Business agreement terms and conditions

Each participant using this service offered by Text Discount Deals website(s) with the home site being www.textdiscountdeals.com.au (or referring to the country’s web URL) is a division of Raw Iron Enterprises Pty Ltd Trading as Text Discount DealsTM (the “Programs Operator”) at www.textdiscountdeals.com.au (or referring to the country’s web URL) expressly agrees to this agreement.
NOTICE: Please read this agreement carefully. If you are creating a business members account or this has been done on your request you need to be in agreeance. Unless you expressly agree and consent to this agreement, you may NOT participate as a business member. By clicking on the “I agree to all terms and conditions” on the Business members account registration form on this site or on the link in your welcome confirmation email that you were/will be sent, you are showing that you agree and consent to this agreement. You are agreeing to comply with and be legally bound by the terms and conditions of this contract. If you do not agree to all of the terms of this agreement, please contact the Program Operator through the websites(s) contact system and/or do not click the “I agree to all terms and conditions” link in your welcome confirmation email or on the account setup registration form on this site and we will terminate your business member account.
This agreement incorporates the Program Operator's Terms and Conditions of Use, herein as if it were set forth in full.
Definitions
Throughout this agreement, “Service” refers to the marketing service operated by the Program Operator (Text Discount Deals) “Business member” refers to YOU and “Consumer member” refers to Consumers that you host and send offers to.
Extras

• "User, client or you" - a person who uses and/or accesses computer Software and/or material or Service via the Text Discount Deals site, API, or our client's sites
• “Text Discount Deals/us" – Raw Iron Enterprises Pty Ltd.
• "Software" - Including but not limited to any images or files incorporated in or generated by the software or data accompanying such software
• "Material" - Including but not limited to: text, submissions, images, audio and/or video in whole or in part;
• "Content" - Included but not limited to SMS message content software and material;
• "Service(s)" means the Text Discount Deals message delivery via SMS service made possible with the use of Text Discount Deals proprietary software.

Business member
Each business member is an independent business and not an employee. Nothing herein is intended to create an employer/employee/business partnership relationship.
Text Discount Deals provides users with a variety of tools and resources to collect visitor’s mobile numbers and to create, launch, and manage online SMS campaigns (the "Services"). This service may not be used for the sending of unsolicited SMS (sometimes called "spam"). See our Anti-Spam Policy. The following are the terms and conditions for use of the Services. By signing this document or checking the "I have read the Text Discount Deals Terms of Use statement. I accept these terms and conditions" box on the Sign Up page or after logging in for the first time, you accept these terms and conditions.

1. Services and Support
1.1 The services are provided subject to this agreement, as it may be amended by Program Operator, and any guidelines, rules or operating policies that Program Operator may establish and post from time to time (the "Agreement"). By posting updated versions of the agreement at the Text Discount Deals website(s), or otherwise providing notice to you, Program Operator may modify the terms of the agreement and may discontinue or revise any or all other aspects of the services at its sole discretion. All such changes shall become effective upon posting of the revised agreement on the service.
1.2 The services are available only to persons who can enter into a legally binding contract under applicable law. Without limiting the foregoing, the services are not available to individuals under the age of 16. If you do not qualify, please do not use the services.
1.3 The Services enable corporate websites, small business websites, and community sites to sign up website visitors, collect and retrieve visitor sign-up data, and develop and execute SMS communications with visitors and other targeted prospects.

1.4 Both the number of SMS messages sent and the number of characters of data transferred are metered by Text Discount Deals. Normal Text Discount Deals accounts allow you to send an unlimited number of SMS messages provided your account is up to date.
1.5 All message delivery prices are subject to change at any time. You are responsible for reviewing the price schedule from time to time and remaining aware of the prices charged by Text Discount Deals. Program Operator will immediately advise you of price changes by email or SMS. Any objections must be raised within 7 days for special consideration. All payments made to Text Discount Deals are non-refundable, unless an account is terminated by Text Discount Deals for a reason other than violation of the Anti-Spam Policy.
1.6 For all accounts, Program Operator may charge an account re-activation fee should an account need to be re-activated by the customer after an account has become de-activated due to failure to comply with this agreement, or if the account becomes inactive and invoice payments not made on time.
1.7 You must complete the registration form on the sign up page in order to use the services. You will provide true, accurate, current and complete information about yourself as requested in the registration form. As part of the registration process, you will identify an email address and password for your Text Discount Deals account. You are responsible for maintaining the security of your account, passwords, and files and for all uses of your account and of the services in your name. Program Operator reserves the right to refuse registration of, or cancel, accounts it deems inappropriate.
1.8 If a Text Discount Deals member fills out the sign up form and opens a business account on your behalf at your request and forwards you the login information you need to change the password for your own protection and also complete any none filled out account information and fully read the terms of use and other polices that are part of Text Discount Deals.     
2. Restrictions and Responsibilities
2.1 This is an Agreement for Services, and you are not granted a license to any software by this Agreement. You will not, directly or indirectly: reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of, or found at or through the services or any software, documentation, or data related to the services ("Software"); remove any proprietary notices or labels from the services or any software, modify, translate, or create derivative works based on the services or any software; or copy, distribute, pledge, assign, or otherwise transfer or encumber rights to the services or any software. The services shall be used for your business purposes only and you shall not use the services or any software as agent for a third party. If you are using the services in any country in the European community, the prohibition against modifying, translating, reverse engineering, decompiling, disassembling or creating derivative works based on the services or the software does not affect your rights under any legislation implementing the e.c. council directive on the legal protection of computer programs.
2.2 You acknowledge and agree that the services and the Text Discount Deals business training name and Raw Iron Enterprises company names and logos and all related product and service names, design marks and slogans, are the property of Text Discount Deals or its affiliates or suppliers (collectively, the "Marks"). You are not authorized to use any of the marks in any advertising, publicity or any other commercial manner without the prior written consent of Text Discount Deals less you are using the Text Discount Deals name and logos in advertising and publicity to promote your discount deals on the Text Discount Deals websites or Fast Join offers. Your use of the services confers no title or ownership in the service, the software or the marks and is not a sale of any rights in the service, the software or the marks. All ownership rights remain in Text Discount Deals or its third party suppliers, as the case may be.
2.3 You represent, covenant, and warrant that you will use the services only in compliance with the Agreement and all applicable laws (including but not limited to policies and laws related to spamming, privacy, obscenity, or defamation). You agree you will not access or otherwise use third party contact lists in connection with preparing or distributing unsolicited messages to any third party. You hereby agree to indemnify and hold harmless Text Discount Deals against any damages, losses, liabilities, settlements, and expenses (including without limitation costs and reasonable attorneys' fees) in connection with any claim or action that arises from an alleged violation of the foregoing or otherwise arising from or relating to your use of the services. Although Text Discount Deals has no obligation to monitor the content provided by you or your use of the services, Text Discount Deals may do so and may remove any such content or prohibit any use of the services it believes may be (or is alleged to be) in violation of the foregoing.
2.4 The services may only be used for lawful purposes. Transmission or solicitation of any material that violates Australian federal, state or other laws that may apply in your local area is prohibited. This may include material that is obscene, threatening, harassing, libelous, or in any way a violation of intellectual property laws or a third party's intellectual property rights.
2.5 In using the varied features of the services, you may provide information (such as name, contact information, or other registration information) to Text Discount Deals. Text Discount Deals may use this information and any technical information about your use of the services to tailor its presentations to you, facilitate your movement through the service, or communicate separately with you.
2.6 Text Discount Deals will not use any of your subscriber lists or any other customer information for any other purposes than those intended with the service. Your customer information will not be shared with any other parties. In addition, Text Discount Deals will not use your customer information for the purpose of sending unsolicited commercial messages. But may contact them via email once they become a member on the Text Discount Deals website, contact will be made for information and services updates only and not to promote a third party’s product’s or services.    
2.7 You will comply with Anti-Spam and Privacy legislation and guidelines, applicable to the jurisdictions in which messages are sent and received.
2.8 You may not use Text Discount Deals to distribute illegal contests, pyramid schemes, chain letters, or multi-level marketing campaigns 
2.9 You may not use Text Discount Deals to send message campaigns that link to or display nudity, obscene content, gambling related content, pharmaceutical related content, illegal software, viruses, or to distribute any other content that we deem inappropriate.
3. Warranty Disclaimer; Remedies
USE OF THE SERVICES AND ANY RELIANCE BY YOU UPON THE SERVICES, INCLUDING ANY ACTION TAKEN BY YOU BECAUSE OF SUCH USE OR RELIANCE, IS AT YOUR SOLE RISK. Text Discount Deals DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. THE SERVICES ARE PROVIDED "AS IS" Text Discount Deals IS A SERVICE PROVIDER AND DOES NOT MAKE ANY CLAIMS TO THE BUSINESS AND PROFIT OUT COME. Text Discount Deals MAY EXPERIENCE UNSCHEDULED DOWNTIME DUE TO UNKNOWN REASONS, YOU WILL NOT BE COMPENSATED IF THIS HAPPENS, BUT Text Discount Deals WILL DO ALL WE CAN TO KEEP OUR SERVICE UP AND RUNNING. WHEN WE HAVE SCHEDULED DOWNTIME YOU WILL BE NOTIFIED VIA EMAIL  AND Text Discount Deals DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
Your sole and exclusive remedy for any failure or non-performance of the services shall be for Text Discount Deals to use commercially reasonable efforts to adjust or repair the services.
4. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL Text Discount Deals OR ANY OF ITS UNDERLYING SERVICE PROVIDERS, BUSINESS PARTNERS, INFORMATION PROVIDERS, ACCOUNT PROVIDERS, LICENSORS, EMPLOYEES, DISTRIBUTORS OR AGENTS (COLLECTIVELY REFERRED TO FOR PURPOSES OF THIS SECTION AS " Text Discount Deals ") BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY MONEY DAMAGES, WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE OR CONSEQUENTIAL DAMAGES, EVEN IF Text Discount Deals SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. IN THE EVENT THAT NOT WITH STANDING THE FOREGOING, Text Discount Deals IS FOUND LIABLE TO YOU FOR DAMAGES FROM ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE), THE LIABILITY OF Text Discount Deals TO YOU WILL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SERVICE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU.
5. SMS Service
5.1 Text Discount Deals provides an SMS service that sends messages to mobile phones using established carriers and aggregation companies. The provision of the SMS service is subject to the following Terms of Service.
5.2 You acknowledge that Text Discount Deals delivers SMS messages via major telecommunications companies and mobile network providers and can therefore only influence the delivery transmission of SMS messages within the technical constraints imposed by the above mentioned providers. SMS messages submitted via the Internet will be transferred to the addressed mobile recipients in due course, provided that the recipient's phone is switched on and located in an area covered by his/hers  subscribed mobile network provider. You acknowledge that, depending on the recipient's mobile provider service, it may not be possible to transmit the SMS message to the recipient successfully. Text Discount Deals neither claims nor guarantees either availability or performance of this service. While Text Discount Deals makes every effort to deliver the message promptly, Text Discount Deals accepts no liability for transmission delays or message failures.
5.3 Text Discount Deals debits transmitted SMS messages according to its transmission logs. These logs are deemed correct and valid even if the customer has objected to the correctness of the accounting records, except if Text Discount Deals investigations have produced evidence of technical problem or error. Because Text Discount Deals cannot guarantee delivery of the SMS messages to the recipients due to possible errors on the part of the mobile network providers, Text Discount Deals will not refund undeliverable SMS messages to you.
5.4 You agree that all activities, which can be traced to your username and password, are deemed as having been performed by yourself and are legally binding to you.
6. Export of Services or Technical Data
You may not remove or export from Australia or allow the export or re-export of the Services, or any direct product thereof, including technical data, in violation of any restrictions, laws, or regulations of Australia or any other applicable country.
7. Miscellaneous
7.1 If any provision of the Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.
7.2 Text Discount Deals and you agree that the Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications, and other understandings relating to the subject matter of the Agreement, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein. No delay or omission by either party in exercising any right or remedy under this Agreement or existing at law or equity shall be considered a waiver of such right or remedy.
7.3 No agency, partnership, joint venture, or employment is created as a result of the Agreement, and you do not have any authority of any kind to bind Text Discount Deals in any respect whatsoever.
7.4 In any action or proceeding to enforce rights under the Agreement, the prevailing party will be entitled to recover its costs and attorneys' fees.
7.5 The Agreement shall be governed by the laws of the State of Victoria Australia without regard to its choice or law or conflict of law’s provisions. All legal actions in connection with the Agreement shall be brought in the state or federal courts located in Melbourne, Victoria, Australia.
8. System Requirements
It is understood that in order to use Text Discount Deals, a Windows PC or Mac with Firefox 2.0, Internet Explorer 7.0 or Safari 3.0 or higher must be used. Alternatively, a mobile smart phone with the capability to interact with the internet additionally, a stable connection to the Internet is recommended. Text Discount Deals may work in a limited manner on other platforms, but there is no guarantee of functionality at any time. Additionally, Text Discount Deals may work in a limited manner on a non-Firefox web browser (such as Netscape Navigator), but there is no guarantee of full functionality on any web browsers.
9. Compliance rules for sending messages.
All Text Discount Deals customers must follow the rules of the federal SPAM act and the Anti-Spam aspects of this agreement when sending messages through the service. Accordingly, we require the following of messages sent through the Text Discount Deals system:

• All messages must contain Opt Out functionality. The responsibility to ensure there is Opt Out copy and functionality on each message rests solely with you.
• All messages must contain some form of traceable identification information, such as company name, contact number, email address.

These guidelines will help ensure that Text Discount Deals maintains its reputation and white-listing status with a number of major carriers and white listing programs. If at any time your campaign is flagged as SPAM by carrier’s subscribers, Text Discount Deals reserves the right to cancel your account without notice.
10. Message and Permission Practices
10.1 Every message sent in connection with the Services must contain an "Opt Out" mechanism that allows subscribers to remove themselves from your contact list. Each such mechanism, must remain operational for a period of thirty (30) days after the date on which you send the message, and must be in form and substance satisfactory to Text Discount Deals. You acknowledge and agree that you will include and not remove, disable or attempt to remove or disable this mechanism.
10.2 You agree not to import contacts lists, you will only use permission-based contact lists (note: purchased lists may not be used; please contact Text Discount Deals if you have questions).
10.3 You cannot send messages to distribution lists, newsgroups, or spam message addresses.
10.4 You will not own the phone numbers or members list you grow with your time with Text Discount Deals your members list and numbers will not be removed from or exported from Text Discount Deals if you end membership with Text Discount Deals or Text Discount Deals stops your membership your members list will be deleted also.
10.5 Messages that you send through the service may generate abuse complaints from recipients. You are responsible for ensuring that your message campaigns do not generate a number of abuse complaints in excess of industry norms. Text Discount Deals, in its sole discretion, shall determine whether your level of abuse complaints is within industry norms, and its determination shall be final, binding and conclusive for all purposes under this Agreement.
10.6 Text Discount Deals, at its own discretion, may immediately disable your access without refund to the Services if Text Discount Deals believes in its sole discretion that you have violated any of the message and permission practices listed above, or the Text Discount Deals Anti-Spam Policy.
11 SMS Text Message Cost
Text Discount Deals charge the rate of $0.22 cents per sms text message sent this cost INC GST when in Australia and stranded $0.22 cents in countries outside of Australia at your countries currency rate.
11.1 The sms text message cost rate may change and you will be notified of a rate change 7 days before the beginning of the new billing month. Changes will NOT take affect till the new billing month begins.
12. The Service Fast Join
The service fast join is a way that consumer members can join a business members list to receive discount offers by sending their name and a code word. This will cost the consumer member the cost of their carrier's normal sms text message rates and fees, for text messaging. There is also three (3) sms text messages sent automatically to the new consumer member, business members will be billed at their standard sms text message rate of $0.22 cents INC GST when in Australia and stranded $0.22 cents in countries outside of Australia at your countries currency rate as agreed on as being part of Text Discount Deals for the messages and billed per sms text message rate of $0.22 cents INC GST for each message they choose to send thereafter.     
13 REPORTS
All business members will receive via email on the 1st of the new month, end of month report that will detail the number of sms text messages sent for the previous month and the number of consumer members.
14 INVOICING   
All business members will receive on the 1st of the new month a tax invoice for sms text messages sent for the previous month.  Invoices are calculated from the first through to the last day of the previous month and are due 7 days from invoice (ie due on the 7th day) and payable by login to your business dashboard and going to the tax invoice page. All invoices are paid through PayPal. If invoices are not paid in full within 7 days your account will be placed on hold till paid in full.
15 UNPROFESSIONAL CONDUCT
The Program Operator and their associated companies operate with the strictest codes of professional conduct. Any Business Member who brings the Program Operator or their employees, partners, or associates into disrepute, or who promotes any form of slander, racism, or unfair business practices, will have their Business Membership status cancelled and any outstanding invoices will have to be paid in full.
The Program Operator reserves the right to reject any Business members application if, in the Program Operator's opinion, that person or entity violates established laws or commonly held standards of decency. For example, we will reject applications from any person or company that promotes any form of violence, illegal activities, or from applicants who the Program Operator prefers not to be associated with.
16 TERM & TERMINATION
This agreement will begin upon your sign-up for a business member account and will end when either you or the Program Operator terminates your status, or if your account is inactive in any continuous twelve month period. All business members may terminate this agreement at any time, and for any reason, by writing to - or emailing - the Program Operator via contacting the Program Operator through the websites(s) contact system. The business member may not transfer this agreement, or any rights conveyed in this agreement, to any third party whatsoever.
The Program Operator may also terminate this agreement at any time, and for any reason, by writing to the business member at the email address listed in the business member profile, with 30 days notice. The Program Operator may transfer this agreement to any party whatsoever, at any time, and this agreement shall remain in full force and effect, without notice to affiliate. However, if this agreement should terminate for cause due to violation of this agreement or the Terms and Conditions, this agreement shall terminate immediately and the business member must pay all due invoices and outstanding sms text message used.
17 ELECTRONIC COMMUNICATIONS & EMAIL
The Program Operator requires your primary email address be listed in your business member profile. Business members will not be able to use the website or participate in the service until their email addresses are verified. Those who fail to verify their email address or use an email address that generates an error response consistently (e.g., "User is over quota" or "Mailbox full") will forfeit any Business members account and this contract will be terminated immediately. You may not use an email address with an auto responder as your Program Operator email address. When you visit the Program Operator's websites or send emails to, you are communicating electronically. You consent to receive communications from the Program Operator electronically. The Program Operator will communicate with you by email or by posting notices on this site. You agree that all agreements, notices, disclosures and other communications that the Program Operator provides to you electronically satisfy any legal requirement that such communications be in writing. If you are a business member, you understand that you may NOT opt out of any emails that you receive from the Program Operator. As a business member, you must continually have a valid email account on file with the Program Operator or we reserve the right to terminate your participation immediately, without any refund and all due invoices and outstanding sms text messages are to be paid in full.
18 AS-IS ONLY
There is no warranty or guarantee of any kind with respect to the Program Operator system as far as reliability, stability, quality or dependability. This means that the Program Operator, or its associates is not responsible for any loss or damage incurred directly or indirectly due to the use of the Program Operator website(s), products, services, or any other facet of the system. This shall include, but is not limited to, any system malfunction, period of being inoperative or unavailable, loss of data or discontinuation of service, other inconveniences.

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