General

  1. By registering for and/or using the Services in any manner, you agree that you have read, understand and accept these Terms of Use and all other Policies referenced herein, each of which may be updated from time to time.
  2. These Terms of Use apply to all users of the Website and other Services, including, without limitation, users who send or submit content, information, and other materials or Services, registered or otherwise, through the Services.
  3. We may revise these Terms of Use at any time by updating this posting. You should check the Website from time to time to review the current Terms of Use, as they are binding on you. Certain provisions of these Terms of Use may be superseded by expressly designated legal notices or terms located on particular pages of the Website.
  4. No information contain in the Website shall be construed as advice and information is offered for information purposes only and is not intended for trading purposes. You and your company rely on the information contained on this Website at your own risk. If you find an error or omission at this site, please let us know.
  5. Any waiver of any breach or default by either Party will not constitute a waiver of any other right or any subsequent breach or default. Failure or delay by either Party to enforce any provision of these Terms of Use will not be deemed a waiver of future enforcement of that or any other provision.
 

WaveSMS.pro Services

  1. These Terms of Use apply to:
    1. All Services described on our Website;
    2. Any new Service or feature offered by us;
  2. We continually improve our Services and offerings. You acknowledge that we may change our API’s from time to time.
  3. You will have a limited, non-exclusive, non-transferable, non-sublicenseable right to use the applicable Services in accordance with these Terms of Use.
  4. You will not (and will not allow Service users) to:
    1. Reverse engineer, decompile, copy or disassemble the Services;
    2. Market, sell, sublicense, rent, lease, or otherwise distribute the Services, in whole or in part;
    3. Modify, upgrade, improve, enhance or create derivative works of any portion of the Services for any purpose;
    4. Or remove, obscure, or alter any identification, proprietary, copyright or other notices in the Services.
  5. If you discover that prohibited messages have been submitted to WaveSMS.pro then you shall, to the best of your abilities, notify us at the earliest possible opportunity and no later than 24 hours after discovery of the incident. If we discover that you have transmitted prohibited messages, then we shall, to the best of our abilities, notify you at the earliest possible opportunity and no later than 24 hours after the discovery of the incident.
  6. As a result of prohibited messages being transmitted by you to WaveSMS.pro, we may, at our discretion, suspend your account or Services temporarily until the matter is resolved to our satisfaction, and in extreme cases, terminate your account. In the instance of fines being levied against us as a result of prohibited messages being sent by you, provided that you have failed to notify us prior to transmission, you shall be liable to pay each fine in its entirety.
  7. The Services are not intended to support or carry emergency calls to any emergency Services. Neither WaveSMS.pro nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and you will hold WaveSMS.pro harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency Services.
 

Use of the Website

  1. You further agree not to use the Website to send or post any message or material that is unlawful, harassing, defamatory, abusive, indecent, threatening, harmful, vulgar, obscene, sexually orientated, racially offensive, profane, pornographic or violate any applicable law.
  2. By accessing the Website, you warrant and represent to us that you are legally entitled to do so and to make use of information available via the Website.
  3. WaveSMS.pro is not responsible for any material submitted to the public areas by you (which include bulletin boards, hosted pages, chat rooms, or any other public area found on the Website) and any material (whether submitted by you or any other user) which is not endorsed, reviewed or approved by WaveSMS.pro.
  4. We reserve the right to remove any material submitted or posted by you in the public areas, without notice to you, if we become aware and determine, in our sole and absolute discretion that you may, but not limited to:
    1. Defame, abuse, harass, stalk, threaten or otherwise violate the rights of other users or any third parties;
    2. Publish, post, distribute or disseminate any defamatory, obscene, indecent or unlawful material or information;
    3. Post or upload files that contain viruses, corrupted files or any other similar software or programs that may damage the operation of WaveSMS.pro’s and/or a third Party’s computer system and/or network;
    4. Violate any copyright, trademark, other applicable Singapore or international laws or intellectual property rights of WaveSMS.pro or any other third Party;
    5. Submit contents containing marketing or promotional material which is intended to solicit business.
  5. External links may be provided for your convenience, but they are beyond our control and no representation is made as to their content. The use or reliance on any external links and the content thereon provided is at your own risk.
  6. You shall be responsible for keeping account and connection credentials secure and private, for choosing passwords of strong enough complexity, and for implementing IP address based access controls where applicable. We shall not be liable for any indirect, incidental, special or consequential damages arising from any intrusion of your online customer account or the unauthorized use of your credentials, including (without limitation) loss of profits, loss of revenue, or interrupted communications.
  7. You acknowledge that messages will be transmitted over the WaveSMS.pro platform in an unencrypted format. We may disclose any messages transmitted over the WaveSMS.pro platform to the extent permitted by law to protect our rights or property, including (without limitation) to protect the operation of the WaveSMS.pro platform, or to comply with the law or regulatory enquiries or requirements.
  8. Where applicable to do so, you acknowledge that correct source address Type Of Number (TON) and Number Plan Indicator (NPI) settings, and correct source and destination address formatting, according to GSM specification, must be set for each message submitted to us. You acknowledge that failure to correctly set such settings and formatting may result in message delivery failure or the incorrect representation of the source address when it is displayed on the receiving device. We shall not be responsible for checking or modifying above-mentioned settings or formatting.
 

Fees and Payment

  1. In the case of payment by bank transfer, payment shall be deemed to have been received as soon as we have confirmed that the correct amount has been deposited in the agreed currency in the agreed WaveSMS.pro bank account. You must allow reasonable time for payments to be received and any anti-fraud checks to be carried out. We shall notify you by email once a payment has been received.
  2. Any notifications of payment authorization received by you from payment providers including (without limitation): "PayPal" or the credit card processor shall not indicate a received payment. Acceptance of a Customer transaction is at our sole discretion.
  3. Unless otherwise stated, all applicable federal, state or local taxes and all use, sales, commercial, gross receipts, privilege, surcharges, or other similar taxes, license fees and surcharges, whether charged to or against us, will be payable by you. You will not withhold any taxes from any amounts due to us.
  4. We may charge you for any fees and costs we incur from wireless carriers directly in relation to your use of the Services (e.g. interworking charges that your traffic generates in relation to ported numbers; fees for providing provisioning Services in relation to our dedicated short code service; charges arising from calls made in violation of our Acceptable Use Policy). These charges will be deducted from your account the month after we have received an invoice from the applicable carrier or third Party. If your account has insufficient credit, you shall pay all such amounts promptly upon written demand. If any payments owed from you are past due, then you shall pay interest thereon at a rate of 1.5% per month or the maximum rate permitted by law, whichever is less, from the date such payment was due until the date paid.
  5. We charge for each submitted message consisting of up to 140 bytes of payload data, after any applicable GSM encoding has been performed. Messages containing more than 140 bytes of payload data, after any applicable GSM encoding, shall be automatically split and concatenated by us, and each resulting part shall be charged for as a separate message. We charge message rates based on the specific network in a destination that a message is sent to. Destination shall be determined by the Mobile Network Operator in each destination country, as recorded by the detailed report. Message charges shall be deducted from your credit balance immediately upon message submission. Current message rates may be viewed from within the WaveSMS.pro online Customer account.
  6. From time to time we shall issue changes to your message pricing and coverage, where changes can include:
    1. The addition of destination networks,
    2. The removal of destination networks, or
    3. The modification of price of destination networks.
Such changes shall be available in real-time on WaveSMS.pro customer portal in the pricing section. Upon your request, changes can be sent by email to your billing contact(s), or primary contact(s) if no billing contact(s) is/are available, and shall be effective immediately. Pricing and coverage changes shall be considered as communicated to you at the time the email is recorded as sent by us. We shall not be liable for any indirect, incidental, special or consequential damages arising from pricing and coverage changes, including (without limitation) loss of profits, revenue, or interrupted communications.
  1. We shall record the number of messages successfully submitted by you each day from 00:00:00 up until and including 23:59:59 GMT time, along with the associated destination country, destination network, and charged price. Statistics for the previous day shall be verified automatically each night to ensure
    1. that each submitted message has been assigned a unique identification number, and
    2. that each submitted message has been successfully assigned to an outgoing connection for onward delivery.
You shall not be charged for any message that does not satisfy both of the above-mentioned criteria. Long messages (exceeding 140 bytes after GSM encoding, if necessary) that are automatically split and concatenated by us shall be recorded as a single message where the charge reflects the sum of the charges for each resulting message part, in order to bring to your attention that long messages have been submitted to us.
  1. In the event of an imbalance between message statistics recorded by you and messages statistics recorded by us, you shall notify us within 7 days from the date that the imbalance refers to and provide us with a detailed report for each disputed period and message (including MSISDN, Message ID, timestamp, country, operator, message or DLR status, look-up results if applicable). We shall investigate each reported imbalance and shall notify you as to whether an adjustment to your currency balance is necessary. We reserve the right to decline to investigate a message statistics imbalance reported after 7 days of the date that the imbalance refers to.
  2. No omission or delay by us in deducting any sums shall prohibit us from deducting them at a later date nor shall it relieve you of your liability to pay.
  3. Fees and Taxes are non-refundable.
 

Confidentiality

  1. Each Party will, during the Term and thereafter, maintain in confidence the Confidential information of the other Party and will not use such Confidential Information. Each Party will use the same degree of care in protecting such Confidential Information as such Party uses to protect its own Confidential Information from unauthorized use or disclosure, but in no event less than reasonable care.
  2. Each Party:
    1. Will not reproduce such Confidential Information, in any form;
    2. Will only disclose such Confidential Information to its affiliates, employees and consultants who have a need to know such Confidential Information in order to perform its rights and obligations relating to these Terms of Use, and have been informed of the obligation to preserve the confidentiality of such information;
  3. Either Party may disclose the Confidential Information of the other Party as required by law, upon prior written notice to the other Party (where allowed by law); provided that such Party will use its reasonable efforts to minimize such disclosure to the extent permitted by applicable law.
 

Intellectual Property

  1. You may not include or make reference to us, the name WaveSMS.pro, or any of our trademarks in connection with your use of the Services or otherwise without our prior written consent in each instance, and you hereby disclaim any and all rights of ownership of or license to our trademarks.
  2. No implied licenses are granted by us, and we hereby reserve all rights not so granted.
 

Limited Warranty and Disclaimer

  1. The Services and contents are provided “as is”, “as available” and without warranty of any kind, express or implied, including, but not limited to, the implied warranties of title, non-infringement, merchantability, quality (e.g. at to latency and throughput), and fitness for a particular purpose, and any warranties implied by any course of performance or usage of trade, all of which are expressly disclaimed.
  2. We, and our suppliers, partners and licensors, and each of our and their respective officers, directors, employees, and agents, do not warrant (and hereby expressly disclaim all warranties) that:
    1. the Services (or any mobile operators) will be secure or available at any particular time or location;
    2. any defects or errors will be corrected;
    3. any content or software available on or through the Services is free of viruses or other harmful components;
    4. the content on the sites or Services (or any third Party sites or Services linked thereto) is accurate, error-free, or complete; or
    5. the results of using the Services will meet your requirements.
  3. Your use of the Services is solely at your own risk. We do not warrant, endorse, guarantee, or assume responsibility for any content of, communication by, or product or service advertised or offered by, a third Party through the Services, and we will not be a Party to or in any way be responsible for monitoring any transaction between you and third-parties.
  4. You acknowledge that there are risks inherent in network connectivity that could result in the loss of your privacy, Data, Confidential Information and property. You further acknowledge that WaveSMS.pro does not control networks of third parties and WaveSMS.pro is not responsible for the impact on the Services by the action or inaction of such networks or third parties.
  5. WaveSMS.pro shall not be responsible for and disclaims all liability for any loss, liability, damage (whether direct, indirect or consequential), personal injury or expense of any nature whatsoever which may be suffered by your or any third Party (including your company), as a result of or which may be attributable, directly or indirectly, to your access and use of the Website, any information contained on the Website, your or your company's personal information or material and information transmitted over our system. In particular, neither the Website Owner nor any third Party or data or content provider shall be liable in any way to you or to any other person, firm or corporation whatsoever for any loss, liability, damage (whether direct or consequential), personal injury or expense of any nature whatsoever arising from any delays, inaccuracies, errors in, or omission of any share price information or the transmission thereof, or for any actions taken in reliance thereon or occasioned thereby or by reason of non-performance or interruption, or termination thereof.
  6. Neither Party will be liable for any failure to fulfill its obligations due to causes beyond its reasonable control, including acts or omissions of government or military authority, acts of God, shortages of materials, telecommunications failures (including any systemic Internet failures and any interruptions in Services of Internet or mobile service providers or operators), transportation delays, earthquakes, fires, floods, labour disturbances, riots or wars (“Force Majeure Event”). Notwithstanding the foregoing, Force Majeure Event and termination of these Services due to Force Majeure shall not affect your payment obligations.
 

Indemnification, disputes

  1. You shall defend and indemnify us, our affiliates, suppliers, and partners, and each of our and their respective employees, contractors, directors, officers, and representatives from and against any and all damages, liabilities, claims, demands, obligations, losses, fines, penalties, and expenses, including without limitation reasonable attorney’s fees and costs, that arise from or relate to:
    1. your user content,
    2. your use or misuse of, or access to, the Services or content, and/or
    3. your violation of these Terms of Use, or violation or infringement by you, or any third Party using your Account, of any intellectual property, privacy, or other right of any person or entity.
  2. We agree to promptly notify you of any such claim, to permit you to control the defense and/or settlement thereof (except to the extent such claim relates to our platform, other Services, or intellectual property or other rights, in which case we reserve the right to assume the exclusive defense and control of such matters and you will assist and cooperate with us in asserting any available defenses).
  3. Any relevant Terms of Use, Policies and notices shall be governed by and construed in accordance with the laws of Singapore without giving effect to any principle of conflict of law. You hereby consent to the exclusive jurisdiction of the courts of Singapore in respect of any disputes arising in connection with the Website, or any relevant Terms of Use, Policies and notices or any matter related to or in connection therewith.
 

Termination, Cession, Suspension

  1. Your monthly subscription will start when we confirm your payment and will continue for a period of thirty days. At the end of the monthly subscription period, you will automatically be signed up and billed for an additional subscription term of 30 days.
  2. If you not wish your subscription to auto-renew, you may cancel your account. To do so, you must submit a cancellation request from the account portal. This must be done at least 10 business days before the end of your current billing cycle in order to ensure you does not get billed for an additional month. We will not provide refunds for past months if you do not use the Services and you do not cancel. If you are billed for Services after cancellation, you must contest the charge within 60 days by contacting our support at support@WaveSMS.pro.
  3. We may suspend our Services immediately upon notice for cause if:
    1. You violate (or gives WaveSMS.pro reason to believe it has violated) any provision of the WaveSMS.pro Acceptable Use Policy;
    2. There is an unusual spike or increase in your use of our Services for which there is reason to believe such traffic or use is fraudulent or negatively impacting the operating capability of our Services;
    3. We determine, in our sole discretion, that a provision of any of the WaveSMS.pro Services is prohibited by applicable law, or has become impractical or unfeasible for any legal or regulatory reason;
    4. You are unable to pay your debts when due or otherwise become insolvent; or
    5. You become the subject of liquidation proceedings, commencement of dissolution proceedings, disposal of your assets or change of control, a failure to continue business, assignment for the benefit of creditors or if you become the subject of bankruptcy or similar proceedings.
  4. If we terminate our Services, the account will be deactivated. We shall not be liable to you or any third Party if we terminate your account. You agree to hold WaveSMS.pro harmless and indemnify us from any third Party claims arising from the termination of your account. No refunds will be granted to you if we terminate your account. You agree that monetary damages may not adequately provide a remedy for us if you violate any of the provisions of our Terms of Use.
  5. The provisions of the Sections of these Terms of Use entitled Confidentiality, Intellectual Property, Limited Warranty and Disclaimer, Indemnification, Disputes, Termination, Cession, Suspension and Miscellaneous, as well as any accrued payment obligations, shall survive any termination.
  6. WaveSMS.pro shall be entitled to cede, assign and delegate all or any of its rights and obligations in terms of any relevant terms, policies and notices to any third Party.
 

Miscellaneous

  1. All provisions of any relevant terms, policies and notices are, notwithstanding the manner in which they have been grouped together or linked grammatically, severable from each other.
  2. Any provision of any relevant Terms, Policies and notices, which is or become unenforceable in any jurisdiction, whether due to voidness, invalidity, illegality, unlawfulness or for any reason whatsoever, shall, in such jurisdiction, be treated as pro non scripto and the remaining provisions of any relevant Terms, Policies and notices shall remain in full force and effect.
  3. Any notice or communication under or in connection with these Terms of Use shall be in writing by email. In case of communication from WaveSMS.pro to you, we will write by email to the addresses registered for the Services given in your account. In case of communication from you to WaveSMS.pro, you shall write by email to support@WaveSMS.pro. Any Party receiving the notice shall acknowledge its reception.