This Terms of Service (“Terms” or “Agreement”) is a legal contract between you and Pacific Research Alliance Inc. (“Pacific Research Alliance”, “we”, “our”), governing your use of the privacy services of the ARMADILLO PHONE software owned and created by Pacific Research Alliance (the “Services”). By using the Services, you agree to the Terms. If you do not agree with any of the Terms, you may not use the Services.
You acknowledge and agree that this contract is only between you and Pacific Research Alliance and not any of Pacific Research Alliance’s partners, distributors, promoters or service providers (collectively, “Distributors”). Should you have any issue or claim with respect to the Services, Pacific Research Alliance and not its Distributors will be solely responsible for addressing the issue or claim. If you have obtained the Services from one of Pacific Research Alliance’s Distributors, you agree that any such Distributor will have no obligation or responsibility to provide you any warranty, maintenance and support services with respect to the Services.
WE WANTED TO LET YOU KNOW THAT THE TERMS INCLUDE AN ARBITRATION CLAUSE IN SECTION 15(B) THAT REQUIRES ANY DISPUTES, EXCEPT FOR ANY DISPUTES REQUIRING EQUITABLE OR INJUNCTIVE RELIEF, TO BE RESOLVED BY BINDING ARBITRATION. YOU ALSO AGREE TO WAIVE THE RIGHT TO JURY TRIALS, CLASS ACTIONS AND CLASS-ACTION WIDE ARBITRATION.
You must be of the Minimum Age to use the Services. “Minimum Age” means 18 years. However, if law requires that you must be older in order for Pacific Research Alliance to lawfully provide the Services to you then the Minimum Age is such older age.
By using any of the Services, you state that:
Pacific Research Alliance grants you a personal, worldwide, royalty-free, non-transferable, non-exclusive, revocable, non-sublicensable license (the “License”) to:
You agree that any software that we provide you may automatically download and install upgrades, updates or other new features. You may be able to adjust these automatic downloads through your mobile device settings. These updates and upgrades are designed to improve and enhance our Services and can include bug fixes, enhancements and new modules.
You may not sell, rent, lease, assign, distribute, copy, modify or host any part of our Services. As well, you cannot adapt, merge, make derivative works of, disassemble, decompile, reverse compile, attempt to discover the source code or reverse engineer any part of the Services, except to the extent these restrictions are expressly prohibited by applicable law.
Some of our Services let you create, upload, send, receive and store user data. When you do so, you keep the ownership rights you had in the data to begin with. WE DO NOT USE, COPY OR MODIFY USER DATA.
You are responsible for the content that you send through the Services, including for back up of that content.
You may not use the Services to create, upload, send, receive, or store content that:
You agree not to use the Services to:
Violation of any of the terms of Section 5 is cause for the immediate deactivation and deletion of your account without notice, and a permanent ban on the future purchase of any of Pacific Research Alliance’s products or services.
You will keep your password confidential and never disclose it to anyone. You will memorize your password rather than keep any written record of it. When you choose a password, you agree that you will not use a password which could easily obtained or guessed, such as your or birth date or telephone number. You will not use the same password that you use with any other account or login. You will change your password immediately if you know or suspect someone else knows it. Notwithstanding anything else in these Terms, we are not responsible for any unauthorized access to your ARMADILLO PHONE account resulting from you sharing your password or failing to safeguard your password in the manner described herein.
Also, you agree that you will not:
If you think someone has gained access to your account, please contact us immediately through our ARMADILLO PHONE support.
You are responsible for any mobile charges that you may incur when you use the Services including text-messaging and data charges for use of the Services and/or updates or upgrades of new versions of the Services. If you’re not sure what those charges may be, please ask your provider before using the Services.
If you use a service, feature or product offered by a third party (including those we jointly offer with a third party), each party’s terms will govern the respective party’s relationship with you. Please read and understand those terms and investigate any features that are important to you before using a third party service, feature or product. Pacific Research Alliance is not responsible or liable for those third party’s terms or actions taken under the third party’s terms.
The Services may include links to other web sites or services that are not owned or controlled by Pacific Research Alliance. Pacific Research Alliance does not endorse or make any representations regarding any such linked sites or any of the information or materials accessible through other linked sites. Pacific Research Alliance disclaims all liability relating to your use of such linked sites. By using the Services, you expressly acknowledge and agree that Pacific Research Alliance shall not be responsible for any damages, claims or other liability arising from or related to your use of any third-party website.
We are always improving our Services and creating new ones. We may add or remove features, products or functionality, and we may also suspend or stop the Services at any time without notice.
You can can terminate these Terms at any time and for any reason by erasing your device.
Pacific Research Alliance may also terminate these Terms with you at any time, for any reason, and without advanced notice. That means we may stop providing you with any Services, or impose new or additional limits on your ability to use the Services. For example, we may deactivate your account due to prolonged inactivity or a breach of these Terms, and we may reclaim your username at any time for any reason.
We will not be liable to you for terminating this Agreement, including for termination of your ARMADILLO PHONE account or deletion of your content. No matter who ends this Agreement, you and Pacific Research Alliance will continue to be bound by Sections 9, 11-17.
Pacific Research Alliance may modify these Terms of Service from time to time. Any and all changes to this Agreement will be posted on the ARMADILLO PHONE site, and you agree to be bound by any changes to these Terms, or by any additional terms and conditions, when you continue to use the Services after those changes are posted.
Since we have a growing number of Services, we sometimes need to describe additional terms for specific Services. Those additional terms and conditions, shall be made available with the relevant Services, then become part of your Agreement with us if you use those Services.
You agree, to the extent permitted under applicable law, to defend, indemnify and hold harmless Pacific Research Alliance, its shareholders, subsidiaries, affiliates and their directors, officers, employees, contractors, agents, third-party partners, and suppliers (the “Pacific Research Alliance Group”) from and against any claims, suits, losses, damages, obligations, liabilities, costs, and expenses (including legal fees) brought by third parties resulting from or relating to: (i) your use of and access to the Services; (ii) your user content; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right, or (iv) your violation of these Terms. We reserve the right, at your expense, to assume the exclusive defense and control of any matter that you are required to indemnify and you agree to cooperate with our defence of these claims. You agree not to settle any matter without our prior written consent. We will use reasonable efforts to notify you of any claim falling under this section once we learn of it. This defense and indemnification obligation will survive these Terms and your use of the Services.
Pacific Research Alliance takes the security of ARMADILLO PHONE very seriously. Our software has been designed to resist attacks by storing as little sensitive information as possible. In addition to the many security hardening features of the software, we also regularly audit our software via third-parties and have a rigorous security posture. However we acknowledge that any computer can be hacked, including any electronic device.
If your ARMADILLO PHONE account is proven to have been accessed by anyone to whom you have not disclosed your password or given access yourself, and as a result, such person obtains access to any decipherable content within such ARMADILLO PHONE account, Pacific Research Alliance will reimburse you all the fees you paid to Pacific Research Alliance and its Distributors for use of the Services for the hacked ARMADILLO PHONE account, provided you have followed the password safeguard procedures described in section 6 of these Terms.
THE SERVICES ARE PROVIDED “AS-IS” AND “AS AVAILABLE” AND WITH THE SOLE EXCEPTION OF THE SECURITY GUARANTEE SPECIFIED IN SECTION 12 OF THESE TERMS, THE PACIFIC RESEARCH ALLIANCE GROUP EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS OF ANY KIND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, STABILITY, ACCURACY, OR NONINFRINGEMENT. THE PACIFIC RESEARCH ALLIANCE GROUP MAKE NO REPRESENTATION OR WARRANTY THAT THE SERVICES OR THE DEVICE UPON WHICH THE SERVICES ARE INSTALLED: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, OR ERROR-FREE BASIS; OR (C) WILL BE ACCURATE, RELIABLE, COMPLETE, OR LEGAL. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. THE PACIFIC RESEARCH ALLIANCE GROUP IS NOT RESPONSIBLE FOR ANY THIRD-PARTY CONDUCT OR USER CONTENT ON ITS SERVICES.
THE PACIFIC RESEARCH ALLIANCE GROUP TAKES NO RESPONSIBILITY AND ASSUMES NO LIABILITY FOR ANY CONTENT THAT YOU, ANOTHER USER, OR A THIRD PARTY CREATES, UPLOADS, POSTS, SENDS, RECEIVES, OR STORES ON OR THROUGH OUR SERVICES. YOU UNDERSTAND AND AGREE THAT YOU MAY BE EXPOSED TO CONTENT THAT MIGHT BE OFFENSIVE, ILLEGAL, MISLEADING, OR OTHERWISE INAPPROPRIATE, NONE OF WHICH THE PACIFIC RESEARCH ALLIANCE GROUP WILL BE RESPONSIBLE FOR.
YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY RELEASE AND FOREVER DISCHARGE THE PACIFIC RESEARCH ALLIANCE GROUP FROM ANY AND ALL CLAIMS, DEMANDS, AND RIGHTS OF ACTION, WHETHER NOW KNOWN OR UNKNOWN, THAT RELATE TO ANY INTERACTIONS WITH, OR ACTS OR OMISSION OF, THE SERVICES AND THE PACIFIC RESEARCH ALLIANCE GROUP. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “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.”
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PACIFIC RESEARCH ALLIANCE GROUP WILL IN NO EVENT WHATSOEVER BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM THIS AGREEMENT OR THE SERVICES, PRODUCTS OR THIRD PARTY SITES AND THEIR SERVICES AND PRODUCTS, EVEN IF THE PACIFIC RESEARCH ALLIANCE GROUP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICES, OR THIRD PARTY SITES AND THEIR PRODUCTS AND SERVICES ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA RESULTING THEREFROM. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE PACIFIC RESEARCH ALLIANCE GROUP’S LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT, THE SERVICES AND PRODUCTS (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF: (A) FIFTY CANADIAN DOLLARS ($50) OR (B) AMOUNTS YOU HAVE PAID PACIFIC RESEARCH ALLIANCE FOR ACCESS TO THE SERVICES. IN NO EVENT WILL THE PACIFIC RESEARCH ALLIANCE GROUP’S SUPPLIERS HAVE ANY LIABILITY ARISING OUT OF OR IN ANY WAY CONNECTED TO THIS AGREEMENT.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.
This Agreement shall be construed and governed exclusively by the laws in force in British Columbia and the laws of Canada applicable therein, and the courts of British Columbia (and the Supreme Court of Canada, if necessary), and except as set out in Section 15(b) hereof, shall have exclusive jurisdiction to hear and determine all disputes arising hereunder. Except as provided in Section 15(b), each of the parties hereto irrevocably attorns to the jurisdiction of said courts, consent to the commencement of proceedings in such courts and waive any right to a jury trial. Each of the parties hereto irrevocably waives, to the fullest extent permitted by law, any forum non conveniens defence to the maintenance of such action or proceeding in any such court. This provision shall not be construed to affect the rights of a party to this Agreement to enforce a judgment or award outside said province, including the right to record and enforce a judgment or award in any other jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
If any part of these Terms is found to be unenforceable, then that provision will be modified to the extent necessary to render it enforceable without losing its intent or severed from these Terms if no such modification is possible and not affect the validity or enforceability of the remaining Terms. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.
All rights not granted to you are reserved by the Pacific Research Alliance Group and all intellectual property in the Services is owned by us. These Terms are the final, complete and exclusive Agreement between you and Pacific Research Alliance and supersede all prior Agreements between us.
If we don’t enforce a part of these Terms, it will not be considered a waiver. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without our consent. We may assign the Terms without restriction in connection with a merger, acquisition, reorganization or sale of all or substantially all of its assets, or bankruptcy or other operation of law, without your consent.
If we need to contact you about these Terms, you: (1) agree to receive electronic messages from us; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other messages we send to you electronically satisfy all legal requirements as if they were in writing. We agree that these Terms and all related documents are in English.