Terms of Service

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING YOUR DEVICE, THIS SITE, OR THE SERVICES, YOU ARE AGREEING TO BE BOUND BY THIS AGREEMENT. THIS AGREEMENT INCLUDES ALL OTHER UNIFI TERMS, CONDITIONS AND POLICIES WHICH ARE REFERENCED IN THIS AGREEMENT AND ACCESSIBLE VIA HYPERTEXT LINK FROM THIS AGREEMENT, OR OTHERWISE AVAILABLE ON THE SITE. THIS AGREEMENT IS A LEGAL CONTRACT BETWEEN YOU AND UNIFI. IF YOU DO NOT AGREE WITH THIS AGREEMENT, DO NOT ACCESS OR OTHERWISE USE THE SITE, THE DEVICE OR ANY SERVICES MADE AVAILABLE THROUGH THE DEVICE OR ANY INFORMATION CONTAINED ON THIS SITE. YOUR USE OF THE SITE, THE DEVICE OR SERVICES SHALL BE DEEMED TO BE YOUR AGREEMENT TO ABIDE BY EACH OF THE TERMS SET FORTH BELOW.

THIS AGREEMENT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.

UNIFI TERMS OF SERVICE
Welcome to Unifi Communications PBC d/b/a Unifi (“Unifi”, “we” or “us”). It is Unifi’s mission to help bring Internet access to a portion of the 5 billion people worldwide, including 69 million Americans, who lack Internet access by using a portion of the profits generated from the sale of Devices (as defined below) and the Broadband Services to fund various internet connectivity projects (“Projects”). For more information on which Projects in which we are currently participating, and how we allocate proceeds from our Broadband Services to Projects, please see our Projects page on our Site at: [INSERT URL].

HOW IT WORKS
Users purchase one of our mobile hotspot devices (each, a “Device”), which enables users to access 500 MB per month of free mobile broadband Internet connectivity “Broadband Service” via the third party internet service provider set forth on your Unifi Account (as defined below) page (“Third Party ISP”), subject to the Third Party ISP’s Terms of Service available at: [INSERT URL]. If you use all 500 MB of your monthly allotted amount (“Quota”), then Broadband Service will continue to be provided via the Service at a rate of [$XX per/_______] (“Overages”).

Overages are automatically charged to your debit card, credit card or any other payment means you provided at the time you set up your Device (“Payment Information”). Overages are not charged on a pro rata basis but are sold in units. By registering for a Unifi Account, you are consenting to our charging your Payment Information for any Overages you incur. You also agree that we may send your monthly notice of any Overages to you by email to the email address you provided at the time of registration. We will email your monthly statement to you at least ten (10) days before your Payment Information is charged. You may avoid Overages by staying within the Quota. All Payment Information will be treated as described in our Privacy Policy www.uni.fi/legal. All information that you provide to us or our third party payment process must be accurate, current and complete. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY PAYMENT INFORMATION USED TO INITIATE ANY TRANSACTION.

ACTIVATION; ACCOUNTS
In order to use your Device, you will need to activate it by creating an account with Unifi (a “Unifi Account”) on the Site, and provide certain information about yourself, including payment information as prompted by the Site registration form. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; and (b) you will maintain the accuracy of such information. Unifi may suspend your Unifi Account in accordance with the terms of this Agreement. You are responsible for maintaining the confidentiality of your Unifi Account login information and are fully responsible for all activities that occur under your Unifi Account, including liability for any Overages. You agree to immediately notify Unifi of any unauthorized use, or suspected unauthorized use of you Unifi Account or any other breach of security. Unifi will not be liable for any loss or damage arising from your failure to comply with the above requirements.

ELIGIBILITY.
This Agreement forms a legally binding contract between you and Unifi. By using the Site, the Device and Broadband Services, you affirm that you are at least 18 years of age or the minimum legal contracting age in your State.

GENERAL USE RESTRICTIONS.
Unifi provides content and services through this Site. Certain information, documents, products and services provided on and through this Site, including content, logos, graphics, images, software, technology, know-how (together, the “Materials”) are provided to you by Unifi (or its affiliates) or used with permission or under license from a third party (each, an “Owner”), and are protected under copyright, trademark and other intellectual property and proprietary rights laws. As between you and Unifi, all right, title and interest in and to the Materials will at all times remain with Unifi and/or the Owners. All brand names, product names, titles, slogans, logos or service names and other marks used on the Site, are registered and/or common law trade names, trademarks or service marks of Unifi or the applicable Owner.

Unifi grants you a limited, personal, revocable, non-sublicensable, non-transferable and non-exclusive license to access and use the Device and the Materials solely as necessary to use the Site and Broadband Services for your personal use in accordance with this Agreement. Except for the license set forth in the preceding sentence above, you acknowledge and agree that you have no right to modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the Device or the Materials in any manner.

This limited license terminates automatically, without notice to you, if you breach this Agreement. Upon termination of this limited license, you agree to immediately destroy any downloaded or printed Materials. Except as stated herein, you acknowledge that you have no right, title or interest in or to this Site, Broadband Services or any Materials.

UNIFI SOFTWARE.
Some Broadband Services may require or allow you to download software, firmware, software updates or patches, or other utilities and tools onto your computer or Device (collectively “Unifi Software”). Subject to your compliance with this Agreement, Unifi grants you a limited, personal, revocable, non-transferable, non-sublicensable, non-exclusive license to use the Unifi Software, in object code form only, solely for the purpose stated by Unifi at the time the Unifi Software is made available to you and in accordance with this Agreement. Your use of the Unifi Software may also be subject to the terms of an end-user license agreement. You may not sublicense, or charge others to use or access the Unifi Software. You may not translate, reverse engineer, reverse compile or decompile, disassemble, or otherwise attempt to discover the source code of the Unifi Software, or make derivative works from or of the Unifi Software. You may not modify the Unifi Software or use it in any way not expressly authorized in writing by Unifi. You understand that Unifi’s introduction of various technologies may not be consistent across all platforms and that the performance of the Unifi Software and the Broadband Services may vary depending on your computer or mobile device. From time-to-time, Unifi may provide you with updates or modifications to the Unifi Software. You understand that certain updates and modifications may be required in order to continue using the Unifi Software and the Broadband Services. Unifi and its third party licensors expressly reserve ownership of all intellectual property rights applicable to the Unifi Software. All rights not granted herein are expressly reserved; there are no implied rights. The license granted to you in this paragraph shall immediately terminate (without any notice to you) if you breach any of the terms set forth in this paragraph. In addition, your use of third party software made available to you in connection with Other Broadband Services, may be subject to third party terms which will be made available to you in connection with your purchase or other use of Other Broadband Services.

COMMUNICATING WITH OTHER INTERNET USERS; POSTING GUIDELINES.
You acknowledge and agree that the Broadband Services may enable you to communicate with third parties who are connected to the Internet, and that Unifi does not control the content of user communications, and does not guarantee the accuracy, integrity, quality or suitability of such communications. You will be solely responsible and liable for all your communications with other users. Unifi does not control any content uploaded or downloaded by you using your Device. Unifi does not pre-screen user communications.

The Site also includes various areas that enable you to post information, provide feedback, recommendations, reviews, and comments, and otherwise interact with other users, either through postings or by interacting in real-time (the “Community Forums”). With respect to any and all Community Forums, the following restrictions and obligations apply.
• Unifi shall have the right, but not the obligation, to monitor or review any Community Forum at any time for any readily apparent violation of this Agreement or illegal content. Notwithstanding the foregoing, you acknowledge that Unifi is under no obligation to edit or modify any information available in a Community Forum or decide any dispute or disagreement between posters and shall have no liability to you for any content posted in a Community Forum.
• You acknowledge that any opinions, statement, recommendation, offers, advice or other information presented or disseminated on the Community Forums are those of their respective authors who are solely responsible and liable for their content. Unifi reserves the right, in its sole discretion, to refuse to post or remove any material submitted or posted on the Community Forums.
• By using a Site, you: (1) direct Unifi to store any comments, images, or other content that you submit on our servers and systems solely at your instruction, if applicable, (2) grant Unifi an unlimited, perpetual, royalty-free, sub-licensable, transferable and irrevocable license to use, modify, or adapt the submissions for any purpose whatsoever, including but not limited to incorporating the submission into Materials that may be commercial in nature.
You are expressly prohibited from submitting any of the following types of content in any Community Forum:
• Any content that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, racially offensive, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;
• Any content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law, including, without limitation, material that depicts child-pornography, acts of violence, drug use or would violate the regulations of the U.S. Securities and Exchange Commission or any rules of a securities exchange such as the New York Stock Exchange, the American Stock Exchange or the NASDAQ;
• Any content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;
• Any content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;
• Unsolicited promotions, political campaigning, advertising or solicitations;
• Private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;
• Viruses, spyware, trojans, corrupted data or any other harmful, disruptive or destructive files; or
• Any content that in our sole judgment is inappropriate or objectionable or which restricts or inhibits any other person from using or enjoying the Site, or which may expose Unifi or any Owners or other users to any harm or liability of any type.

PRIVACY POLICY.
Unifi’s online privacy policy which is available at www.uni.fi/legal (the “Privacy Policy”), describes the collection, use and sharing of certain personally identifiable information that may be provided by you in connection with your use of this Site and the Broadband Services. Your use of other broadband services may be subject to third party privacy policies which will be made available to you in connection with your purchase or other use of other broadband services.

UNAUTHORIZED ACTIVITIES.
When using your Device or the Broadband Services, you agree not to without limitation: (a) defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others; (b) use racially, ethnically, or otherwise offensive language; (c) discuss or incite illegal activity; (d) use explicit/obscene language or solicit/ post sexually explicit images (actual or simulated); (e) post or transmit anything that exploits children or minors or that depicts cruelty to animals; or (f) post or transmit any copyrighted or trademarked materials without the express permission from the owner.

This list of prohibitions provides examples and is not complete or exclusive. Please visit our Acceptable Use Policy to learn more about how you are permitted to use the Broadband Services. Unifi reserves the right to terminate your use of the Site and Broadband Services with or without notice for any action you yours that we determine in our sole discretion is inappropriate or disruptive to this Site or to any other user of this Site and/or Broadband Services. If Unifi terminates your access to the Site and/ or Broadband Services as a result of your breach of this Agreement, any applicable third party terms or your breach of applicable laws, you will not receive any refund for fees that you have paid or owe to us. Unifi may also report to law enforcement authorities, and its third party service providers, any actions that may be illegal or otherwise in breach of this Agreement, and any reports it receives of such conduct. When legally required or at Unifi’s discretion, Unifi will cooperate with law enforcement agencies and its third party service providers in any investigation of alleged illegal activity on this Site, involving the Broadband Services or on the Internet.

You agree to indemnify, defend and hold Unifi and its parents, affiliates and subsidiaries and their respective officers, directors, employees, agents, licensors, third party service providers and business partners harmless from and against any and all costs, damages, liabilities, suits, claims, and expenses (including, without limitation, attorneys’ fees and costs of defense) that Unifi or any other indemnified party suffers in relation to, arising from, or for the purpose of avoiding, any claim or demand from a third party that your use of this Site or any Service violates any applicable law or regulation, or the copyrights, trademark rights, patent rights, trade secret rights, publicity rights, privacy rights, or other rights of any third party. Without limiting the foregoing, the terms and conditions provided to you in connection with your purchase or other use of Broadband Services may contain other terms regarding your responsibility and liability. You should read those terms carefully, available at: [INSERT URL].

INTELLECTUAL PROPERTY INFRINGEMENT.
Unifi is committed to respecting and protecting the legal rights of copyright owners. As such, Unifi adheres to the following notice and take down policy, in full compliance with Section 512(c)(3) of the DMCA (17 U.S.C. § 512 et seq.). If you believe that your work is the subject of copyright infringement and appears on our Site, please provide Unifi’s designated agent with the following information:
• A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
• Identification of the copyrighted work claimed to have been infringed, or, if multiple works at a single online site are covered by a single notification, a representative list of such works at that site;
• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled on the Site, and information reasonably sufficient to permit Unifi to locate the material;
• Information reasonably sufficient to permit Unifi to contact you as the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which you may be contacted;
• A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright and/or trademark owner, its agent, or the law; and
• A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Unifi’s Copyright Agent to receive DMCA Take Down Notices is: legal@uni.fi. [NOTE: UNIFI WILL NEED TO REGISTER WITH THE COPYRIGHT OFFICE FOR DMCA PURPOSES] For clarity, only DMCA Takedown Notices should go to the Copyright Agent; any other feedback, comments, online purchases or other communications should be directed to the applicable customer service links posted on the Site. You acknowledge that for Unifi to be authorized to takedown any content, your DMCA Takedown Notice must comply with all requirements of this Section.

DISCLAIMER OF WARRANTIES.
Your use of this Site, Broadband Services and the Device is at your own risk. Neither the Materials have been verified or authenticated in whole or in part by Unifi, and they may include inaccuracies or typographical or other errors. Unifi does not warrant the accuracy, appropriateness or timeliness of the Materials or Broadband Services contained on, or accessible from, this Site. Unifi has no liability for any errors or omissions in the Materials, Site, Broadband Services or the Device, whether provided by Unifi, our licensors or third party service providers.

UNIFI, FOR ITSELF AND ITS LICENSORS AND THIRD PARTY SERVICE PROVIDERS, MAKES NO EXPRESS, IMPLIED OR STATUTORY REPRESENTATIONS, WARRANTIES, OR GUARANTEES IN CONNECTION WITH THIS SITE, SERVICES, DEVICES, EQUIPMENT, ANY MATERIALS OR THIRD PARTY CONTENT, RELATING TO QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY INFORMATION OR MATERIAL, OR OTHERWISE. UNLESS OTHERWISE EXPLICITLY STATED, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THIS SITE, SERVICES, DEVICE, EQUIPMENT, MATERIALS, THIRD PARTY CONTENT AND ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THIS SITE OR THROUGH THE SERVICES IS PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE” AND “WHERE-IS” BASIS WITH NO EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR SECURITY. UNIFI DOES NOT PROVIDE ANY WARRANTIES AGAINST VIRUSES, SPYWARE OR MALWARE THAT MAY BE INSTALLED ON YOUR COMPUTER OR DEVICE OR THAT MAY DAMAGE YOUR COMPUTER, DEVICE OR DATA.

YOU ACKNOWLEDGE THAT SOME SERVICES ARE DIRECTLY OR INDIRECTLY PROVIDED BY UNIFI’S THIRD PARTY SERVICE PROVIDERS; UNIFI HAS NO LIABILITLY TO THE EXTENT IT IS UNABLE TO PROVIDE ANY SERVICE, OR FOR ANY HARM LOSS OR DAMAGES SUFFERED BY YOU AS A RESULT OF SUCH THIRD PARTY SERVICE PROVIDERS ACTS OR OMISSIONS. UNIFI SHALL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, DATA LOSS, SERVICE FAILURES AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET.

UNIFI DISCLAIMS ANY AND ALL WARRANTIES AND LIABILITY ARISING FROM ANY PERFORMANCE-RELATED ISSUES OR OTHER NEGATIVE EFFECTS, LOSSES OR DAMAGES TO THE EXTENT CAUSED BY: (A) ANY FAILURE BY YOU TO OPERATE THE EQUIPMENT IN ACCORDANCE WITH THE SPECIFIED REQUIREMENTS; OR (B) ANY OTHER PRODUCTS, SERVICES, OR TECHNOLOGY USED BY YOU IN CONNECTION WITH THE EQUIPMENT.

NOTHING IN THIS SECTION SHALL EXCLUDE OR LIMIT UNIFI’S WARRANTIES, REPRESENTATIONS OR CONDITIONS TO THE EXTENT THEY MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW, IN WHICH CASE, SUCH WARRANTIES, REPRESENTATIONS OR CONDITIONS WILL BE EXCLUDED AND LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.

LIMITATION OF LIABILITY.
UNIFI, ITS LICENSORS AND THIRD PARTY SERVICE PROVIDERS SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES, LOSSES OR CLAIMS RESULTING FROM YOUR USE OF THIS SITE, ANY SERVICES, DEVICES OR EQUIPMENT, INCLUDING, WITHOUT LIMITATION ANY DAMAGES RESULTING FROM DISPLAYING, COPYING, OR DOWNLOADING ANY MATERIALS, INFORMATION OR THIRD PARTY CONTENT FROM THIS SITE OR A SERVICE, OR YOUR RELIANCE ON ANY SUCH MATERIALS, INFORMATION, CONTENT OR SERVICES. IN NO EVENT SHALL UNIFI, ITS LICENSORS OR THIRD PARTY SERVICE PROVIDERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, RELIANCE OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) HOWSOEVER ARISING, EVEN IF IT KNOWS THERE IS A POSSIBILITY OF SUCH DAMAGE. NOTHING IN THIS PARAGRAPH SHALL EXCLUDE OR LIMIT UNIFI’S LIABILITY FOR LOSSES OR DAMAGES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW, IN WHICH CASE, UNIFI’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW. THE PARTIES AGREE THAT THE LIMITATIONS SPECIFIED IN THIS SECTION WILL SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

DISPUTE RESOLUTION.
Except for disputes that can be brought in small claims court, all disputes between you and the Unifi, including any dispute regarding this Agreement, shall be exclusively settled through binding arbitration through the American Arbitration Association (“AAA”) pursuant to the AAA’s then-current rules for commercial arbitration. There is no judge or jury in arbitration. Arbitration procedures are simpler and more limited than rules applicable in court and review by a court is limited. YOU AND UNIFI AGREE THAT ANY SUCH ARBITRATION SHALL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. Notwithstanding any provision in this Agreement to the contrary, if the class-action waiver in the prior sentence is deemed invalid or unenforceable, however, neither you nor we are entitled to arbitration. This arbitration agreement is subject to the Federal Arbitration Act. The arbitrator’s award may be entered in any court of competent jurisdiction. Notwithstanding any provision in these Terms to the contrary, we agree that if Unifi makes any future material change to this dispute resolution provision, it will not apply to any individual claim(s) that you had already provided notice of Unifi. Information on AAA and how to start arbitration can be found at www.adr.org or by calling 800-778-7879.

This Agreement are governed by the laws of the State of New York without regard to conflict of law principles. If the arbitration in this section provision is found unenforceable or not to apply for a given dispute, then the proceeding must be brought exclusively in a court of competent jurisdiction in New York, New York.

GENERAL.
If you violate this Agreement, Unifi may terminate and/or suspend your access to this Site and Broadband Services without notice. Unifi prefers to advise you of your inappropriate behavior and to recommend any necessary corrective action. However, certain violations of this Agreement, as determined by Unifi, may result in immediate termination of your access to this Site and Broadband Services. If any of the terms of this Agreement are found to be inconsistent with applicable law, then such term(s) shall be interpreted to reflect the intentions of the parties, and no other terms will be modified. Unifi’s failure to enforce any term of this Agreement is not a waiver of such term. This Agreement are the entire agreement between you and Unifi and supersede all prior or contemporaneous negotiations, discussions or agreements between you and Unifi about this Site, Broadband Services, or the Devices.

TERMINATION.
You may stop using the Site and Broadband Services at any time, by ceasing to access the Site or otherwise ceasing to use the Broadband Services.

In addition, Unifi may at any time, for any or no reason, in its sole discretion and without prior notice to you: (a) suspend or terminate your use of the Site or any Broadband Services; and/or (b) suspend or cease to provide the Site or any Broadband Services in their entirety.

All terms and conditions of this Agreement which by their nature are intended to survive, will survive the termination of your use of the Site and Broadband Services, including, without limitation, all terms which address the protection of Unifi; its licensors’ and third party service providers’ intellectual property rights; disclaimer of warranties; limitations of liability; representations; and assignments made by you; and your payment and indemnification obligations.

CONTACT US.
If you have any questions about this Agreement or otherwise need to contact Unifi for any reason, you can reach us by using the Support feature on our Site, calling us at {insert tele number}, or writing to us at Unifi, {insert address}.