Last Updated: May 12, 2021
- Charges. You agree to a monthly charge for the Service, the amount of which was communicated to you at the time of enrollment (“Charges”). This entitles you to a set amount of 4G data usage per month as established by Veea for the respective Service (“Data Allowance”). Billing periods start and end each month on the monthly anniversary of your initial date of enrollment. As an example, if you enrolled on the 5th of the month, each billing period will run from the 5th of the month through the 4th of the next month. Any unused data expires at the end of the billing period and no roll-over of data is permitted. If during a billing period you exceed the Data Allowance, you will be immediately charged such additional units of 4G data usage in increments and according to charges established by Veea for the respective Service (“Data Overage Charge(s)”). For example, if your Veea Service entitles you to 5GB of 4G data usage, such amount will be your Data Allowance. If your Veea Service provides for Data Overage Charges for each 5GB of 4G data usage exceeding the Data Allowance, you will be charged a set amount for each increment of 5GB of 4G data usage exceeding the Data Allowance. You will be charged monthly for as long as you have not cancelled the Service. We reserve the right to periodically modify the monthly charge and will notify you of any changes. You agree to pay all Charges assessed and billed by Veea to you or that were accepted or processed through the Service. If applicable, the Service can be used to purchase services from third parties, and Charges for these purchases may be included on your Veea bill.
- Billing Information. Please read the following for more information about how Veea bills for data usage, third party charges, taxes, and surcharges.
- Data. Data usage is measured from the time the device begins to process a data through its termination of the internet connection. Data usage may be rounded at the end of each data session, at the end of your billing cycle, and/or at the time you switch data plans. Most usage and Charges incurred during a billing cycle will be included in your bill for that cycle. Some usage and Charges may be delayed to a later billing cycle, which may cause you to exceed your Service allotments in a later billing cycle. Unused Service allotments expire at the end of your billing cycle and do not rollover. You may be billed additional Charges for certain features and services.
- Taxes and Fees. You agree to pay all taxes and fees imposed by governments or governmental entities. Veea may not give advance notice of changes to these charges. To determine taxes & fees, Veea uses the street address you provided upon Service signup (“PPU”). The PPU for Puerto Rico customers must be in Puerto Rico. If you did not identify the correct PPU, or if you provided an address, such as a PO Box, that is not a recognized street address, does not allow Veea to identify the applicable taxing jurisdiction(s) or does not reflect the Service area associated with your device, you may be assigned a default location for tax purposes. You are required to notify Veea promptly of any changes of address.
- Surcharges. You agree to pay all surcharges applicable to your use of the Service. Surcharges are Charges assessed, determined, collected and retained by Veea. The components and amounts of the Surcharges are subject to change without notice. Surcharges include charges, costs, fees and certain taxes that Veea incurs to provide Services. Examples include general and administrative fees (such as certain costs Veea incurs to provide Service) as well as governmental-related assessments (such as Federal or State Universal Service fees, regulatory or public safety charges, environmental fees, and gross receipts taxes). Surcharges assessed to you may vary depending on your usage. Surcharges will apply whether or not you benefit from the programs, activities or services included in the Surcharge. When Surcharges are assessed in connection with your Service, you can find the Surcharges detailed in your bill. Surcharges may change from time to time without notice.
- Changes to Relationship. Veea may amend any portion of this Agreement at any time by providing notice to you if practicable. Veea may interrupt, suspend or cancel the Service and terminate this Agreement without advance notice for any reason. Veea’s rights under this are in addition to any specific rights that are reserved in other provisions of this Agreement to interrupt, suspend, modify, or cancel your Services and terminate this Agreement. Veea also reserves the right to scale back or throttle bandwidth originating from your account that may breach this Agreement or in the event of excessive usage.
- Your Obligations. You shall:
- Respond promptly to any reasonable requests from Veea for instructions, information or approvals we require to provide the Services.
- Cooperate with Veea in its performance of the Services and provide access to your premises, employees, contractors, and equipment as required to enable Veea to provide the Services.
- Take all steps necessary, including obtaining any required licenses or consents, to prevent customer-caused delays in Veea’s provision of the Services.
- Keep all accounts you have with Veea in good standing in order to be eligible for Service. If any account is not in good standing, all accounts and any Services provided for such accounts are subject to suspension and/or termination.
- Inform Veea of any changes in your customer address, or business address for Services, which must always be within our service areas.
- Not resell any Service to any third parties, and you acknowledge and agree that the Services are furnished for your use only.
- Not use any Service for any unlawful, improper, harassing or abusive purpose or in such a way that interferes, or is reasonably likely to interfere with Veea’s network, business operations, employees or customers.
- Not activate the Service on any other network.
- Not resell or modify the Service or assist anyone else doing so.
- Content and Apps. You are able to download and use content or applications (“Content and Apps”) on your Device that are made available at the Veea App Store, at your own risk. Third party Content and Apps may require your agreement to a license or other terms with the third party
- Veea Cloud Services. During the Term of the Service, Veea will use commercially reasonable efforts to provide you with electronic access and use of the Veea Cloud Services software (“Veea Cloud Software”) for 24 hours per day, seven days per week every day of the year, except for: (a) scheduled downtime, (b) service downtime or degradation due to a Force Majeure Event, (c) any other circumstances beyond Veea’s reasonable control, and (d) any suspension or termination of your access to or use of the Veea Cloud Software as permitted by this Agreement. Subject to and conditioned on your timely payment of the charges, fees and expenses for the Service and compliance and performance in accordance with all other terms and conditions of all portions of the Agreement, Veea hereby authorizes you to access and use, during the Term of the Service, the Veea Cloud Software; provided, however, to the extent all or any portion of the Veea Cloud Software has been licensed to us by any third party, the authorizations granted by us to you in this subparagraph shall be limited by and shall not exceed Veea’s rights under our third party licenses. The authorization provided to you is non-exclusive and non-transferable. You shall not, and shall not permit any other person to, access or use the Veea Cloud Software except as expressly permitted by the Agreement. For purposes of clarity and without limiting the generality of the foregoing, you shall not, except as the Agreement expressly permits:
- Copy, modify or create derivative works or improvements of the Veea Cloud Software.
- Rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer or otherwise make available any Services or Veea Cloud Software to any person.
- Reverse engineer, disassemble, decompile, decode, adapt or otherwise attempt to derive or gain access to the source code of the Services or Veea Cloud Software, in whole or in part.
- Bypass or breach any security device or protection used by the Services or Veea Cloud Software. v. Input, upload, transmit or otherwise provide to or through the Services, any information or materials that are unlawful or injurious, or contain, transmit or activate any harmful code (including but not limited to using any malicious software or malware designed to infiltrate a network or computer system such as spyware, worms, Trojan horses, rootkits, ransomware, and/or crimeware) that defeats, obstructs or penetrates, or attempts to defeat, obstruct or penetrate the security measures of Veea’s network or systems, or another entity’s network or systems; that accesses, or attempts to access without authority, the accounts of others; or that adversely affects the ability of other people or systems to use the Service or any other services offered by Veea.
- Remove, delete, alter or obscure any trademarks, specifications, documentation, warranties or disclaimers, or any copyright, trademark, patent or other intellectual property or proprietary rights notices from any Services or Veea Cloud Software, including any copy thereof.
- Access or use the Services or Veea Cloud Software in any manner or for any purpose that infringes, misappropriates or otherwise violates any Intellectual Property Rights or other right of any third party, or that violates any applicable law.
- Access or use the Services or Veea Cloud Software for purposes of competitive analysis of the Services or Veea Cloud Software, the development, provision or use of a competing software service or product or any other purpose that is to our detriment or commercial disadvantage.
- Access or use the Services or Veea Cloud Software in, or in association with, the design, construction, maintenance, operation of any hazardous environments, systems or applications, any safety response systems or other safety-critical applications, or any other use or application in which the use or failure of the Services or Veea Cloud Software could lead to personal injury or severe physical or property damage.
- Data Responsibility. You have and will retain sole responsibility for: (a) all of your data, including its content and use; (b) all information, instructions and materials provided by or on behalf of you in connection with the Services; (c) your information technology infrastructure, including computers, software, databases, electronic systems (including database management systems) and networks, whether operated directly by you or through the use of third-party services (“Customer Systems”); and (d) all access to and use of the Services and Veea Cloud Software directly or indirectly by or through the Customer Systems, with or without your knowledge or consent, including all results obtained from, and all conclusions, decisions and actions based on, such access or use. You acknowledge and agree that the technical processing and transmission of the Site may involve transmissions over various networks; and changes to conform and adapt to technical requirements of connecting networks or devices.
- Restrictions. You agree to comply with all applicable laws and regulations in connection with use of the Services. You must also agree that you and any other user that you have provided access to will not engage in any of the following activities or conduct yourself in a way that would not violate these rules of conduct:
- Sending or receiving unsolicited and/or commercial emails in violation of law, promotional materials, “junk mail,” “spam,” “chain letters,” or “pyramid schemes”.
- Exploiting, possessing, producing, receiving, transporting, or distributing any illegal content, including but not limited to any sexually explicit depiction of children.
- Uploading, possessing, receiving, transporting, or distributing any copyrighted, trademark, or patented content which you do not own or lack written consent or a license from the content owner.
- Forging headers or otherwise manipulating e-mail identifiers in order to mask or mislead the origins of certain content.
- Interfering with the service to any other user, client, host or network which reduces the quality of service for other clients and users.
- Using the service to engage in Denial-of-service (“DOS”) attacks to any third-parties or to Veea.
- Accessing data, systems or networks including attempts to probe scan or test for vulnerabilities of a system or network or to breach security or authentication measures without written consent from the owner of the system or network.
- Transmitting any material (by email, uploading, posting, or otherwise) that abuses, bullies, threatens or encourages bodily harm, injury or destruction of property, defames one or more third parties, or promotes any act of cruelty to animals.
- Accessing the service to violate any laws at the local, state and federal level in the United States of America or the country/territory in which you reside.
- Service Levels. Veea does not guarantee service coverage, speeds, locations and quality. While Veea will make reasonable attempts to maintain the Service availability, the Services may be subject to unavailability for numerous reasons including maintenance, emergencies, third-party service failures, transmission errors, equipment failures, network issues, interference, natural disaster, amongst other reasons. Veea does not guarantee that data, messages, or packets will be delivered and shall not be held responsible in the event data, messages, or packets are lost, not delivered, delayed, misdirected or are otherwise inaccessible. Additionally, Veea may impose usage limits to the Service, suspend or block services, or cancel any and all Services at its sole discretion at any time. Finally, Veea does not guarantee the accuracy and timeliness of any data received. You understand that Veea retains the right, at all times, to install or modify Services, to track them and to disable functionality if required.
- Data Backup. VEEA HAS NO OBLIGATION OR LIABILITY FOR ANY LOSS, ALTERATION, DESTRUCTION, DAMAGE, CORRUPTION OR RECOVERY OF ANY OF YOUR DATA THAT MAY BE SAVED USING THE HOSTED SERVICES, AND IT IS YOUR SOLE RESPONSIBILITY TO ENSURE AND MAINTAIN REGULAR DATA BACKUPS OR REDUNDANT DATA ARCHIVES.
- License. Veea Services and related software is licensed, not sold, to you by Veea and/or other licensors for your lawful personal or business use. Such Services and related software include software, interfaces, documentation, data, and Content and Apps, as each may be updated or replaced by feature enhancements or other updates. You may only use the Services and related software as authorized by its license. Please refer to our End User License Agreement for the terms of the license. You understand and agree that your use of the Services confers no ownership rights of any kind on you including intellectual property rights. You may not assign any of your rights or obligations under this Agreement. Veea may interrupt, suspend or cancel your Services and terminate this Agreement without advance notice for any reason.
- Indemnification. You hereby agree to indemnify, defend, and hold harmless Veea (as well as Veea’s owners, officers, directors, employees, and agents) from and against any and all claims for damages (including, without limitation, attorney’s fees, and costs) arising from your (i) breach of this Agreement, (ii) use of any devices or materials provided by Veea (including use by your employees, agents, or contractors), (iii) violation of law, or (iii) negligence or willful misconduct. The indemnities and obligations herein provided shall survive termination of this Agreement.
- Disclaimer of Warranties. Veea makes no representations or warranties, express or implied, including any implied warranty of merchantability or fitness for a particular purpose concerning the Service except as expressly provided in its Limited Product Warranty. Veea cannot and does not promise uninterrupted or error-free service and does not authorize anyone to make any warranties on its behalf. Veea does not guarantee that your communications will be private or secure. Services or Software provided by third parties may work differently than services offered by us or may not work at all. Please review all terms and conditions of such third party applications and services. Veea is not responsible for any download, installation, use, transmission failure, interruption, or delay related to Content and Apps, or any third party content, services, advertisements, or websites you may be able to access by using your Device or the Services, even if charges for Content and Apps appear on your Veea bill. You are responsible for maintaining antivirus and other Internet security protections when accessing third party Content and Apps or other services. EXCEPT AS PROVIDED HEREIN THE SERVICE IS PROVIDED “AS IS” AND WITH ALL FAULTS. VEEA AND ITS SUPPLIERS HEREBY DISCLAIM ALL OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, ARISING BY LAW OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE, TITLE AND NONINFRINGEMENT, WITH REGARD TO THE SOFTWARE. WITHOUT LIMITING THE FOREGOING, VEEA DOES NOT WARRANT THAT THE SERVICE WILL BE FREE OF BUGS, ERRORS, VIRUSES OR OTHER DEFECTS. WE DISCLAIM ANY AND ALL LIABILITY ARISING FROM OR RELATED TO CONTENT, GOODS, SOFTWARE OR SERVICES YOU OBTAIN FROM THIRD PARTY PROVIDERS.
- Disclaimer of Certain Damages. IN NO EVENT WILL VEEA OR ITS LICENSORS BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR SIMILAR DAMAGES OR LIABILITIES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO LOSS OF DATA, INFORMATION, REVENUE, PROFIT OR BUSINESS) ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SOFTWARE OR OTHERWISE UNDER OR IN CONNECTION WITH THESE TERMS OR THE SERVICE, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHER THEORY EVEN IF VEEA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
- Limitation of Liability. VEEA’S AND ITS SUPPLIERS’ LIABILITY ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICE OR OTHERWISE UNDER OR IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE IS LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE PRODUCT REGARDLESS OF THE AMOUNT OF DAMAGES YOU MAY INCUR AND WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHER THEORY. The foregoing disclaimer of warranties, disclaimer of certain damages and limitation of liability will apply to the maximum extent permitted by applicable law. The laws of some states/jurisdictions do not allow the exclusion of implied warranties or the exclusion or limitation of certain damages. To the extent that those laws apply to these terms, the exclusions and limitations set forth above may not apply to you.
- Export Restrictions. You agree to comply with all applicable laws, rules and regulations in connection with your use of the Service. You acknowledge that the Service may be subject to U.S. export restrictions. You agree to comply with all applicable laws and regulations that apply to the Software, including without limitation the U.S. Export Administration Regulations.
- Assignment. You shall not assign or otherwise transfer any of your rights, or delegate or otherwise transfer any of your obligations or performance, under this Agreement, in each case whether voluntarily, involuntarily, by operation of law, or otherwise, without Veea’s prior written consent, which consent Veea may give or withhold in its sole discretion. No delegation or other transfer will relieve you of any of your obligations or performance under this Agreement. Any purported assignment, delegation, or transfer in violation of this paragraph is void. Veea may freely assign or otherwise transfer all or any of its rights, or delegate or otherwise transfer all or any of its obligations or performance, under this Agreement without your consent. This Agreement is binding upon and inures to the benefit of the parties hereto and their respective permitted successors and assigns and nothing herein, express or implied, is intended to or shall confer on any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of this Agreement.
- Governing Law. All matters arising out of or relating to this Agreement shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or relating to this Agreement or the transactions contemplated hereby shall be instituted in the federal courts of the United States of America or the courts of the State of New York in each case located in the City of New York, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such legal suit, action, or proceeding. Service of process, summons, notice, or other document by mail to the address listed in your user account shall be effective service of process for any suit, action, or other proceeding brought in any such court. This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Veea as a result of this agreement or use of the Services. Veea’s performance of this Agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of Veea’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Services or information provided to or gathered by Veea with respect to such use.
- Dispute Resolution. Any dispute, controversy or claim arising out of or relating to this Agreement, the Product or services provided by Veea with respect to the Product, or the Software shall be resolved exclusively and finally by arbitration under the current commercial rules of the American Arbitration Association, except as otherwise provided below. The arbitration will be conducted before a single arbitrator and will be limited solely to the dispute between you and Veea. The arbitration, or any portion of it, will not be consolidated with any other arbitration and will not be conducted on a class-wide or class action basis. The arbitration shall be held in New York County, New York, U.S.A. by submission of documents, by telephone, online or in person as determined by the arbitrator at the request of the parties. The prevailing party in any arbitration or legal action occurring within the United States or otherwise shall receive all costs and reasonable attorneys’ fees, including any arbitration fee paid by the prevailing party. Any decision rendered in such arbitration proceedings will be final and binding on the parties, and judgment may be entered thereon in any court of competent jurisdiction. You understand that, in the absence of this provision, you would have had a right to litigate any such dispute, controversy or claim in a court, including the right to litigate claims on a class-wide or class-action basis, and you expressly and knowingly waive those rights and agree to resolve any disputes through binding arbitration in accordance with the provisions of this section. The arbitration award shall be final and binding on the parties and may be enforced in any court having jurisdiction. Nothing in this Section shall be deemed to prohibit or restrict Veea from seeking injunctive relief or seeking such other rights and remedies as it may have at law or equity for any actual or threatened breach of any provision of this Agreement relating to Veea’s intellectual property rights. ANY DISPUTE RESOLUTION PROCEEDINGS, WHETHER IN ARBITRATION OR COURT, WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS OR REPRESENTATIVE ACTION OR AS A NAMED OR UNNAMED MEMBER IN A CLASS, CONSOLIDATED, REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL ACTION, UNLESS BOTH YOU AND PIA SPECIFICALLY AGREE TO DO SO IN WRITING FOLLOWING INITIATION OF THE PROCEEDINGS. THIS PROVISION IS NOT APPLICABLE TO THE EXTENT SUCH WAIVER IS PROHIBITED BY LAW.
- Government Use. If you are accessing the Service on behalf of the United States Government (“USG”), then the following provision applies: All software associated with the Veea Service constitutes commercial computer software. If acquired by or on behalf of an agency, department, or other entity of the USG, the use, duplication, reproduction, release, modification, disclosure or transfer of this software, and any related documentation of any kind, including technical data or manuals no matter how received by the USG, is restricted by the terms and conditions of a license agreement in accordance with Federal Acquisition Regulation 12.212 for civilian agencies, and Defense Federal Acquisition Regulation Supplement 227.7202 for military agencies. All such Services, software and products were developed exclusively at private expense. All other use is prohibited.
- Severability. If any provision of this Agreement is invalid, illegal or unenforceable under applicable law, then it will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.
- Entire Agreement. Amendment. This Agreement and the other Service Terms sets forth the entire agreement of Veea and you with respect to the Service and the subject matter hereof and supersedes all prior and contemporaneous understandings and agreements whether written or oral. No amendment, modification or waiver of any of the provisions of this Agreement will be valid unless set forth in a written instrument signed by the party to be bound thereby.