CUSTOMER
SERVICES, OR THIRD PARTY SERVICES WHATSOEVER.
indemnification
SelfStorageSMS will have no liability or obligation under this Agreement with respect to any SelfStorageSMS Indemnifiable Claim arising out of (a) User's use of the Services in breach of this Agreement; (b) the combination, operation, or use of the Services with other applications, portions of applications, products, or services, including, without limitation, the Customer Services or Third Party Services, where the Services would not by themselves be infringing; or (c) Services for which there is no charge.
User will defend SelfStorageSMS, its Affiliates, and each of their directors,
officers, and employees (collectively, “SelfStorageSMS Indemnified Parties”)
from and against any claim, demand, suit, or proceeding made or brought against
a SelfStorageSMS Indemnified Party by a third party alleging or arising out
of: (a) User's breach this Agreement or (b) any Customer Services infringing
or misappropriating such third party’s intellectual property rights
(collectively, “Customer Indemnifiable Claims”). User will indemnify
SelfStorageSMS from any fines, penalties, damages, attorneys’ fees,
and costs awarded against a SelfStorageSMS Indemnified Party or for settlement
amounts that User approves for a Customer Indemnifiable Claim.
As a condition of the foregoing indemnification obligations: (a) the indemnified
party (“Indemnified Party”) will promptly notify the indemnifying
party (“Indemnifying Party”) of any Customer Indemnifiable Claim
or SelfStorageSMS Indemnifiable Claim (individually or collectively referred
to herein as a “Claim”) in writing; provided, however, that the
failure to give prompt written notice will not relieve Indemnifying Party
of its obligations hereunder, except to the extent that Indemnifying Party
was actually and materially prejudiced by such failure; (b) Indemnifying Party
will have the sole authority to defend or settle a Claim; and (c) Indemnified
Party will reasonably cooperate with Indemnifying Party in connection with
Indemnifying Party’s activities hereunder, at Indemnifying Party’s
expense. Indemnified Party reserves the right, at its own expense, to participate
in the defense of a Claim. Notwithstanding anything herein to the contrary,
Indemnifying Party will not settle any Claim for which it has an obligation
to indemnify under this Agreement admitting liability or fault on behalf of
Indemnified Party, nor create any obligation on behalf of Indemnified Party
without Indemnified Party’s prior written consent, which will not be
unreasonably withheld, conditioned, or delayed.
limitation of liability
IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES HAVE ANY LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT FOR ANY LOST PROFITS, REVENUES, GOODWILL, OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER, LOST DATA, BUSINESS INTERRUPTION, OR PUNITIVE DAMAGES, WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF A PARTY OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF A PARTY’S OR ITS AFFILIATES’ REMEDY OTHERWISE FAILS OF ITS ESSENTIAL PURPOSE. THE FOREGOING DISCLAIMER WILL NOT APPLY TO THE EXTENT PROHIBITED BY LAW.
IN NO EVENT WILL THE AGGREGATE LIABILITY OF EITHER PARTY TOGETHER WITH ALL
OF ITS AFFILIATES ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED THE AMOUNTS
PAID OR PAYABLE BY USER AND USER'S AFFILIATES HEREUNDER FOR THE SERVICES GIVING
RISE TO THE LIABILITY DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE FIRST
INCIDENT OUT OF WHICH THE LIABILITY AROSE. THE FOREGOING LIMITATION WILL APPLY
WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY.
NOTWITHSTANDING, ANYTHING TO THE CONTRARY IN THIS AGREEMENT DO NOT APPLY TO
(a) USER'S BREACH OF CUSTOMER RESPONSIBILITIES; (b) USER'S AND USER'S AFFILIATES’
BREACH OF FEES AND PAYMENT TERMS; OR (c) AMOUNTS PAYABLE PURSUANT TO A PARTY’S
INDEMNIFICATION OBLIGATIONS.