The intent of AUDAX NETWORKS, INC. ("AUDAX NETWORKS") Acceptable Use Policy (“AUP” or “Policy”) is improving and protecting the use of the AUDAX NETWORKS services by proactively preventing unacceptable use. All AUDAX NETWORKS customers and customers of AUDAX NETWORKS customers or any downstream customers including visitors of customers using AUDAX NETWORKS services must comply with this AUP.
This Acceptable Use Policy describes actions by Users that are prohibited by AUDAX NETWORKS, and its affiliates and subsidiaries. “Users” means any user or Customer of any and all AUDAX NETWORKS’ provided services (“Service” and/or “Services”) that are provided by AUDAX NETWORKS pursuant to any applicable customer agreement, including, without limitation, any applicable terms of service and/or supplements to any applicable agreement(s) (which Users must accept as a condition to receiving any Services from AUDAX NETWORKS).
This AUP is subject to change from time to time with such changes effective upon posting at www.AUDAX NETWORKS.com. AUDAX NETWORKS encourages Users to review this Policy regularly.
i) Services may be used only for lawful, proper and appropriate purposes.
ii) Users must use any Services only in a manner that, in AUDAX NETWORKS sole discretion, is consistent with the purposes of such Services. Users will not engage in any legal or illegal activity that either
a. Harms AUDAX NETWORKS, the network operated by AUDAX NETWORKS, the Services and/or any User, or
b. Interferes with the network operated by AUDAX NETWORKS and/or the provision or use of the Services by AUDAX NETWORKS or any User.
iii) Services may not be used for illegal, improper, and/or inappropriate purposes.
Illegal purposes include, but are not limited to:
· Using any Service to violate any law, rule, or regulation; or
· Engaging in threatening, abusive, harassing, defamatory, libelous, deceptive or fraudulent behavior.
Improper and/or inappropriate uses include, but are not limited to:
· Calling, messaging, storing, posting or transmitting harassing, threatening or abusive materials, e-mail or information;
· Conducting or forwarding surveys, contests, pyramid schemes, charity requests or chain letters via the AUDAX NETWORKS’ network;
· Sending unsolicited calls, (including, without limitation, commercial advertising and informational announcements) if such unsolicited activities could reasonably be expected to or do in fact provoke complaints;
· Falsifying User or other identifying information provided to AUDAX NETWORKS or to other Users of the Services;
· Use of any Service in violation of any trademark, copyright, or any other intellectual property protection law or provision, or AUP policy of any third-party provider;
· Use of any Service for the purposes of engaging in an activity in connection or conjunction with any pornographic and/or adult entertainment industry purpose, regardless of whether such activity is lawfully permitted;
· Auto-dialing or predictive-dialing (sometimes referred to as “robo-dialing”);
· Continuous or extensive chat line or conference call participation;
· Use of free conference calling or similar services that AUDAX NETWORKS in its sole discretion deems to participate in traffic stimulation practices or schemes that result in excessive charges;
· Use of an open telephone line as a monitoring, intercom or similar service;
· Repetitive and/or continuous messaging or calling to the same destination or number if such activity could reasonably be expected to or in fact does provoke complaints;
· Long duration calls (defined as calls to the same number in excess of four continuous or cumulative hours within a 24-hour period) and/or calls placed to specific numbers and/or destinations for the purpose of generating charges or fees for or with a third party;
· Use of call Services which do not consist of uninterrupted live human voice dialog by and between natural human beings;
· Restricting or inhibiting any other User or any other person from using and enjoying the AUDAX NETWORKS Services;
· Engaging in any of the foregoing activities by using the services of another provider or third party and channeling such activities through an account provided by AUDAX NETWORKS, or otherwise involving the Services or any AUDAX NETWORKS account in any way with or without another provider or third party for the purpose of facilitating the foregoing activities.
AUDAX NETWORKS reserves the right, at its sole discretion, to determine if a Service is being used for any of the foregoing purposes or activities.
Violation of this Policy may result in civil or criminal liability, and AUDAX NETWORKS in its sole discretion, in addition to any remedy that it may have at law or in equity, may immediately terminate permission for the User to use the Services, or any portion of the Services, and may charge User any applicable rates and cancellation or termination fees. In addition, AUDAX NETWORKS may investigate incidents that are contrary to this Policy and provide requested information to third parties who have provided notice to AUDAX NETWORKS stating that they have been harmed by a User's failure to abide by this Policy or the policies listed above. AUDAX NETWORKS may bring legal action to enjoin violations and/or collect damages caused by any violation of any part of this Policy.
Any violations or attempted violations of this Policy by any User (or any third party on behalf of any User) will constitute a violation of this Policy by the User and a material breach of any applicable customer agreement, including, without limitation, any applicable terms of service and/or supplements to any applicable agreement(s).
AUDAX NETWORKS's failure to enforce this policy in every instance in which it might have application does not amount to a waiver of AUDAX NETWORKS's rights.
Notwithstanding the foregoing, AUDAX NETWORKS reserves the right to take proactive measures and suspend any Service and/or take any other action that it deems necessary, in its reasonable discretion, immediately and without notice, with respect to protecting its customers, network, or the public at large. This includes but is not limited to, suspending individual services or blocking traffic from certain network components or uses, blocking traffic from a portion or an entire IP subnet, or disallowing services from or to any location across the globe in an attempt to prevent unauthorized access to the AUDAX NETWORKS’ network.
Customer agrees to indemnify AUDAX NETWORKS and hold AUDAX NETWORKS harmless from any and all claims, damages, losses, and expenses (including attorneys’ fees and expenses) resulting from your use of the Services, whether or not such use is found to be in violation of any statute, rule or regulation.
IN NO EVENT WILL AUDAX NETWORKS BE LIABLE TO ANY USER OR THIRD PARTY FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES FOR ACTIONS TAKEN OR NOT TAKEN PURSUANT TO THIS POLICY, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR DATA, OR OTHERWISE, EVEN IF AUDAX NETWORKS WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION OF LIABILITY IN FAVOR OF AUDAX NETWORKS IS IN ADDITION TO ANY LIMITATIONS SET FORTH IN ANY WRITTEN AGREEMENT BETWEEN AUDAX NETWORKS AND ANY APPLICABLE USER AND WILL APPLY WHETHER THE ACTION IN WHICH RECOVERY IS SOUGHT IS BASED IN CONTRACT OR TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE OR STRICT LIABILITY), OR ANY APPLICABLE LAWS.
IF YOU VIOLATE THIS ACCEPTABLE USE POLICY, YOUR SERVICES MAY BE SUSPENDED OR TERMINATED WITHOUT NOTICE, AND WITHOUT A REFUND, AT THE SOLE DISCRETION OF AUDAX NETWORKS. IF SERVICES ARE TERMINATED, EARLY TERMINATION CHARGES MAY APPLY.
Nothing in this Policy will limit or be deemed a waiver of any rights or protections of AUDAX NETWORKS pursuant to any written agreement between AUDAX NETWORKS and any applicable User. This Policy will be read in connection with any such written agreement and not in conflict with any such agreement. This Policy, in connection with any such agreement, supersedes any other oral or written representations or agreements made by AUDAX NETWORKS and/or its representatives regarding the Services.
Subject to any arbitration, forum or choice of law provisions of any written agreement between AUDAX NETWORKS and any applicable User,
i. This Policy will be governed by, construed under and enforced in accordance with the laws of the exclusive jurisdiction of the Virginia state courts in and for Fairfax County, Virginia (or, if there is federal jurisdiction, the U.S. District Court for the Northern District of Virginia), without reference to its choice of law principles or the United Nations Convention on the International Sale of Goods; and
ii. In the event any party brings a civil action or initiates judicial proceedings of any kind related to this Policy (except for actions to enter into or to collect on judgments), Users consent to the exclusive the exclusive personal jurisdiction of the Virginia state courts in and for Fairfax County, Virginia (or, if there is federal jurisdiction, the U.S. District Court for the Northern District of Virginia).
If any provision of this Policy is held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Policy will not be affected thereby and shall remain in effect.