Yeastar P-Series PBX System Plan
Terms of Service
Applicable from: January 18, 2020
This Terms of Service (“Terms”) contain the terms and conditions upon which Yeastar Information Technology Co., Ltd., (“Yeastar”) provides Yeastar P-Series PBX System Plan (“Service”) to customers (“You”). These Terms are a binding electronic contract (the “Agreement”) between the entity that you represent (“You”), and Yeastar. By accessing, or using the Service or otherwise accessing any features, scripts, instruction sets, or related documentation that Yeastar delivers via the Service or includes as part of the Service, You agree to be bound by these Terms. These Terms affect Your legal rights and obligations, so if You do not agree to these Terms, do not use the Service.
1.1 “Applicable Laws” means any applicable foreign, federal, state, local, or other law (statutory, common or otherwise), constitution, treaty, convention, ordinance, equitable principle, code, edict, decree, rule, order, requirement, regulation, guidance, executive order, or other similar authority issued, enacted, adopted, promulgated, implemented, applied, or otherwise put into legal effect by or under the authority of any governmental entity.
1.2 “Materials” means any documentation, support materials, knowledgebase articles, instructions, marketing materials, or other materials provided in connection with Yeastar P-Series PBX System Plan, regardless of form.
1.3 “You” means any Person that purchase, subscribe, or use any services and features included in the Yeastar P-Series PBX System Plan.
1.4 “Person” means any natural person or legal entity, regardless of form.
1.5 “Order” means any physical or digital contract, order form, purchase order, or order for additional services placed through the Yeastar website or Yeastar Partner Portal.
1.6 “Customer Content” means the customer data of calls, SMS messages, voicemails, voice recordings, shared files, call center reporting or other communications or data transmitted or stored through the Service.
1.7 “Intellectual Property” means mean all common law and statutory rights (whether registered or unregistered, or recorded or unrecorded, regardless of method) arising out of or associated with (a) patents and patent applications, inventions, industrial designs, discoveries, business methods, and processes; (b) copyrights and copyright registrations, and “moral” rights; (c) the protection of trade and industrial secrets and confidential information; (d) other proprietary rights relating to intangible property; (e) trademarks, trade names and service marks; (f) a person’s name, likeness, voice, photograph or signature, including without limitation rights of personality, privacy, and publicity; (g) analogous rights to those set forth above; and (h) divisions, continuations, continuations-in-part, renewals, reissuances and extensions of the foregoing (as applicable).
2. SERVICE DESCRIPTION
2.1 Service Descriptions. Yeastar P-Series PBX System Plan (“Service”) here refers to either Yeastar P-Series PBX System Enterprise Plan or Yeastar P-Series PBX System Ultimate Plan. Both of the plans are subscription-based service package designed to deliver value-added features and services to Yeastar P-Series PBX System appliance.
Yeastar P-Series Enterprise Plan (hereinafter “Enterprise Plan”) service package includes: (i) Yeastar Remote Access Service, which includes but not limited to Yeastar-supplied domain name; (ii) premium Call Center features, which include but not limited to Call Center Console, Wallboard, Queue Panel, SLA, and Reporting.
Yeastar P-Series Ultimate Plan (hereinafter “Ultimate Plan”) service package includes: (i) Yeastar Remote Access Service, which includes but not limited to Yeastar-supplied domain name; (ii) premium Call Center features, which include but not limited to Call Center Console, Wallboard, Queue Panel, SLA, and Reporting; (iii) Web Video Call; (iv) Video Conference.
2.3 Purchase of the Service. Pursuant to the terms of the Agreement, You are purchasing a subscription for the Service set forth in Your initial Order, and are thus obligated to pay for the Service strictly in accordance with the Agreement for the entire period set out in the Initial Order (the “Initial Term”). When you purchase any monthly subscription of the Service, you acknowledge and agree that the Initial Term for the Service will renew automatically for successive terms of the same length without further action by or notice to You, unless You proactively cancel the Automatic Renewal before the end of the initial term or then-current renewal term.
2.4 Automatic Renewal. When You purchase or subscribe to any monthly subscription of the Service, or enable (or do not disable) the Automatic Renewal for the Service when You place the Order, You understand and agree to the policies listed in this section that includes:
(a) The Service will renew automatically on a month-to-month or year-to-year basis (i.e. automatically renew for successive one-(1-) calendar month renewal term or twelve-(12-) month renewal term) based on Your initial Order, unless You proactively cancel the automatic renewal before the end of the initial term or then-current renewal term.
(b) Yeastar will automatically renew your Order and Service validity term at the end of each billing cycle and shall charge your billing account (i.e. the PayPal Account or Yeastar Partner Portal Account that You used to pay for Your initial Order) on each billing date. The billing date is set 3 days prior to the Service expiration date to avoid unexpected service downtime;
(c) Yeastar does not provide refunds for any pre-approved payments, subscriptions, taxes, or bank fees, including unused or partially used subscription periods;
(d) You will receive Yeastar notifications for the expiration and renewal of the Service through the email you filled out when making the purchase. If you need to change the email, please contact Yeastar.
(e) In accordance with your billing(payment) account for your initial Order, You may terminate the Automatic Renewal by: (i) canceling the PayPal Automatic Payment on your PayPal account, and your termination of the PayPal Automatic Payment is subject to the terms stated in PayPal User Agreement; (ii) canceling the Yeastar Partner Portal Account Balance Automatic Payment on Yeastar Partner Portal.
2.5 Updates to the Terms of Service. You acknowledge and agree that these Terms may be modified or updated at from time to time. All use of the Service will be subject to the new version of the Terms starting on the Modification effective date.
3. SERVICE UPGRADE/DEGRADE
3.1 Upgrade. You may elect to upgrade the Service (from Enterprise Plan to Ultimate Plan) during your subscription. Upon your upgrade payment, your subscription plan and terms will be updated automatically and You shall pay or the prorated difference. If you elect to upgrade from a monthly to an annual subscription (whether change the Plan or not), You may elect to enable or disable Automatic Renewal for the new plan subscription upon the upgrade.
3.2 Degrade. You will not be able to degrade the Service (from Ultimate Plan to Enterprise Plan) during your subscription, but You may change the subscription auto-renewal preferences in your PayPal Account (or Yeastar Partner Portal Account based on your payment method). If You purchase an Enterprise Plan subscription during your Ultimate Plan validity period, you acknowledge and agree that the purchased Enterprise Plan subscription will take effect at the end of your then-current Ultimate Plan subscription period.
4. FREE TRAIL
Yeastar provides free trial for both Enterprise Plan and Ultimate Plan. You are eligible to enable the free trial for either Enterprise Plan or Ultimate Plan for only one time before you make the purchase (you will not be able to enable the free trial for both Enterprise Plan and Ultimate Plan). If you receive free access or a trial or evaluation subscription to the Service, you are deemed a customer under this Agreement and are subject to its terms.
5. INCOMING and PAYMENT
5.1 Billing and Payment. The Service may be purchased via valid credit, debit card, or the account balance of Yeastar Partner Portal Account at the time of purchase. By providing a valid credit, debit card, or Yeastar Partner Portal Account, You are expressly authorizing all Service charges and fees to be charged to such payment card or account, including recurring payments billed on a monthly or annual basis. Recurring charges are billed in advance in the frequency set forth in the Order. Credit and debit card payments are subject to the approval of the card issuer, and Yeastar will not be liable in any way if a card issuer refuses to accept a credit or debit card for any reason. You are responsible for any credit card chargeback or similar fees for refused or rejected payments that Yeastar is entitled to charge under this Agreement. If the payment card associated with the Order is declined or fails for any reason, Yeastar will send You a notice using the contact information associated with the Order.
5.2 Taxes. All rates, fees, and charges are exclusive of applicable Taxes, for which You are solely responsible. Taxes may vary based on jurisdiction and the Service provided. Taxes, access fees, universal service or other recovery fees, or similar charges will be adjusted on the date in which those increases become effective as mandated by competent authority. If any withholding tax is levied on the payments, then You must increase the sums paid to Yeastar so that the amount received by Yeastar after the withholding tax is deducted is the full amount RingCentral would have received if no withholding or deduction had been made.
5.3 Billing Disputes. If You reasonably and in good faith disputes any portion of Yeastar’s charges, it must provide written notice to Yeastar within thirty (30) days of the invoice date, identifying the reason for the dispute and the amount being disputed. Your dispute as to any portion of the invoice will not excuse Your obligation to timely pay the undisputed portion of the invoice. Upon resolution, You must pay any unpaid amounts within thirty (30) days.
6. PROVISION OF THE SERVICE
6.1 General Terms. Yeastar will provide the Service as described in Section 2. Yeastar may enhance, replace, and/or change the features of the Service, but it will not materially reduce the core features, functions, services, or security of the Service during the Term without notification in advance.
6.2 Geographical Scope. The Service may not be offered, available or fully supported in all regions, countries or jurisdictions of the world. Yeastar may restrict or limit the Service’s availability, in whole or in part, in or to any geographical location(s) or jurisdiction(s), in Yeastar’s sole discretion.
6.3 Domain Name Limitation. As a part of the Service, Yeastar will provide custom PBX domain name service (Yeastar-supplied domain name) to You during the Service validity term. And you understand and confirm that (a) You have no right to claim a domain name that is already occupied or in use; (b) All available domain names are distributed on availability and may be closed if exhausted for the time being. Yeastar cannot guarantee that a domain name is always available even if the domain name was previously bound to a Service license. (c) You can apply for only one Yeastar-supplied domain name during your Service validity term and cannot change the domain name when the domain name is successfully configured and bound to your Service license. (d) The Yeastar-supplied domain name is only available during the Service validity term and are automatically released in 60 days post the expiry of the Service validity term.
5. USE OF THE SERVICE
5.1 Service Requirements. The Service is dependent upon your maintenance of sufficient Internet access, networks, security and power. By using the Service, you confirm and understand that the Service may sometimes be unavailable as a result of things over which Yeastar have no control, for example, the weather, power disruptions, availability of bandwidth over the entirety of the Internet, and failures of your internet service provider (ISP) or broadband / ADSL connection. Yeastar does not guarantee that your access to and use of the Service will be uninterrupted and does not guarantee any minimum availability to the Service.
5.2 Acceptable Use. You may use the Service only in compliance with this Agreement, Applicable Law, and the Restrictions referenced below.
5.3 General Restrictions. You and your Users must not: use the Service (i) in a way prohibited by law, regulation, or governmental order or decree, (ii) to violate any rights of Yeastar or others, (iii) to try to gain unauthorized access to, test the vulnerability of, or disrupt the Service or any other service, device, data, account, or network, (iv) to distribute spam or malware, (v) in a way that could harm the Service or impair anyone else’s use of it, (vi) in a way intended to work around the Service’s technical limitations, or usage limits, or (vii) for any High Risk Activities.
5.4 Content Restrictions. You must not use the Service to transmit, store, host, or process any data that would cause you or us to be out of compliance with applicable laws or regulations. If you use the Service for data regulated by law or regulation, then you are solely responsible for the consequences of that use.
5.5 Violations of Acceptable Use. A breach of any restrictions stated this Section will be grounds for Yeastar to terminate the Service or part of the Service for you without notice and with immediate effect, at Yeastar’s discretion. You shall fully and effectually indemnify Yeastar from and against all loss, liability, damages, costs, and expenses which Yeastar may incur in relation to any breach by you of your obligations under this section.
6. LIMITED LICENSE
6.1 Yeastar grants You a limited, personal, revocable, non-exclusive, non-sublicensable, non-assignable, non-transferable, non-resellable license to use the Service during the term in strict accordance with this Agreement and solely for Your own internal business use. All rights not expressly granted herein are reserved and retained by Yeastar.
6.2 You shall not: (a) attempt to reverse engineer, decompile, disassemble, or otherwise translate or modify Intellectual Property in the Service or any Materials in any manner; (b) market, sell, assign, license, sublicense or otherwise transfer, transmit, or convey such Intellectual Property; (c) defeat, disable, or circumvent any protection mechanism related to the Service; (d) allow any service provider or other third party, with the exception of Yeastar’s authorized maintenance providers who are acting solely on behalf of and for the benefit of You, to use or execute any software commands that facilitate the maintenance or repair of any product or service; or (e) permit or encourage any third party to do any of the foregoing.
6.3 During the Service Term and after termination of the Service for any reason, You shall not use any of the Intellectual Property in the Service or any Materials for any use or purpose, except as expressly permitted under the Agreement to operate the Service during the Service Term, and You shall not disclose any of such Intellectual Property to any other person or entity.
7. PRIVACY, DATA & DATA SECURITY
7.2 Disclaimer of Data Storage Responsibilities. You acknowledge and agree that: (i) neither Yeastar nor any Yeastar affiliated entity or Yeastar Partner shall have any obligation to store, retain, back-up, or ensure the availability of any stored Customer Data or Customer Content; (ii) to the extent that You wish to retain any Customer Data or Customer Content, or other information relating to the Service, You shall ensure that such information is downloaded, saved, and/or backed-up outside of the Service, as necessary or appropriate for Your purposes; (iii) You shall not rely on the Service as a repository for or means by which to retain, store, or back-up Customer Data, Customer Content, or any other data, information, or materials;
7.3 Data Security. By using the Service, You acknowledge and agree that while Yeastar will take commercially reasonable precautions, including, without limitation, technical (e.g., firewalls and data encryption), administrative and physical measures, to help safeguard Customer’s Data and Customer Content against unauthorized access or other security breaches, Yeastar do not guarantee that such unauthorized access or other security breaches will not occur. You are responsible for ensuring that the security of the Service is appropriate for your intended use of the Service and the storage, hosting, or processing of any data. You are responsible for taking and maintaining appropriate steps to protect the confidentiality, integrity, and security of all Content from unauthorized access, use, loss, or destruction. Those steps include: (a) controlling access you provide to your Users; (b) configuring the Service appropriately; (c) ensuring the security of Content while it is in transit to and from the Service; (d) using encryption technology to protect Content; and (e) backing up Content. You are responsible for providing any necessary notices to Users, and obtaining any legally required authorizations or consents from Users regarding their use of the Service.
8. WARRANTIES & DISCLAIMERS
Yeastar represents, warrants, and covenants that (i) the Service will operate as described in the Agreement; (ii) it shall provide all materials under this Agreement in a professional, workmanlike manner, consistent with industry standards and in compliance with all applicable laws and this Agreement.
Warranty Disclaimer. EXCEPT AS STATED IN THIS SECTION (WARRANTIES & DISCLAIMERS), THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND YEASTAR MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, INFRINGEMENT, TITLE, QUIET ENJOYMENT, AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING OR USAGE IN TRADE, TOGETHER WITH SIMILAR WARRANTIES, WHETHER ARISING UNDER ANY LAW OR OTHERWISE. TO THE EXTENT THAT YEASTAR CANNOT DISCLAIM ANY SUCH WARRANTY AS A MATTER OF APPLICABLE LAW, THE SCOPE AND DURATION OF SUCH WARRANTY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
Yeastar may suspend your use of the Service if: (i) you are in breach of the Agreement; (ii) your use of the Service poses a security risk to the Service or to other users of the Service; or (iii) suspension is required pursuant to a subpoena, court order, or other legal requirements. We will give you notice before suspending your use of the Service if permitted by law or unless we reasonably determine that providing notice presents a risk of harm to the Service, to other users of the Service, or to any person or property, in which case we will notify you as soon as feasible or permitted. We will suspend your access only to the Service that is the subject of the issue giving rise to the suspension. We will promptly reinstate your access to the Service once we have determined that the issue causing the suspension has been resolved.
10.1 Termination by You. As either an individual user or a group administrator for a Service, You may stop using the Service at any time, but you will remain liable for all fees and charges otherwise due during the applicable Subscription Term of the Service or part of the Service.
10.2 Termination for Cause. Subject to this Agreement and any associated subscription terms and conditions, Yeastar may at any time terminate our agreement with you (or any subscription agreement) if: (a) You have breached this Agreement; (b) Yeastar is required to do so by Law (for example, where the provision of the Services or Materials to you is, or becomes, unlawful). You agree that Yeastar will not be held liable for any costs, expenses, losses, damages or other liabilities (howsoever arising) which You may incur as a result of a suspension or termination of the Service.
11.1 You agree that, in view of its nature, your use of the Service is at your sole risk. Whilst we will endeavour to ensure that the Service is of a high quality, neither we nor any of our agents, contractors, licensees, employees or information providers involved in providing the Service, give any guarantee that the Service will be uninterrupted or free from error.
11.2 You acknowledge and agree that Yeastar reserves the right to limit the transfer of data if such transfer of data is deemed to cause high traffic demands by way of download of files whether through the size of file and or the number of users.
11.3 In no circumstances whatsoever will we be liable to you (whether in contract, or for breach of duty, or negligence or otherwise) for any indirect, incidental or special loss or damage or any loss of business or of contracts, profit, opportunity, goodwill, reputation, or anticipated savings, or for any loss or corruption of data which arises out of or in connection with any use of, or inability to use the Service.