Terms of Service
Capitalized terms that are used, but not defined, herein, shall have the definition set forth in the Subscription Agreement. These Terms of Service supplement and shall apply to your Subscription Agreement and your use of and access to the Services and the Data.
- Limited License; Permitted Use in Compliance with Laws. You are granted personal, nontransferable and nonexclusive rights to access the Service and use the Data solely for your direct marketing, market research and customer prospecting purposes, in strict accordance with these Terms of Service and your Subscription Agreement. You shall treat all Data as confidential and not use the Data except as expressly authorized hereunder in compliance with the restrictions and requirements set forth herein, and you may not permit access to or disclose the Data to any parties except for persons within your business organization having a legitimate need to access or receive the Data. Certain portions of the Data available through the Service are only available via license with use rights that are based upon subscription access. In such case of subscription access, rights to the Data expire upon expiration or termination of the subscription, and in such case you shall discontinue use of the Data and, as requested by Bylte, either (i) return the Data to Bylte without retaining any copies thereof or any notes or other information thereon or (ii) provide a certificate, executed by you, in form and substance satisfactory to Bylte, that the Data has been destroyed in such a manner to render the Data permanently unreadable and unrecoverable. You may use the Services and the Data in strict accordance with the following:
(a) Your use of the Services and Data must comply with all applicable federal, state, local and foreign laws, statues, rules and regulations including, without limitation, laws regarding telemarketing, email, facsimile marketing, customer solicitation, and privacy laws (“Laws”)
(b) In addition: (i) all email activity undertaken by you using the Services and Data must comply with all applicable Laws, including, without limitation, the CAN-SPAM Act and applicable state registry laws; (ii) and all telemarketing and text marketing activity undertaken by you using the Services and Data must comply with all applicable Laws, including, without limitation, the Telephone Consumer Protection Act and state registry laws. The Data provided through the Services is not intended for, and should not be used for, marketing or sales to consumers under the age of majority.
(c) Bylte reserves the right to review your use of the Data to ensure compliance with this Agreement, but any failure of Bylte to review such use will not constitute acceptance of such use or waive any of Bylte’s rights hereunder or limit any of your obligations with respect to the Data. At any time upon at least three (3) days’ notice, Bylte may audit your records to determine whether you are in compliance with these Terms of Service and you will make available to Bylte or its representatives all records necessary for the conduct of such an audit.
(d) Bylte reserves the right to deny access to any user or group of users to the Services, at its sole discretion, at any time, and for any reason or no reason. Bylte reserves the right to remove any Data from the Bylte database at any time and for any or no reason.
- Limitations on Use. Your continued use and access to the Services and Data are subject to the following restrictions:
(a) Unless specifically authorized in advance and in writing by Bylte, you will not share, sell, transfer or otherwise make the Data available to any third person or entity and you will prevent the misuse or unauthorized use of the Data by any third person or entity.
(b) You will not name or refer to Bylte or your use of the Data in any of your advertisements or promotional or marketing materials without prior written permission from Bylte.
(c) You will not use the Data for consumer credit purposes, underwriting any form of consumer insurance, employment purposes, tenant screening purposes consumer debt collections or for any other purpose covered by the federal Fair Credit Reporting Act (15 U.S.C. §1681, et seq.) or for any other purpose not expressly authorized by the Agreement.
(d) You shall not duplicate, download, publish, modify, create derivative or otherwise distribute the Data derived from the Services for any commercial use, or for any purpose other than as described in these Terms of Service.
(e) You acknowledge that the Services and provision of the Data are proprietary to Bylte and you will not create, directly or indirectly, or enable a third party to create a competitive product or service offering.
(f) You shall not use the Service or Data in any manner that harasses, invades the privacy of, or harms a third party in any way.
(g) You will not use any robot, spider, other automatic device, or manual process to access, monitor or copy the Services, the Data, the LeadPerfection platform or the content contained thereon. You will not copy, reproduce, alter, modify, create derivative works from, or publicly display any Data except as expressly authorized hereunder.
(h) You shall not use the Services or the Data in any manner that would cause Bylte to violate any applicable Laws.
(i) You understand and acknowledge that Bylte does not test or screen the Data, and Bylte makes no representation or warranty as to the accuracy or completeness of the Data, the results, or lack thereof, regarding your use of the Data, or any recommendations or scoring contained in such Data. Your use of the Data is at your sole and complete risk and you are fully responsible for the use of all Data that is made accessible to you through the Services.
(i) You understand and acknowledge that when you subscribe to the Services, you must provide and maintain accurate, current, and complete Lead information. In the event you provide any Lead information that is inaccurate, not current, or incomplete, Bylte has the right to suspend or terminate your access and use of any and all Services.
1.2 Violation of the Terms.
1.3 Do Not Call Compliance.
In the event that Bylte provides a telephone number as part of the Data, you acknowledge that Bylte has not processed its databases against the National Do Not Call Registry, State Phone Suppression files, and DMA Phone Suppression files, or other relevant suppression (collectively the “Telephone Number Suppression Files”). You are fully responsible for ensuring that the telephone numbers provided to you through the Services are not subject to restriction through the Telephone Number Suppression Files or otherwise prior to your use.
(a) The term “Bylte Property” means all programs, files, systems, documentation, information, content, graphics, page layouts, service designs, APIs or other user interfaces utilized or provided by Bylte, work product produced by Bylte, and derivate works of any of the foregoing, including, without limitation, web services made available to you by Bylte, any HTML programming performed as part of providing you with Data and any other special programs, functionalities, interfaces and other work product, ideas, concepts or techniques which Bylte may develop, use or rely upon in providing the Services or Data. Data is owned by Bylte or its licensors.
(b) All Bylte Property shall be and will remain the property of Bylte and its parent corporate owner. Data is and shall remain the property of Bylte and its licensors, subject to the limited license granted to you herein.
(c) Bylte shall be the sole and exclusive owner of all patents, copyrights, trademarks, trade secrets and other intellectual property rights in and to the Bylte Property.
- Disclaimer of Warranties. THE SERVICES AND DATA, AND ALL SCORING AND RECOMMENDATIONS PROVIDED THERE IN ARE PROVIDED “AS IS/AS AVAILABLE” WITHOUT ANY WARRANTY OR GUARANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. BYLTE DOES NOT PROMISE THAT THE SERVICES OR DATA WILL BE ERROR-FREE OR UNINTERRUPTED, THAT IT WILL PROVIDE SPECIFIC RESULTS FROM USE OF THE SERVICE OR ANY DATA, SEARCH, OR LINK ON IT, OR THAT THE DATA MADE AVAILABLE THROUGH THE SERVICES IS COMPLETE OR ACCURATE. BYLTE SHALL NOT BE HELD RESPONSIBLE FOR ANY ERRORS OR OMISSIONS ON THE SERVICES OR THE DATA OR PRODUCED BY SECONDARY DISSEMINATION OF DATA.
- Limitation of Liability. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, BYLTE WILL NOT BE LIABLE FOR ANY CLAIM, DEMAND, LOSS, LIABILITY, DAMAGE, INJURIES, COST OR EXPENSE (INCLUDING REASONABLE ATTORNEYS’ FEES AND LEGAL COSTS), WHETHER GENERAL, DIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGE CAUSED IN WHOLE OR IN PART OR DIRECTLY OR INDIRECTLY BY THE SERVICES OR THE DATA OR OTHERWISE IN CONNECTION WITH THESE TERMS OF SERVICE OR THE SUBSCRIPTION AGREEMENT, WHETHER OR NOT ANY SUCH DAMAGES WERE FORESEEABLE OR WHETHER BYLTE WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, BYLTE’S MAXIMUM, AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF SERVICE OR THE SUBSCRIPTION AGREEMENT WILL NOT EXCEED THE AMOUNT PAID TO BYLTE BY YOU UNDER THE SUBSCRIPTION AGREEMENT DURING THE 12 MONTHS PRECEDING THE EVENT THAT GAVE RISE TO BYLTE’S LIABILITY.
- Indemnification. You shall indemnify, defend and hold harmless Bylte, its stockholders, directors, officers, employees, independent contractors and agents against all claims, demands, losses, liability, damages, injuries costs or expenses (including attorneys’ fees and legal costs) which arise, directly or indirectly, out of your act or omission with respect to the Data, any violation of these Terms of Service or your Subscription Agreement, or any violation of Laws.
- Temporary Interruptions of Service. You acknowledge that temporary interruptions may occur in the provision of Data or use of the Services and that any such interruptions shall not result in Bylte having any liability to you or others. Temporary interruptions shall not suspend or eliminate your payment obligations to Bylte or provide you with any refund rights for amounts previously paid to Bylte.
- Access Controls.
By subscribing to the Services, you agree to take full responsibility for maintaining the confidentiality of your account user name, password, and all related activity that occurs under your account user name. If you violate these requirements, or if Bylte reasonably suspects your violation of these requirements, Bylte may, at its sole discretion, terminate your account and restrict or remove your access to the Services.
- No Assignment by You. You may not assign your rights or obligations under this Agreement to any other person or entity without the prior written consent of Bylte, whether by operation of law or otherwise, and any attempt to do so shall be null and void.
- Termination. Bylte may terminate your Subscription Agreement and revoke your access to the Services and Data immediately in the event of your actual or suspected breach of Sections 1, 2, 7, or 8 of these Terms of Service.
- Governing Law; Jurisdiction. The formation, construction, performance and enforcement of this Agreement shall be in accordance with the laws of the United States and the State of Florida without regard to its conﬂict of law provisions or the conﬂict of law provisions of any other jurisdiction. In the event of a dispute arising out of this Agreement, the Parties agree to attempt to resolve any dispute by negotiation between the Parties. The prevailing party in any dispute resolved by litigation shall be entitled to recover its attorneys’ fees and costs. The Parties speciﬁcally consent to the local, state and federal courts located in Miami-Dade County, Florida. The parties hereby waive any jurisdictional or venue defenses available to them.
- Miscellaneous. The failure or delay of any Party to enforce any provision of these Terms of Service or the Subscription Agreement shall in no way affect the right of such Party to enforce the same or any other provision herein or therein. The waiver by any Party of any breach of any provision of these Terms of Service or the Subscription Agreement shall not be construed as a waiver by such Party of any succeeding breach of such provision or a waiver by such Party of a breach of any other provision. The granting of any consent or approval by any Party in any one instance shall not be construed to waive or limit the need for such consent or approval in any other or subsequent instance. Bylte reserves the right to change, modify or otherwise alter these Terms of Service at any time at Bylte’s sole discretion. Any and all modifications shall become effective immediately once posted. If any term or provision of these Terms of Service or the Subscription Agreement shall be determined by a court of competent jurisdiction to be illegal, invalid or unenforceable for any reason, the remaining provisions shall remain enforceable and the invalid, illegal or unenforceable provisions shall be modified so as to be valid and enforceable and shall be enforced. Section headings are included for convenience of reference only, and shall in no way affect the meaning or interpretation of these Terms of Service. These Terms of Service and the Subscription Agreement constitute the entire understanding of the Parties relating to the subject matter hereof and supersede all prior agreements, understandings, arrangements, promises and commitments, whether written or oral, express or implied, relating to the subject matter hereof, and all such prior agreements, understandings, arrangements, promises and commitments are hereby canceled and terminated.