These Supplemental Terms of Service (“Supplemental Terms”) apply to your use of the React Mobile, Inc., a Delaware corporation (“React”) Voice and Connectivity Services (as defined below). These Supplemental Terms supplement and, in the event of conflict, supersede React’s Terms of Service, which can be found at www.reactmobile.com/terms-of-service (the “TOS”). By ordering, purchasing or using the Voice or Connectivity Services, you agree to be bound by these Supplemental Terms. Capitalized terms not defined in these Supplemental Terms shall have the meanings set forth in the TOS. In the event of a conflict between these Supplemental Terms and the TOS, these Supplemental Terms shall control solely with respect to Voice Services and Connectivity Services.
DEFINITIONS
For purposes of these Supplemental Terms:
“Voice Services” means the push-to-talk, audio transmission, and related communication features made available through the Services, including associated applications, APIs, SDKs, integrations, and any related third-party platform, hosting, transport or support components used to provide such features.
“Connectivity Services” means data transmission and related connectivity, transport, activation, provisioning, routing and network access services provided through third-party wireless carriers, internet service providers, or other network operators used to enable operation of the Services.
“Upstream Providers” means third-party infrastructure, networks, systems, hardware, and services, including voice platform providers and wireless carriers.
“Upstream Provider Terms” means any terms of service, acceptable use policies, service descriptions, restrictions, carrier requirements, network management policies, or other conditions imposed by any Upstream Provider and communicated or made available by React from time to time.
“Device(s)” means an end-user device or other hardware utilizing the Services through a SIM/eSIM provisioned by or on behalf of React.
DATA USAGE
Prior to deployment, Customer will indicate in the applicable Order Form whether each deployment location has Wi-Fi connectivity sufficient to support the Services. Devices at locations where Customer confirms adequate Wi-Fi availability will be subject to a 100 MB per-Device baseline data allocation per month (the “Baseline Data Allocation”). If a Device's data usage exceeds the Baseline Data Allocation in any month (an “Overage”), Customer's monthly fee for that Device will be adjusted accordingly from the date the Overage is first recorded in an amount not to exceed $10.00 per Device per month. React will notify Customer of any Overage and related fee adjustments.
NATURE OF SERVICES
The Voice Services and Connectivity Services (sometimes collectively referred to as the “Services”) are software-enabled communication features and are not telecommunications services, common carrier services or interconnected VoIP services. The Services depend on third-party infrastructure and other systems not controlled by React, including wireless carrier networks, internet connectivity, local area networks, power, devices, operating systems, and related hardware and software, and may be affected by congestion, coverage gaps, outages, latency, interference, environmental conditions, and other limitations inherent in such dependencies.
THIRD-PARTY DEPENDENCIES
Customer acknowledges and agrees that use of the Services is subject to applicable Upstream Provider Terms, which are incorporated into these Supplemental Terms by reference and may be updated from time to time by the applicable Upstream Provider or by React to reflect such updates, including without limitation the following: https://zello.com/legal. React may impose on Customer and End Users any restrictions, suspensions, technical requirements, or other conditions that React is required or reasonably determines necessary to pass through from an Upstream Provider. React's liability for failures, interruptions, degradation, suspension, or termination caused by or relating to Upstream Providers is governed by the disclaimer and limitation of liability provisions of the TOS. Customer acknowledges that it is not a third-party beneficiary of any agreement between React and any Upstream Provider.
ACCEPTABLE USE
Customer shall not, and shall not permit any End User or third party to, directly or indirectly: (a) use the Services as a substitute for traditional telephony, connect or attempt to connect the Services to the PSTN, or enable inbound/outbound public switched voice communications, telephone number-based dialing, or any interconnected VoIP functionality; (b) represent that the Services provide access to 911 or other emergency services; (c) interfere with, disrupt, degrade, or adversely impact any network, equipment, or systems of React or any Upstream Provider, including by generating excessive traffic, continuous streaming, automated or non-human initiated transmissions, artificial traffic inflation, denial-of-service activity, or other usage inconsistent with normal operation of the Services; (d) use the Services to transmit any content that is unlawful, harassing, defamatory, obscene, fraudulent, or otherwise in violation of applicable law or regulation, or that infringes the intellectual property or other proprietary rights of any third party; (e) use the Services in any manner that bypasses, disables, circumvents, or attempts to circumvent any technical, operational, geographic, credentialing, provisioning, SIM/eSIM, device, security, or usage restrictions imposed by React or any Upstream Provider; or (f) intercept, record, monitor, or disclose communications transmitted through the Services except as permitted by the TOS, these Supplemental Terms, and applicable law.
NETWORK PROTECTION; USAGE MANAGEMENT
Customer acknowledges that React and Upstream Providers may impose technical or operational limits, thresholds, or restrictions to protect networks and service quality. Customer will not exceed, and will ensure End Users do not exceed, any usage thresholds or restrictions communicated by React or imposed by Upstream Providers. Customer will reasonably cooperate with React in investigating suspected misuse, security incidents, or abnormal usage patterns, including by promptly providing requested information about Devices, End Users, and usage, to the extent legally permitted. Customer also acknowledges that React may be required to implement blocking, throttling, suspension, reprovisioning, SIM/eSIM replacement, device restrictions, or other remedial measures requested or required by an Upstream Provider.
ENFORCEMENT; REMEDIES
React may suspend, re-rate, disconnect, restrict, reconfigure, or terminate the Services (in whole or in part) if React reasonably believes that Customer or any End User has violated this Section 5, the TOS, any Upstream Provider Terms, or any applicable law, or if React determines such action is necessary or advisable to protect the Services, React, an Upstream Provider, other customers, or any network or system, or to comply with an Upstream Provider requirement or lawful governmental request. React may also report suspected unlawful activity to appropriate authorities or cooperate with lawful requests, consistent with applicable law. Customer remains responsible for all fees incurred up to the effective date of suspension or termination.
VOICE RECORDING; CONSENT COMPLIANCE
Customer acknowledges that the recording or monitoring of voice communications may be subject to applicable federal, state, and local laws, including laws requiring the prior consent of one or more parties before a communication may be recorded (including, without limitation, the Federal Wiretap Act, 18 U.S.C. § 2511, and equivalent state statutes such as California Penal Code § 632 and similar two-party consent laws). Customer is solely responsible for: (a) determining whether voice communications made through the Services are subject to applicable recording consent, wiretapping, or eavesdropping laws in each jurisdiction where the Services are deployed; (b) obtaining all required consents from End Users and other communication participants prior to any recording or monitoring of voice communications made through the Services; and (c) implementing appropriate notices to End Users regarding any recording, storage, or monitoring of voice communications. React's practices with respect to the collection and processing of voice communication data are described in React's Privacy Policy.
LOCATION DATA; PRIVACY OBLIGATIONS
Customer acknowledges that the Services and associated Devices may generate, transmit, or make available location data identifying the geographic position of End Users and Devices. The accuracy, timeliness, completeness, and availability of location data may be significantly impacted by network coverage, carrier availability, internet connectivity, congestion, environmental conditions (including building structures, weather, and topography), satellite visibility, Device hardware limitations, operating system settings, power availability, and other factors outside React's control. React does not guarantee the accuracy or continuous availability of location data at any time. Customer is solely responsible for: (a) notifying End Users that their location may be tracked, transmitted, or disclosed in connection with their use of the Voice Services and Devices; (b) obtaining all required consents from End Users for the collection, use, and disclosure of their location data under applicable law; and (c) complying with all applicable federal, state, and local laws and regulations governing the collection, use, disclosure, and retention of location information, including applicable state privacy statutes. React's location data processing practices are described in React's Privacy Policy.
SIM/ESIM OWNERSHIP; IDENTIFIERS; EFFECT OF TERMINATION
All SIMs and eSIMs provisioned in connection with the Services remain the sole and exclusive property of React or its applicable Upstream Provider(s) at all times and are made available to Customer on a limited, non-transferable, revocable basis solely for use with the Services during the term of the applicable Service Order. Customer acquires no ownership interest in any SIM, eSIM, software, profile, firmware, or any identification number, network address, or other identifier assigned by React or any Upstream Provider to a Device, SIM, or eSIM. Customer may not transfer, resell, pledge, encumber, alter, tamper with, reverse engineer, or otherwise dispose of any SIM or eSIM, or remove or obscure any proprietary notice or security feature associated with the foregoing, without React's prior written consent. Upon expiration or termination of the applicable Service Order or these Supplemental Terms for any reason: (i) Customer's right to use all SIMs and eSIMs associated with Customer's account will immediately terminate; (ii) React may deactivate all such SIMs and eSIMs without prior notice to Customer; and (iii) Customer will promptly return or, at React's election, destroy all SIMs and eSIMs in its possession or control, and will certify such return or destruction to React in writing upon request. Customer remains liable for all fees and charges incurred prior to deactivation, regardless of whether any SIM or eSIM has been returned.
SUPPORT; NO DIRECT RELATIONSHIP WITH UPSTREAM PROVIDERS
Customer shall direct all support requests relating to the Services to React and shall not direct End Users to seek support directly from any Upstream Provider. React may rely on Upstream Providers to perform portions of the Services or to assist in troubleshooting, maintenance, or remediation, but neither Customer nor any End User acquires any direct service commitment, support right, or other contractual right against any Upstream Provider by virtue of these Supplemental Terms or use of the Services.
EMERGENCY SERVICES DISCLAIMER
THE SERVICES DO NOT PROVIDE ACCESS TO 911 OR ANY OTHER PUBLIC EMERGENCY DISPATCH OR RESPONSE SERVICES. THE SERVICES DO NOT CONNECT TO PUBLIC SAFETY ANSWERING POINTS (“PSAPs”), LAW ENFORCEMENT, FIRE DEPARTMENTS, OR EMERGENCY MEDICAL SERVICES. THE SERVICES ARE DESIGNED SOLELY AS AN INTERNAL NOTIFICATION AND COMMUNICATION TOOL TO FACILITATE ALERTING WITHIN YOUR ORGANIZATION.
CUSTOMER SHOULD IMPLEMENT AND MAINTAIN SECONDARY OR ALTERNATIVE MEANS OF COMMUNICATION, AS APPROPRIATE TO THE CIRCUMSTANCES OF EACH DEPLOYMENT LOCATION, TO AVOID THE RISK OF INJURY, DEATH, OR DAMAGE TO PROPERTY IN THE EVENT THAT NETWORK CONNECTIVITY IS UNAVAILABLE OR THE VOICE SERVICES ARE INTERRUPTED, DEGRADED, OR OTHERWISE INACCESSIBLE. REACT SHALL HAVE NO LIABILITY FOR ANY INJURY, DEATH, LOSS, OR DAMAGE ARISING FROM CUSTOMER'S FAILURE TO MAINTAIN SUCH SECONDARY OR ALTERNATIVE COMMUNICATIONS CAPABILITY.
REACT DOES NOT GUARANTEE THE SECURITY, PRIVACY, DELIVERY, ROUTING, TIMING, ACCURACY, COMPLETENESS, OR AVAILABILITY OF VOICE TRANSMISSIONS, ALERTS, LOCATION INFORMATION, OR OTHER COMMUNICATIONS MADE THROUGH THE SERVICES. VOICE COMMUNICATIONS ARE TRANSMITTED OVER WIRELESS AND INTERNET NETWORKS THAT ARE SUBJECT TO INTERCEPTION, INTERFERENCE, CONGESTION, SIGNAL DEGRADATION, OUTAGES, AND OTHER INHERENT LIMITATIONS BEYOND REACT'S CONTROL. CUSTOMER IS RESPONSIBLE FOR IMPLEMENTING ANY ADDITIONAL SECURITY, REDUNDANCY, OR ENCRYPTION MEASURES REQUIRED BY APPLICABLE LAW OR CUSTOMER'S INTERNAL POLICIES WITH RESPECT TO VOICE COMMUNICATIONS.