These Terms of Service (“TOS”), are entered into by Dotgo LLC. (“Dotgo USA”), unless (i) you are located in a country where Dotgo USA has an Affiliate and (ii) your order is placed upon and processed by Dotgo USA’s Affiliate in your country, in which case, Dotgo USA’s Affiliate in that country is the contracting entity (“Company” or “we” or “Dotgo”), where such expression shall, unless repugnant to the context thereof, be deemed to include its respective representatives, administrators, employees, directors, officers, agents and their successors and assigns, and the entity accepting these Terms (“You”, or “Client”). This document provides the TOS of developer.dotgo.com, konnect.dotgo.com, and related domains (“Online Portals”) which are owned and operated by Dotgo. We provide Services to You subject to these TOS.
Company and You are referred to as a Party, and both jointly as Parties.

These Services may be offered with a variety of charging models for the End Users, such as, but not limited to, free, regular charging, or premium charging.

PLEASE REVIEW THESE TOS CAREFULLY. THESE TOS SHALL BE DEEMED ACCEPTED BY YOUR SUBMISSION OF A PURCHASE ORDER (PO) ON COMPANY, OR BY YOUR PAYMENT OF AN INVOICE (INVOICE), OR BY YOUR OPENING AN ACCOUNT ON THE ONLINE PORTALS OR BY YOUR USE OF SERVICES, AND BECOME A BINDING LEGAL COMMITMENT BETWEEN YOU AND COMPANY.

We may revise these TOS from time to time. If we do, those revised TOS will supersede prior versions. We will endeavor to provide you with an advance notice of any material revisions of these TOS at least fifteen (15) days prior to the revisions becoming effective, unless the regulatory bodies, legal requirements, telecom carriers, or IP Messaging Platforms necessitate a faster change. What constitutes a “material revision” will be determined at our sole discretion, in good faith and using common sense and reasonable judgement. Your continued access or use of our Services constitutes your acceptance of any revisions. If you don’t agree to the revisions, you should stop using Services, and in such a case, Company is not obligated to provide you with the Services.

The Company will not be obligated to make any revisions in these TOS in order to cater to your requirements or satisfaction. No change shall be made to these TOS by You or Company unless explicitly specified in the PO submitted by You, and accepted by the Company, as evidenced by a signature of an officer of the Company on the PO accepting the changes; or unless explicitly specified in the Invoice issued by the Company and if no dispute with respect to such Invoice is raised by you within 2 (two) weeks of date of issue of such Invoice by the Company, or if the payment against such invoice is made by You, whichever is earlier. If the PO or Invoice mentions any term that is in conflict with a specific part of these TOS, and such PO has been signed and accepted by an officer of the Company or You have not raised any dispute with respect to any change specified in the Invoice within 2 (two) weeks of date of issue of such invoice by the Company, or if the payment against such Invoice is made by You, then the term mentioned in the PO or Invoice will have priority over that specific part of these TOS that is in conflict, while all other TOS shall continue to be applicable.

1. DEFINITION

For the purpose of these TOS, wherever the context so requires,

  1. “Affiliate” refers to any entity or person that controls, is controlled, or is under common control, such as a subsidiary, parent company, or sister company. Your Affiliate is any entity or person that controls You, is controlled by You, or is under common control with You. Our Affiliate is any entity or person that controls us, is controlled by us, or is under common control with us.
  2. “Applicable Law” refers to any law, act, regulation, binding code of practice, rule, order or requirement of any relevant government or governmental agency, professional or regulatory Authority, each as relevant to (i) Dotgo and/or its RBM Terminating Partners in the delivery of Services or carrying out of its business and/or (iii) as mandated by various government and regulatory authorities/agencies in the country of Message origination and destination , and/or (iii) the U.S. Foreign Corrupt Practices Act of 1977, as amended.
  3. “Artificial Inflation of Traffic (AIT)” refers to any situation where Messages:
    1. are sent, generated and/or stimulated for the direct or indirect benefit of any entity (including a natural person), or as a result of any activity by or on behalf of You; and
    2. result in a pattern which is disproportionate to the overall amount and/or extent of Messages which would be expected from good faith usage, or acceptable and reasonable commercial practice, and shall include without limitation:
      1. any situation where any member of the public (including any entity engaged in normal commercial, academic or governmental business) is misled into sending or receiving Messages by You;
      2. any breach of any relevant law or of any then current industry ruling, regulation, convention, policy guidance or statement of principle, including (but not limited to) any such ruling or determination of telecom regulatory bodies, or any successor or similar bodies;
      3. any activity which has the effect, intended effect or likely effect of preventing Company’s billing system from capturing any necessary billing information (in relation to the sending or receipt of a Message) or causing incorrect billing by the billing system.
  4. “Bot Store” is a directory of chatbots created and operated by the Company, at www.botstore.info. The Bot Store is governed by its own terms of service and privacy policy, which can be found at botstore.info/botstore-tos and botstore.info/botstore-pp.
  5. “Bot Store Content” refers to any information, data, reviews, text, software, code, scripts, music, sound, photos, graphics, videos, messages, tags, interactive features, files or other materials about chatbots that You, We, or End Users post, upload, share, submit, or otherwise provide, and that is made available in the Bot Store.
  6. “Client Content“, or “Your Content” refers to any information, data, reviews, text, software, code, scripts, music, sound, photos, graphics, videos, messages, tags, interactive features, files or other materials that You post, upload, share, submit, or otherwise provide in any manner to the Website, or Services, other than Bot Store Content.
  7. “Commitment Period” refers to the period for which You are obligated to use and pay for the Services. The PO or Invoice includes the length of the Commitment Period, if any, that is applicable to You. If a Commitment Period is specified in the PO or Invoice, then all charges, including the recurring charges and minimum usage charges must be paid by You for the duration of the Commitment Period.
  8. “Company Content” refers to any information, data, reviews, text, software, source code, APIs, scripts, music, sound, photos, graphics, videos, messages, tags, interactive features, files, or other materials made available to You or to End Users by the Company.
  9. “Content” means, collectively, Bot Store Content, End User Content, Client Content, and Company Content.
  10. Dotgo Developer” or “Dotgo Konnect” refers to an omnichannel suite of communication services to enable enterprises, such as You, to communicate with people (End Users) on their mobile or other devices, using some or all of SMS, MMS, RCS, voice, USSD, and IP Messaging, and any other channel, for sending and receiving calls, missed calls, SMS, MMS, RCS, and IP Messages, including via chatbots. This includes services available to You at developer.dotgo.com to enable You to list and manage your chatbots on the Dotgo Bot Store.
  11. “End Users” refers to mobile users who receives or sends calls, SMS, MMS, RCS, or IP Messages from their mobile device.
  12. “End User Content” refers to (1) any information, data, reviews, text, software, code, scripts, music, sound, photos, graphics, videos, messages, tags, interactive features, files or other materials that an End User posts, uploads, shares, submits, or otherwise provides in any manner to the Bot Store, Website or the Services and (2) any other materials, content, or data an End User provides to Us.
  13. “Fraudulent Activity” refers to illegal or unlawful activity under any law for the time being in force in the jurisdiction You operate in, or in the jurisdictions where you communicate with End Users, including but not limited to (a) pornography, (b) offensive, abusive, indecent, libellous, defamatory, discriminatory, malicious, obscene or menacing actions, a nuisance or a hoax, (c) in breach of anyone’s privacy, (d) stalking or harassment of any kind, (e) gambling, or (f) spamming or Smishing or administering any harmful data, file, virus etc
  14. “IP Messaging” refers to sending and receiving messages to and from the OTT app over a data network. IP Messaging includes, without limitation, messaging using WhatsApp, Google’s Business Messages, RBM, Apple Business Chat, Viber, Facebook Messenger, Twitter, and Telegram.
  15. “IP Messaging Platform” refers to an OTT app and platform that send messages to and from the OTT app over a data network. IP Messaging Platforms include, without limitation, WhatsApp, Google’s Business Messages, RCS, Apple Business Chat, Viber, Facebook Messenger, Twitter, and Telegram. Each IP Messaging Platform may have its own terms of service and privacy policies as a condition of using the IP Messaging Platform.
  16. “Message” refers to a message exchanged between You and an End User, on their mobile or other devices, using any channel (including, but not limited to SMS, MMS, RCS, voice, USSD, data, OTT, IP messaging, calls, and email).
  17. “Privacy Policy“, or “PP“, refers to the privacy policy between the Company and You that governs the manner in which the Company collects, uses, maintains and discloses information collected from You, as listed at https://www.dotgo.com/privacy-policy-dotgo/
  18. “RBM” refers to RCS Business Messaging.
  19. “RBM Terms” refers to terms and conditions that You must agree to as a condition of using RBM, as available at https://developer.dotgo.com/rbm-terms, as well as any additional terms as may be instituted or required by each mobile carrier to whom you send RBM messages.
  20. “RBM Terminating Partner” means carriers or other RCS service providers Dotgo uses to terminate Messages. By way of example, and not by way of limitation, RBM Terminating Partners include Google Jibe, Vodafone, and Orange.
  21. “RCS” refers to Rich Communication Services.
  22. “Services” includes services (a) offered from Online Portals, (b) available to You at developer.dotgo.com to enable You to list and manage your chatbots on the Dotgo Bot Store; (c) any chatbots provided by Company for You; and (d) any other products and services provided to You by the Company from the Website, or otherwise.
  23. “Smishing” refers to smishing, phishing and vishing as are in common usage in the mobile telecommunications industry and where “Smishing” is used in these TOS shall have the above mentioned common industry meanings. For the avoidance of doubt Smishing includes where a user receives an SMS, email, voice call or voice email purporting to originate from a reputable source, asking for the user’s private financial information, password, or other sensitive information.
  24. “Your Personnel” refers to any person who acts on your behalf and/or uses Your Online Account.

2. SERVICES AND ACCOUNT

  1. You will order for the specific Services that you want to buy by using the Services on the Online Portal, by making a payment on the Online Portal, by issuing a PO on Company, by asking Company to issue You an Invoice, or by making a payment to the Company against an Invoice. The PO or the Invoice or the Online Portal will include details of the Services and the charges (Fees) paid/to be paid by You to Company for using the Services.
  2. Company, at its sole discretion, may accept or reject a PO, without providing any reasoning for the same.
  3. You will create an account (“Your Account” or “Client Account”) on the Online Portal. You will provide correct contact details for Yourself, including an email address and mobile number, while creating the account.
  4. You will access Your Account from the Online Portal by entering the login and password associated with Your Account.
  5. You are responsible for all use of Services under Your Account, including for the accuracy of the phone numbers or other identifiers to which outbound communication is sent, and for the accuracy and appropriateness of the content of the communication sent.
  6. You are responsible to ensure that all of Your communications meet all regulatory, legal, and policy requirements, including the “Do Not Disturb” (DND) and anti-spam regulations.
  7. You are also responsible for all use and for all acts and omissions of anyone that has access to Your Account, whether authorized by You or not.
  8. You agree to take all reasonable precautions to prevent unauthorized access to or use of Services and will notify Company promptly of any unauthorized access or use. Company will not be liable for any loss or damage arising from unauthorized use of Your Account.

3. FEES, PAYMENT AND REFUNDS

  1. You agree to pay to Company the Fees as specified in the PO or Invoice or Online Portal. The Fees may include one-time charges, recurring charges (e.g. monthly, quarterly, or annual), usage based charges, and chatbot charges, or any other charges that may be applicable from time to time.
  2. Company reserves the right to revise the Fees (Revised Fees) with a prior written notice, sent to the email address provided in Your Account. Revised Fees may also be posted on the Online Portal. Unless notified otherwise, Revised Fees will only apply for Services delivered after the effective date of the Revised Fees. RBM Terminating Partners also reserve the right to modify their Pricing. While we endeavor to keep our clients informed about changes in the pricing from RBM Terminating Partners, You are responsible to keep yourself updated about changes in the pricing from RBM Terminating Partners.
  3. In consideration of Company providing the Services under these TOS, you shall make all payments to Company in advance of the Services being offered, including one-time charges, the following period’s recurring charges, and the following period’s usage charges. Fees paid by you will be credited into Your Account on the Online Portal. If the credit balance in Your Account reduces to a low level, you will need to make additional payment to continue to use the Services. Company will not be responsible for any disruption/suspension in Services due to insufficient balance/negative balance/non-payment of applicable charges.
  4. Company may, at its discretion, but without any obligation, decide to continue providing you Services even after the balance in Your Account reduces to Nil, and in such a case, You will continue to incur charges. Certain inbound services, such as RCS, WhatsApp, GBM, or P2A SMS, amongst others, may also continue to incur additional charges even after the credit balance in Your Account reduces to NIL. In such cases, wherein you incur charges even after the credit balance in Your Account is NIL, You will promptly pay for any charges incurred within five (5) days of being notified. You shall be obligated to pay an additional amount to Company for any payment due that is not received by Company by the specified date, such additional amount calculated as 1.5% of the amount due for every 30 days or part thereof by which the actual payment date falls after the specified payment date.
  5. The Fee or any other charges payable by You are exclusive of any taxes and surcharges. All the applicable taxes or surcharges which are payable under the applicable laws will be added to the Invoice, and are required to be paid by You at time of payment of the invoices.
  6. Any and all payments made by You are not refundable.
  7. In case of any breach of these TOS by You, Dotgo reserves its right to suspend or terminate its Services and forfeit the advance payment made by You.

4. TERMS OF USAGE

  1. You shall use the Services legally, and without interfering with the business activities of any other party. The following is a non-exhaustive list of prohibited use of the Services:
    1. Making any kind of attempt to bypass the security mechanism, or otherwise interfere with the Services in a manner that poses a risk to the Services or to the use of Services by any other party; or
    2. Attempting to send international traffic using an SMS sender id or an RBM agent classified for domestic traffic; or
    3. Attempting to gain unauthorized access to Services or any data, systems, servers, networks of Company; or
    4. Making a copy or trying to duplicate (whole or in part) the Services or any intellectual property owned by Company or other third parties; or
    5. Use of Services for pursuing any Fraudulent Activity;
    6. Collecting or trying to collect or assemble any kind of information regarding the network of others or information about others, including email addresses or phone numbers without permission; or
    7. Monitoring, scanning or engaging the networks and servers of Company for gaining access to any data not belonging to You; or
    8. Introducing any unwanted and malicious program into the Company network including but not limited to virus, malware, Trojan horse, or worms; or
    9. Using any program or command or any means for interfering with the servers and networks of other customers of Company;
    10. Engaging in any kind of unsolicited advertising, marketing or other activities, including, but not limited to, any activities that violate anti-spam laws and regulations; or
    11. Transmitting any material that infringes intellectual property rights, including but not limited to trademark or copyright, or design rights; or
    12. Using Services for engaging in any Fraudulent Activity with regard to any other third party;
    13. Using Services in violation of of RBM Terms or RBM Policies.
  2. You shall comply with all relevant laws, regulations, regulatory conditions and usage restrictions provided for in the applicable regulatory framework.
  3. You will be solely responsible for all use (whether or not authorized) of the Services under Your account. You will ensure that you have the necessary permissions to communicate with each End User, including permissions that enable Company to provide the Services. You will ensure that the telephone numbers or other ids to whom communication is sent on any channel (including but not limited to SMS, RCS, USSD, Voice calls, or OTT apps) are valid, and you have permissions to do so. If a regulatory body, a carrier, or an IP Messaging Platform provider, imposes any penalties or fines due to complaints of unsolicited communication from You, You agree to pay those penalties or fines with immediate effect, and to indemnify Company against all costs and liabilities arising out of any unsolicited communication from You. You further agree that if you fail to fulfill these conditions You agree to have a judgment immediately entered against You in a court of law for the amount of the fines/penalties imposed by a regulator, a carrier, or an IP Messaging Platform provider, as the case maybe, for reasons attributable to You. The Company also reserves its rights to recover any cost or liability as may be incurred by Company towards availing any legal remedy available under these TOS or otherwise available under law, including but not limited to cost incurred in Arbitration Proceedings.
  4. You shall promptly notify Company if you become aware of any breach of this TOS.
  5. Within 24 hours from Company’s first request, You must make available such information as requested by the Company on Your business objectives for using the Services.
  6. In any event, if it comes to the knowledge of Company that any activity by You or the End Users is violating the TOS, and/or other related policies and/or terms applicable on You, the Company shall have the right to terminate the Services provided under these TOS immediately without any warning or a prior notice. In such a case, no refund shall be provided, and, if a Commitment Period is specified in the PO, You will still be obligated to pay the due amount for any remaining time in the Commitment Period.
  7. Data Protection: Both the Parties understand and agree that they collect, hold and process personal data. The Parties shall not do, cause or permit to be done anything which may result in breach of the Applicable Law in connection with the processing of personal data. Where the Parties process personal data, they shall do so in accordance with the Applicable Law. In case any data has been processed prior to execution of the data processing agreement by any Party, the respective Party shall take necessary steps to ensure that such data processed shall be in compliance with the data processing agreement and in compliance with the Applicable Law.
  8. Information and record keeping: The Client shall: (i) where requested by Dotgo, provide all the relevant reports and such other information, as is reasonably required by Dotgo; (ii) ensure that all information provided is correct, complete, accurate and consistent; (iii) keep comprehensive records to evidence compliance with obligations, and preserve these records for such periods as required by Applicable Law. Dotgo shall not be liable for any incorrectness, inaccuracy, or inconsistency of any of the relevant reports and information provided by the Client to Dotgo.
  9. Bribery and Corruption: The Parties shall comply with the Applicable Law relating to anti-bribery and anti-corruption.

5. IP MESSAGING PLATFORMS

  1. This Section applies to You if you use Services for IP Messaging.
  2. You agree to follow and abide by these TOS, Privacy Policy, and usage guidelines of each IP Messaging Platform you connect to.
  3. The IP Messaging Platforms publish their terms of service, privacy policy, and usage guidelines online on their websites. You agree to take the responsibility to keep yourself updated with the most current terms of service, privacy policy, and usage guidelines of each IP Messaging Platform You use, including about any changes published by the IP Messaging Platforms.
  4. You agree to adhere by the RBM Terms.

6. TERMS REGARDING AIT AND SMISHING

  1. You recognize that it is difficult for Company to identify every potential instance of AIT and/or other Fraudulent Activity in advance as new methods of artificially inflating traffic and other Fraudulent Activity are constantly being evolved.
  2. You shall use reasonable endeavors to:
    1. Detect, identify, and prevent AIT and any Fraudulent Activity from Your Account;
    2. Develop, implement and maintain appropriate procedures to identify and prevent AIT and any Fraudulent Activity from Your Account.
  3. You shall not knowingly engage in, assist, or allow others (including Your Personnel) to engage in AIT.
  4. You agree and acknowledge not to use Services in breach of any applicable laws, regulations and rules of the jurisdictions that You operate in or of the jurisdictions where you communicate with End Users (for example: Section 127 (2) of the Communications Act 2003 of the United Kingdom, Indian Information Technology Act, 2000 and Rules thereunder, etc.), causing annoyance, inconvenience or needless anxiety to End Users;
  5. If You believe that there may be any AIT and/or Fraudulent Activity in connection with the Services, You will immediately notify Company of such incident. Where You notify Company of any potential AIT and/or Fraudulent Activity, You agree to work with Company in good faith to investigate the AIT and/or Fraudulent Activity and will seek to identify whether or not there is an AIT and/or Fraudulent Activity.
  6. Notwithstanding the provisions of Section 13 of these TOS, You acknowledge and accept that any Smishing would have a financial and detrimental effect on the Company. If You commit a Smishing incident, or if there is a Smishing incident from Your Account, howsoever caused, You shall be liable to pay Company for any and all losses, damages, fees, penalties, and legal costs that Company incurs to government agencies, carriers, IP Messaging Platforms, or vendors of Company, or any other third party, which will be payable within thirty (30) days pursuant to Company notifying You.

7. AFFILIATES

  1. Your Affiliates may order Services directly from Company under these TOS, provided that all of Your Affiliates’ activities are subject to these TOS. You shall be responsible for the acts and omissions of your Affiliates in connection with each Affiliate’s use of our Services.
  2. You may be required to complete and sign certain forms or documentation with a Company Affiliate or a third party as a condition of, or as part of process of, availing the Services.

8. TERM AND TERMINATION

  1. These TOS shall be in force starting on the earlier of (a) date of submission of the first PO from You, or (b) the date You make the first payment to Company, (c) the date you first use the Services (Term Start Date), or (d) the date you first open an account on the Online Portal. The TOS shall continue to be force until the latter of (a) Services are being utilized by You or End Users, or (b) you log into the Online Portal, or (c) the last date of the Commitment Period, or (d) the date till which You have fully paid for the Services (Term End Date).
  2. Sections 9, 13, 14, 16, and 17 of these TOS shall continue to be in force after the Term End Date.
  3. All or any Fees due are to be paid within fifteen (15) days of termination of these TOS.
  4. If a Commitment Period is specified in the PO or Invoice, and You wish to discontinue using Services before expiry of the Commitment Period for any reason, then no refunds will be provided. Further, you will promptly pay to Company, within fifteen (15) days of discontinuing use of Services, the sum of (a) recurring charges for remainder of the Commitment Period, and (b) the minimum usage charges, if any are specified, for remainder of the Commitment Period.

9. INTELLECTUAL PROPERTY RIGHTS

  1. Subject to Section 10, neither Party shall use or allow any employee, agent or third party to use or exploit the other Party’s trademarks, copyrights, patents, designs, or any other intellectual property rights (including in publicity material) without the prior written consent of the other Party.
  2. No rights in or to the Services are granted or intended to be granted to You, except the limited right, to make the Services available to You and to the End User, in accordance with these TOS, during the term hereof.
  3. You shall not be entitled to make or cause to be made any additions, alterations, modifications, analyses, comments, observations, abstracts or extracts of, or copy, or reproduce in any manner whatsoever, the Services provided.
  4. Any improvements, changes, and enhancements made to Services, whether or not as a result of feedback from You, the End Users, or third parties, and whether or not at request or You, the End Users, or third parties, and whether or not paid for by You, the End Users, or third parties, shall be owned by Company. Nothing herein is meant to transfer any ownership rights or any intellectual property rights of Services to You.

    10. OWNERSHIP AND LICENSE

    1. Website, Services and Content: By using our Bot Store, Website, or Services, You do not acquire ownership of any rights in our Bot Store, Website, Services, APIs, or any data, content or information that is transmitted or accessed through our APIs, including without limitation, any libraries, bots, AI/ML code, bot logs, or other data provided by the Company, End Users, or agents of other clients. You explicitly provide Your consent for the usage, transfer, storage, of information provided by You to Dotgo. Except for the content of the messages transmitted by You to End Users through our APIs, all data, Content, and information that is contained in or transmitted or accessed through Our Bot Store, Website, Services, APIs, including, without limitation, software, libraries, bots, AI/ML code, machine learning models, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, data, and all intellectual property rights related thereto, are the exclusive property of the Company and its licensors, as the case may be.
    2. Feedback: If You provide any feedback, suggestions, ideas, reports, or other information relating to any Company products or Services (“Feedback”), we may, but are under no obligation to, use such Feedback to improve, enhance, or build new Company products and Services, without any compensation or obligation to You. You shall not have any intellectual or other property rights on any improvements, enhancements, or new products or services we develop using Your Feedback.
    3. Restrictions and retained rights: The Bot Store, Website, and the Company Content are protected by the intellectual property laws of United States and other jurisdictions, including without limitation copyright laws, and international treaty provisions. You shall not remove or alter any proprietary notices or marks on any Bot Store, Website or Content. You will not reverse engineer or attempt to extract the content or source code from the Bot Store or Website, or any related software, except to the extent that this restriction is expressly prohibited by applicable law. You also will not sublicense, lease, rent, loan, distribute, sell, transfer or make available the Content, APIs, Bot Store, or Website, to any third party except as specifically permitted by these TOS. The Company reserves all rights not expressly granted in these TOS.

    11. CONTENT

    1. By providing Bot Store Content, You grant us a non-exclusive, worldwide irrevocable, license to use, reproduce, adapt, publish, translate and distribute it in any and all media. You agree that this license includes the right for the Company to provide, promote, and improve the Services and to make content submitted to or through the Services available to other companies, organizations or individuals who partner with the Company for the syndication, broadcast, distribution or publication of such Content on other media and services, subject to our terms and conditions for such Content use. Your content must be Your own or You must otherwise have the right to provide the content, and must not be invading any third party’s rights.
    2. The Company reserves the right at all times (but will not have an obligation) to remove or refuse to distribute any Content. The Company also reserves the right to access, read, preserve, and disclose any information as We reasonably believe is necessary to:
      1. Satisfy any applicable law, regulation, legal process or governmental request,
      2. Enforce the TOS, including investigation of potential violations hereof,
      3. Detect, prevent, or otherwise address fraud, security or technical issues,
      4. Protect the rights, property or safety of the Services, its users and the public.
    3. You are solely responsible for any use of or reliance on any materials created using the Services or obtained by You through the Services. You understand that by using the Services, You may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, postings that have been mis-labelled or are otherwise deceptive. The Company shall not be liable for such Content or for any loss or damage of any kind incurred as a result of the use/exposure to such Content.
    4. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted through the Services.
    5. Under no circumstances are We liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available using the Services.
    6. We may modify or adapt Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to the Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, services or media.
    7. You are responsible for Your use of Our Services, for any Content You provide, and for any consequences thereof, including the use of Your Content by End Users. You understand that Bot Store Content may be syndicated, broadcast, distributed, or published by Our partners, and if You do not have the right to submit Bot Store Content for such use, it may subject you to liability. The Company will not be responsible or liable for any use of Your Content by Us in accordance with these TOS. You represent and warrant that You have all the rights, power and authority necessary to grant the rights granted herein to any of Your Content that you submit.

    12. PUBLICITY

    Neither Party shall advertise or publish any information related to the TOS, Privacy Policy, or Your use of the Services without the prior written approval of the other Party, except that Company may list You (name, logo, and corporate address) as a customer and/or partner on Company’s marketing collateral that showcases Company’s clients (including, but not limited to websites, presentations, press releases, brochures, and social media pages of the Company).

    13. INDEMNIFICATION

    1. Company hereby indemnifies You from all costs, losses, damages, and liabilities caused to You due to any action by any third party claiming, and substantiating that Services infringe any third party patent or copyright issued as of the Term Start Date, or misappropriates any trade secret, provided that (i) Company is given (a) prompt written notice of any such claim, (b) full cooperation by You to defend or settle the claim, and (c) sole control of defense and settlement; and (ii) You take reasonable measures to reduce the extent of a possible infringement. Company reserves the right to take any action as, in its sole judgment, will resolve the infringement, including but not limited to: (i) replacement or modification of Services so that they no longer infringe any such rights, and (ii) termination of the Services. The foregoing obligation of Company does not apply with respect to products or portions or components: (i) not supplied by Company (ii) not used in accordance with supplied documentation; (iii) which are modified by You, (iv) combined, processed or used with other products, processes or materials where the alleged infringement relates to such combination, process or use, (v) where You continue to use the allegedly infringing activity after being notified thereof or after being informed of modifications that would have avoided the alleged infringement. Notwithstanding any other provision of these TOS, in no event shall Company be obligated to accept new Pos or payments for allegedly infringing Services.
    2. This Section provides Company’s sole liability and your sole remedy for claims of infringement of intellectual property. Company shall have no liability to You or End Users or any third party if any infringement or claim of infringement is based upon or arising out of Your use of Services in a manner for which they were not intended.
    3. You will defend, indemnify and hold Company and its affiliates harmless against any actual or threatened claim, loss, liability, proceeding, fine, penalty, disciplinary action, third-party discovery demand, governmental investigation or enforcement action (a Claim) arising out of or relating to Your use of Services, or your acts or omissions in connection with Your use of Services, including, without limitation, any breach or violation by You or Your End Users of the TOS or Privacy Policy, including but not limited to violations of Section 4. We and Our affiliates will cooperate as fully as reasonably required in the defense of any Claim, at Your expense. We reserve the right, at Your expense, to retain separate counsel for Ourselves in connection with any Claim or, if you have not responded reasonably to the applicable Claim, to assume the exclusive defense and control of any Claim in which you are a named party and that is otherwise subject to indemnification under this Section. You shall pay all costs, reasonable attorneys’ fees and any settlement amounts or damages awarded against Us in connection with any Claim. You shall also be liable to us for any costs and attorneys’ fees we incur to successfully establish or enforce our right to indemnification under this Section.

    14. LIMITATION OF LIABILITY

    1. Company shall not be liable to You under these TOS, whether in contract or tort (including negligence or strict liability), for any loss of profits, loss of use, loss of records or files, delay in delivery, installation or furnishing of products or services. Further, neither Party shall be liable to the other for any special, indirect, incidental or consequential damages whatsoever, except in connection with a violation of the other Party’s proprietary rights, even if advised of the possibility of such damages, nor will either Party be liable to the other for any customer, End User or other third party claims in any manner whatsoever.
    2. Nothing in this section limits the Parties obligations to provide indemnity as detailed in Section 13.
    3. No action or proceeding against Company may be commenced more than twelve (12) months after the first cause of action accrues.
    4. Notwithstanding anything to the contrary contained in these TOS, Company’s maximum liability to You with respect to any subject matter under the PO and these TOS is limited to the aggregate amount paid by You to Company during the six (6) month period immediately prior to date when the cause of action arose.
    5. The provisions of this Section allocate the risks between the Parties, and You have relied on the TOS set forth herein in determining whether to use Services.

      15. DISCLAIMER AND WARRANTIES

      Except as expressly set forth in the TOS, all warranties and representations with respect to the provision of the Services or otherwise, whether oral or in writing and whether express or implied, either by operation of law, are hereby expressly excluded to the maximum extent permitted by law. For the avoidance of doubt this exclusion should equally apply to any warranties or representations given by or on behalf of the Company prior to the Term Start Date. To the extent such disclaimer conflicts with applicable law, the scope and duration of any applicable representation or warranty shall be the minimum permitted under such law.

      16. CONFIDENTIALITY

      1. A Party may disclose proprietary information to the other Party, who agrees to keep absolutely confidential any such information, whether shared in written, graphic or electronic form, or orally, or in other intangible form. Proprietary information includes, but is not limited to, any trade secret, know-how, idea, invention (whether patentable or not), process, technique, algorithm, computer program (source and object code), API, design, schematic, drawing, formula, data, product development plan, sales plan, pricing, customer list, strategy, forecast and other technical, engineering, manufacturing, product, sales, marketing, servicing, financial, personnel, other information and any material relating to the disclosing party or any of its employees, consultants, investors, affiliates, licensors, suppliers, vendors, customers or clients (Confidential Information).
      2. Parties shall not disclose the Confidential information to any other person or entity not directly affiliated with them, without the written permission of the other Party, unless it is required by the law to do so.
      3. The restrictions on disclosure and use of Confidential Information shall not apply with respect to any Confidential Information which: (a) was or becomes publicly known through no wrongful act or omission of receiving Party; (b) was known by the receiving Party before receipt from disclosing Party, as evidenced by written documentation; (c) becomes known to the receiving Party without confidential or proprietary restriction from a source other than disclosing Party that obtained the information legally, and that does not owe a duty of confidentiality to the disclosing Party with respect to such Confidential Information; or (d) is independently developed by the receiving Party as evidenced by written documentation without the use of the Confidential Information of the disclosing Party.
      4. Subject to Section 12 (Publicity), neither Party shall advertise or publish any information about the other Party without the prior written approval of the other Party.
      5. On the termination of these TOS, Parties agree to destroy or return all the Confidential Information, including copies in any form.

      17. JURISDICTION AND ARBITRATION

      1. These TOS and the Privacy Policy shall be construed and enforced according to the laws of Delaware, without respect to its conflict of law principles. Subject to the following exception: if the contracting entity is an Affiliate of Dotgo USA, then these TOS shall be construed and enforced according to the laws of the country in which contracting Dotgo entity is located.
      2. For any dispute, claim, or controversy arising or relating to these TOS and/or the Privacy Policy, or the breach or alleged breach thereof, which may arise out of Your use of the Website and associated Content and Services (“Dispute”), You agree to first contact the Company, as detailed in Section 23, and attempt to resolve the Dispute with the Company. Each party will dedicate its best efforts to amicably settle the Dispute. The negotiation and amicable settlement shall commence immediately upon issue of notice. In the unlikely event that we have not been able to resolve a Dispute within sixty (60) days, we each agree to resolve the Dispute as detailed in Section 17.3.
      3. All Disputes not settled amicably between the Parties shall be settled by binding arbitration by a single arbitrator mutually appointed. Neither Party may unreasonably withhold consent to the appointment of the single arbitrator. The arbitration award shall be final and binding.  The arbitration shall be conducted in English language. Parties will share the costs of the arbitration equally.
      4. (i) If the contracting entity is Dotgo USA, then the place of arbitration shall be Delaware; and in the event that the Parties cannot agree as to the choice of a single arbitrator, either Party may approach the Court of Chancery under the Delaware Rapid Arbitration Act to appoint the arbitrator in accordance with the terms of Delaware Rapid Arbitration Act. (ii) If the contracting entity is an Affiliate of Dotgo USA, then the place of arbitration shall be the city where the main office of the contracting Affiliate of Dotgo USA is located; and in the event that the Parties cannot agree as to the choice of a single arbitrator, either Party may approach the appropriate judicial authority of that country to appoint the arbitrator, in accordance with the appropriate process as applicable in the country in which the contracting Affiliate of Dotgo USA is located.

      18. ABILITY TO ACCEPT TERMS OF SERVICE

      You affirm that You are a registered independent enterprise, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these TOS, and to abide by and comply with these TOS. You further represent and warrant that You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist-supporting” country, and that You are not listed on any U.S. Government list of prohibited or restricted parties.

      19. WAIVER AND SEVERABILITY

      Any failure on Our part to enforce any right or provision of these TOS or Privacy Policy will not be deemed a waiver of such right or provision.

      The invalidity, illegality or unenforceability of any provision of these TOS, in whole or in part, under the applicable laws of any jurisdiction, shall not affect the validity, legality or enforceability hereof under the applicable laws of any other jurisdiction. If for any reason whatsoever any provision of these TOS is or becomes, or is declared by court of competent jurisdiction to be, invalid, illegal or unenforceable, then the Parties will negotiate in good faith to agree on one or more provisions to be substituted therefore, which provisions shall, as nearly as practicable, leave the Parties in the same or nearly similar position to that which prevailed prior to such invalidity, illegality or unenforceability.

      20. FORCE MAJEURE

      Neither Party is liable for any failure of performance (other than for delay in the payment of any amount due and payable hereunder) to the extent such failure is due to any cause or causes beyond such Party’s reasonable control, including acts of God, fire, explosion, vandalism, cable cut, adverse weather conditions, governmental action, acts of terrorism, strikes, lockouts and similar labor difficulties, war, sabotage, outages of third-party connections, utilities, or telecommunications networks, including, without limitation, carrier-related problems or issues, IP Messaging Platform issues, internet-access issues, denial of service attacks, shortage or unavailability of supplies, and other mechanical, electronic or communications failures or degradation, pandemic or epidemic. Either Party’s invocation of this Section shall not relieve You of its obligation to pay for any Services actually provided or permit You to terminate any Services except as expressly provided herein.

      21. ASSIGNMENT

      You shall not assign or transfer your interest or any of your rights or obligations arising hereunder except with the prior written consent of the Company. The Company may transfer its rights and obligations to its Affiliate companies. Notwithstanding the above, in the event that a majority or greater of the issued and outstanding stock of either Party changes control in one or a series of related transactions, or in the event that all or substantially all the assets or either Party are sold or transferred in one or a series of related transaction, then such event shall not constitute an assignment.

      22. ENTIRE AGREEMENT

      These TOS and our Privacy Policy are the entire and exclusive agreement between the Company and You regarding the Services (excluding any services for which You have a separate agreement with us that is explicitly in addition to or in place of these TOS). These TOS and Privacy Policy supersede and replace any prior agreements between the Company and You regarding the Services.

      23. CONTACTING US

      If You have any questions concerning the Website, TOS, Privacy Policy, or the Services, please contact your sales representative, or Company’s customer support at: support@dotgo.com. Please provide the following information in your mail:

      1. Your address, telephone number, and email address;
      2. Your question;
      3. A statement by you that the above information in your notice is accurate.

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