TERMS OF USE

XETA, Inc. (“we” or XETA”) introduces a revolutionary decentralized edge network computer powered by proprietary wireless technology products, with the mission of overcoming traditional limitations in bandwidth, uplink constraints, and last-mile network costs to establish an alternative to centralized cloud architectures.  XETA products combine hardware devices (“Devices”) and software (“Software” and collectively with Devices, the “Products”) that enable you to create or extend a XETA network (a “Network”).  The Products work together to provide fast, reliable wifi and networking, along with additional useful features and capabilities.

By accessing or using the Products or any other mobile app or website of our affiliates or agents with links to this Terms of Service Agreement, as well as any Supplemental Terms (as defined below) that may apply (together, this “Agreement”), you agree to the terms of this Agreement on behalf of yourself (if accessing as an individual) or the company you represent (if accessing as a business) and all others who use any Product under your Account (as defined below) – so we ask that you read it carefully. The term “you” refers to the individual or company, as applicable, that accessed the Product or that you identified as the user when you registered for an Account. If you do not agree to the terms of this Agreement, you may not access or use the Products.

Your use of our Products is subject to XETA’s Privacy Policy and may be subject to separately presented additional terms and any warranties or additional purchasing terms that XETA includes with the Products you use, or their successor versions (together, the “Supplemental Terms”). If the Terms of Service Agreement is inconsistent with the Supplemental Terms, the Supplemental Terms will control with respect to that Product. Please refer to XETA’s Privacy Policy to understand how we collect and process personal information through XETA Products.

1. License
1. License Grant

Subject to your compliance with the terms of this Agreement, XETA grants you a limited non-exclusive, non-transferable, non-sublicensable, revocable license to use the XETA Software for the sole purpose of enabling you to use the Products in the manner permitted by this Agreement for your personal or internal business purposes. You are not permitted to copy or redistribute the XETA Software for any purpose, or use or otherwise rely on the XETA Software for any commercial or production purposes other than internal business use. You may use the XETA Software embedded in a XETA Device only on that XETA Device. Some components of the XETA Software may be offered under an open source license, which may have terms that expressly override some of the terms in this Agreement.

1. License Restrictions

You may not: (a) license, sell, resell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit all or any portion of the Products (except you may use the Products in accordance with this Agreement for your internal business purposes); (b) remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Products; (c) frame or utilize framing techniques to enclose any trademark, logo, or other intellectual property (including images, text, page layout or form) of XETA; (d) use any metatags or other “hidden text” using XETA’s name or trademarks; (e) modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Products; (f) use any manual or automated software, devices or other processes (such as spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in an XETA Site or the XETA App; (g) access the Products in order to build a similar or competitive website, application or service; (h) except as expressly stated herein, copy, reproduce, distribute, republish, download, display, post or transmit any part of the Products in any form or by any means; or (i) remove or destroy any copyright notices or other proprietary markings contained on or in the Products. You also agree to comply with any technical documentation that accompanies or is made available by XETA for a Product, such as API documentation. Any future release, update or other addition to the Products is subject to this Agreement. XETA, its suppliers and vendors reserve all rights not granted in this Agreement. Any unauthorized use of the Products terminates the licenses granted by XETA pursuant to this Agreement.

1. Purchase Terms

You agree to pay all fees or charges to your Account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable (including any terms and conditions that govern your use of your credit card or other payment method). By providing XETA with your credit card number or other permitted payment method, you authorize XETA to immediately invoice your Account for all fees and charges due and payable to XETA under this Agreement with no additional notice or consent. You agree to immediately notify XETA of any change in your billing address or the credit card or other payment method used for payment. XETA reserves the right at any time to change its prices and billing methods, either immediately upon posting on the Products or by email delivery to you.

1. Account and Product Controls
1. Account

To access certain features of the Products, you may need to register for an XETA account (“Account”). In registering for the Products, you agree to provide and maintain accurate information about yourself, or your legal entity if registering as a business, as prompted by the Products’ registration form. You represent that you are at least 18 years old and not a person or legal entity barred from using the Products under the laws of the United States, your place of residence, or any other applicable jurisdiction. If you are under 18, you cannot register yourself for the Products, and you may connect a device to a Network only with involvement of a parent or guardian. You are responsible for all activities that occur under your Account. You are responsible for maintaining the confidentiality of your Account and login credentials and for restricting access to your Account. You agree not to (1) create an Account on behalf of someone other than yourself without authorization; or (2) create an Account or use the Products if we have previously terminated your Account or use of the Products. XETA reserves the right to refuse service, terminate accounts, terminate your rights to use the Products, remove or edit content, or cancel orders in its sole discretion.

1. Account Login Authentication

In order to login to your Account, you consent to receive a temporary identification code that we will send to an email address or telephone number that is registered to your Account. Some features of the Products require Account login and will not be available to you if you do not consent to this process.

1. Software Updates

XETA may provide manual or automatic patches, bug fixes, updates, upgrades and other modifications to the XETA Software at any time and without notice to you. If you do not want automatic updates, you can: (i) for the mobile version of the XETA App, turn off the auto-update functionality in your personal device settings or delete the XETA App from your personal mobile device; and (ii) for other XETA Product updates, terminate your XETA Account and cease use of the XETA Products. To the extent that any updates are not automatically installed, you may be required to install those updates to continue use of, or access the full functionality of, the Products.

1. Product Requirements

When you use the XETA App, you may grant certain permissions to us for your personal device. Most personal devices provide you with information about these permissions. Some Products are not accessible without an Account, supported smartphone or tablet with the XETA App, pre-existing internet connection (e.g., broadband), or other system elements we may specify.

1. Agreed Usage and Limitations of XETA Products
1. Intended Use of XETA Products

While we aim for our Products to be highly reliable and available, they are not intended to be reliable or available 100% of the time. Access to the Products is subject to sporadic interruptions and failures for a variety of reasons beyond XETA’s control, and may be suspended temporarily without notice for security reasons, system failure, maintenance and repair, or other circumstances. To the fullest extent possible by law, XETA is not responsible for any damages allegedly caused by the failure, suspension, or delay of access to the Products, and you will not be entitled to any refund, rebate, or other compensation. XETA does not offer any specific uptime guarantee for the Products.

1. Performance; Energy Savings and Other Benefits

The availability and performance of the Products is dependent on multiple factors, including: the capabilities of equipment used with the Products, such as your modem, the devices connected to your Network, or the devices used to operate the XETA App; your Network’s environment (such as obstructions or home/office wiring); the internet service and/or professional services provider(s) for your Network; local regulations regarding wifi radio power limits and available frequencies; and the mobile network provider(s) on which features of the Products rely.

XETA does not guarantee or promise any specific level of energy savings or other monetary benefit from the use of the Products or any feature of them. Actual energy savings and monetary benefits vary with factors beyond XETA’s control or knowledge.

1. High Risk Applications

The Products are not designed or warranted for use in applications or environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communications systems, air traffic control, life support machines, surgically implanted devices, emergency response, life-safety systems, weapons systems, or other applications, devices, or systems in which the failure of the Products could lead to death, personal injury, or severe physical, environmental, or financial damage (“High Risk Activities”). You may not use or permit any third party to use the Products in connection with any High Risk Activities. To the fullest extent possible by law, you assume all risk of such uses.

1. Reliability of Data and Notifications

You acknowledge that the Products, including remote access, mobile notifications, and Device or Network information provided through the Products, are not intended to be 100% reliable and 100% available. We cannot and do not guarantee that you will receive notifications in any given time or at all, or that Device or Network information provided by the Products is correct or up to date. Mobile notifications regarding the status of and notifications about your XETA Devices and Network are provided for informational purposes only – they are not a substitute for a third-party monitored emergency notification system.

1. User Conduct

You are solely responsible for (and XETA has no responsibility to you or any third party for) any content that is transmitted or received, or any transactions that are attempted or completed, through use of your XETA Devices or our other Products, and the acts or omissions of your employees, customers, visitors, residents of your home, or any other individual. You agree you will not use the Products (or permit any third party to use the Products) to take any action or make available any content that: violates the rights of any third party (including by infringing any third party intellectual property rights or rights of publicity or privacy); is illegal, threatening, abusive, harassing, defamatory, libelous, inaccurate, obscene, hateful, or otherwise inappropriate, injurious to third parties, or objectionable; constitutes or contains any form of “spam” or unauthorized or unsolicited communications; contains a software virus or other harmful computer code, file, or program; impersonates any person or entity; jeopardizes or violates the security of any computer network or Account; or runs any processes that interfere with the proper working of the Products.

1. Interactions with Other Users

If you comment on any blogs or forums available on an XETA Site, you are solely responsible for your communications and your interactions with other users. XETA reserves the right (but has no obligation) to intercede in any disputes or to review or monitor any comments posted on an XETA Site. XETA is not responsible for any content posted by you or third parties.

1. Third Party Products and Services
1. Use of Third Party Products

The Products rely on, interoperate with, or enable access to certain third-party products and services and their related materials (“Third-Party Products”), such as certain services bundled with an XETA subscription offering or services provided by your internet service provider or mobile carrier. Because their operation may impact or be impacted by the use and reliability of the Products, you agree that: (i) the use and availability of the Products may be dependent on the operators of these Third-Party Products, and (ii) these Third-Party Products may not operate in a reliable manner 100% of the time, and they may impact on the way that Products operate. While any of your personal information processed by XETA is subject to XETA’s Privacy Policy (https://xeta.net/pages/privacy/v1), use of any Third-Party Products may also be governed by separate or additional privacy policies or terms and conditions provided by the operator of the applicable Third-Party Product. You are responsible for your compliance with those separate terms and conditions and for any applicable fees.

1. Linking Products to Third-Party Products

Over time, XETA may provide the opportunity for you to link the Products to one or more Third-Party Products. You decide whether and with which Third-Party Products you want to link and you may change that decision at any time. Once you authorize a particular Third-Party Product, as further discussed in XETA’s Privacy Notice, XETA may exchange information and control data regarding you and your XETA Devices, including your personal information, in order to enable the linking you have authorized.

1. Third-Party Website Links and Referrals

The Products and related XETA communications may contain links to other websites operated by third parties and referrals to third-party vendors. XETA provides these links and referrals only as a convenience and does not control, review, approve, monitor, endorse, warrant, or make any representations with respect to those sites or vendors.

1. Release Regarding Third-Parties

We are not responsible for any of the third parties described in this Section and we make no representation or warranty about any of those businesses or their products or services. Third-party products and services are beyond XETA’s control and you access third-party products and services at your own risk. Accordingly, to the fullest extent possible by law, XETA does not assume any responsibility or liability for the actions, product, and content of those third parties and any use of their products or services. You should contact the third-party vendor of the product or service with respect to any services provided by it.

1. Ownership
1. Copyright, Trademarks, and Patents

All content included in or made available through any Product is owned by XETA and its suppliers and is protected by copyright laws throughout the world. XETA’s name and other related graphics, logos, service marks and trade names used on or in connection with the Products are the trademarks of XETA and may not be used without permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the Products are the property of their respective owners. One or more patents owned by XETA apply to the Products and to the features and services accessible via the Products. Portions of the Products operate under license of one or more patents.

1. Your Account

You agree you have no ownership or other property interest in the existence of your Account, and that all rights in and to your Account are owned by and inure to the benefit of XETA.

1. Your Content and Feedback

If you post any content on our site or submit any ideas, suggestions, documents, or proposals to XETA, you represent you have all rights necessary to that content and feedback, and you grant to XETA and its licensees a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, that content and feedback. Please remember that other users may search for, see, use, modify and reproduce any content you submit to any “public” area of our site. You permit XETA to identify you by your username as the contributor of your content.

1. Changes to this Agreement

This Agreement is subject to change by us at any time. When we make changes, we will make a new copy of this Agreement available on an XETA Site, and any new Supplemental Terms will be made available from within, or through, the affected Product. We will also update the “Last Updated” date at the top of this Agreement. We may also send you an email to the last address you provide to us. Any changes to this Agreement will be effective immediately or on the effective date indicated. Your continued use of the Products following the effective date of the changes to this Agreement indicates your acceptance of those changes. If you do not agree to any change, you must stop using the Products. Please check XETA Sites regularly to view the then-current Agreement.

1. Termination

At any time, XETA may suspend or terminate your rights to access or use the Products or terminate this Agreement with respect to you without notice (except as may be required by applicable law). Your rights under this Agreement will automatically terminate without notice if you fail to comply with any of its terms. If you transfer an XETA Device to a new owner, your right to use the Products with respect to that XETA Device automatically terminates, and the new owner will have no right to use the Products under your Account and will need to register for a separate Account with XETA. Upon termination of this Agreement, your Account and your right to use the Products will automatically terminate.

1. Indemnity

You agree you will be responsible for the use of the Products (including use by any third party you permit to use the Products, including Connected Users (as defined below)), and you agree to indemnify XETA against any damages arising out of such use of the Products.

1. Limited Warranty

XETA warrants to the original purchaser of any Product from XETA.net or an authorized reseller of XETA that the Product shall be free from defects in materials and workmanship under normal use for a period of one (1) year from the date of retail purchase by the original purchaser from an authorized reseller (a) for new, unopened Products, or (b) for XETA-approved factory refurbished Products (as applicable, the “Warranty Period”).

If a hardware defect arises and a valid claim is received by XETA within the Warranty Period, XETA will exchange the defective original Product (“Original Product”) with a new or refurbished replacement Product that is the same version or a later version of the Product (“Replacement Product”). If XETA, in its sole discretion, determines it is not reasonable to replace the defective Product, XETA may refund to you the purchase price paid for the Original Product. In the event of a defect, to the extent permitted by law, these are your sole and exclusive remedies. This Limited Warranty is only valid in the jurisdictions where the Products are sold by XETA itself, or through an authorized reseller or agent, and is valid to the extent permitted by the applicable laws of such jurisdictions. Any Replacement Product will be warranted for the remainder of the original Warranty Period or thirty (30) days, whichever is longer, or for any additional period of time that may be applicable in your jurisdiction.

To obtain warranty service, you must contact our customer service team via the contact information listed on our website at XETA.net and obtain a Return Merchandise Authorization (“RMA”) from our customer service team. XETA, in its reasonable discretion, may choose to ship your Replacement Product(s) before receiving your Original Product back from you, and you must return your Original Product(s) to XETA within 30 days of receiving a RMA from XETA. You will not be charged for the Replacement Product(s) as long as (i) you return the Original Product(s) to us prior to or within 30 days after the delivery date of your Replacement Product order, and (ii) the problem you reported with the Original Product(s) proves to be covered by the terms of this Limited Warranty.

If XETA does not receive the Original Product(s) within 30 days after the delivery date of your Replacement Product order, or if XETA determines that the problem with your Original Product(s) is not covered by this Limited Warranty, XETA will charge the costs of shipping the Replacement Product(s), the costs of any prepaid delivery labels previously emailed to you, and the then-current standard price for the applicable Replacement Product(s) to your credit card or the original form of payment used at the time that you placed your original order. If XETA does not have access to your prior payment information, XETA will send you an invoice for the amount due.

All Original Product(s) must be returned to the address specified by XETA in either their original packaging or packaging providing an equal degree of protection, together with proof of purchase. To ensure successful delivery, you are required to return Original Product(s) using the prepaid return delivery label provided to you by XETA. It is your responsibility to retain a copy of the delivery label with the applicable tracking number issued by an agent of the carrier as proof that possession of the returned Original Product delivery was transferred to the carrier. By sending the Original Product(s) to XETA, you agree to transfer ownership of the Original Product(s) to XETA.

If your claim is valid based on this Limited Warranty, XETA shall bear the shipping costs associated with return of the Original Product and delivery of the Replacement Product to you. Any Product that is returned to XETA without a valid warranty claim or without an RMA may be rejected, returned to you at your cost (subject to prepayment) or kept for 30 days for your pick-up and then disposed of at XETA’s sole discretion.

This Limited Warranty does not apply to a Product or part of a Product that has been altered or modified (e.g., to alter functionality or capability) by anyone who is not an authorized representative of XETA or that is used outside the permitted or intended uses described by XETA, with a power supply other than (a) the XETA power supply or, (b) for those XETA Products specified in writing as capable of being powered via a power over ethernet (PoE) source, a standards-compliant, non-defective PoE PSE ((a) or (b) as applicable, a “Compliant Power Supply”), or with an XETA mobile application that has been altered or modified by anyone who is not an authorized representative of XETA. This Limited Warranty does not apply to a Product, accessory or part of a Product that is improperly installed, improperly grounded or installed in an area with inadequate electrical grounding. This Limited Warranty does not apply to a Product, accessory or a part of a Product that has not been used, maintained, or handled in accordance with the instructions provided in the user guide.

In addition, this Limited Warranty does not apply to: (a) damage caused by use of the Product with commercially available non-XETA products that have been altered or modified by you or a third party other than the manufacturer of such Product; (b) damage caused by accident, abuse, misuse, spillage of food or liquid, or other external causes; (c) damage caused by operating the Product outside the permitted or intended uses described by XETA in its mobile application or in the help section of the XETA website or with improper voltage or a power supply other than a Compliant Power Supply; (d) damage caused by service performed by anyone who is not an authorized representative of XETA; (e) damage caused by alteration or modification of the XETA mobile application; or (f) damage caused from acts of nature such as hurricanes, floods, earthquakes, or lightning strikes. This Limited Warranty is void if a Product is returned with removed, damaged or tampered labels or any alterations (including the unauthorized removal of any component or external cover).

This Limited Warranty only applies to the Product(s) manufactured by or for XETA that can be identified by the “XETA” trademark, trade name, or logo affixed to it. The Limited Warranty does not apply to any (a) XETA products and services other than the Product or (b) software, even if packaged or sold with the Product or embedded in the Product.  XETA does not warrant that the operations of the Product will be uninterrupted or error-free.  XETA is not responsible for damages arising from failure to follow instructions relating to the Product’s use.

No XETA reseller, agent or employee is authorized to make any modification, extension, or addition to this Limited Warranty. If any term is held to be illegal or unenforceable, the legality or enforceability of the remaining terms shall not be affected or impaired.

EXCEPT TO THE EXTENT PROHIBITED BY APPLICABLE LAW, ALL IMPLIED WARRANTIES AND CONDITIONS (INCLUDING WARRANTIES AND CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE) SHALL BE LIMITED IN DURATION TO THE DURATION OF THIS LIMITED WARRANTY. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON THE DURATION OF AN IMPLIED WARRANTY OR CONDITION, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE.

OTHER THAN AS SET FORTH HEREIN, THE PRODUCTS ARE PROVIDED “AS IS”, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. XETA ENTITIES SPECIFICALLY (BUT WITHOUT LIMITATION) DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE PRODUCTS, INCLUDING BUT NOT LIMITED TO (i) ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (ii) ANY WARRANTIES OR CONDITIONS ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. XETA ENTITIES DO NOT WARRANT THAT THE COMPANY PRODUCTS OR ANY PART THEREOF, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.  NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE PRODUCTS WILL CREATE ANY WARRANTY OR CONDITION REGARDING XETA ENTITIES, OR THE PRODUCTS THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE COMPANY PROPERTIES IS AT YOUR OWN DISCRETION AND RISK. XETA MAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS REGARDING SUGGESTIONS OR RECOMMENDATIONS OF SERVICES OR PRODUCTS OFFERED OR PURCHASED THROUGH THE PRODUCTS. SOME JURISDICTIONS MAY PROHIBIT A DISCLAIMER OF WARRANTIES AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.

1. Limitation of Liability
1. IN NO EVENT WILL XETA ENTITIES BE LIABLE TO YOU FOR ANY LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES OR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE PRODUCTS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE OR ANY OTHER LEGAL THEORY, WHETHER OR NOT XETA ENTITIES HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
2. YOU AGREE THAT THE AGGREGATE LIABILITY OF XETA ENTITIES TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF RELATING TO THE USE OF OR ANY INABILITY TO USE THE PRODUCTS OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE AMOUNTS (IF ANY) YOU HAVE PAID TO XETA OR XETA’S AUTHORIZED RESELLER FOR THE PRODUCTS AT ISSUE IN THE 12 MONTHS PRIOR TO THE CLAIM. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
3. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
2. Breaches and Resolving Disputes
1. You are solely responsible for any breach of obligations (other than XETA’s obligations) under this Agreement and for the consequences of any such breach, including any loss or damage which XETA may suffer. You (and not XETA) are responsible for all use of the XETA Products under your Account and your use of any XETA Site, including your employees, customers, visitors, and residents of your home. XETA has no responsibility to you or to any third party for any such breaches, acts or omissions.
2. You must notify us in writing if you dispute any of our charges on your credit card statement. Billing disputes should be notified to the following email address: support@xeta.net.
3. Any dispute or claim relating in any way to your use of the Products will be adjudicated in the state or federal courts in the State of Nevada, and you consent to exclusive jurisdiction and venue in these courts. We each waive any right to a jury trial. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
3. Access Outside Certain Countries

The Products are not available to all persons or in all countries and some or all of the features of Products may not work or be appropriate for use in every country. If you access or use the Products from outside a supported country, you do so on your own initiative and you are solely responsible for complying with applicable local laws in your country. XETA accepts no responsibility or liability for any damage or loss caused by your access or use of the Products outside a supported country. You will be bound by this Agreement wherever you access or use the Products.

1. Miscellaneous
1. Governing Law

You agree that applicable U.S. federal law, and the laws of the state of Nevada, United States, without regard to principles of conflict of laws, will govern this Agreement.

1. Entire Agreement

This Agreement (including the additional terms incorporated by reference) constitutes the entire agreement between you and XETA with respect to the subject matter of this Agreement. In the event any provision of this Agreement is held to be invalid or unenforceable, (a) that provision will still be enforced to the full extent permissible under applicable laws; (b) if that provision or change is wholly void or unenforceable, that provision or change will be of no force and effect and will be severed from this Agreement; and (c) in the case of either (a) or (b), the remainder of this Agreement will continue in full force and effect.

1. Compliance with laws

Data protection, privacy, export control laws and similar regulations governing the transfer of software and other technology outside of the United States or other jurisdictions, and other laws where you live may impose certain responsibilities on you and your use of the XETA Products. You agree that you (and not XETA) are responsible for ensuring that you comply with any and all applicable laws when you use the Products.

1. Assignment

You may not assign this Agreement without the prior written consent of XETA, whether expressly or by operation of law, including in connection with a merger or change of control, and any such attempted assignment will be void and of no effect. XETA may assign this Agreement without restriction. Subject to the foregoing, this Agreement will be binding on the parties and their respective successors and permitted assigns.

1. Force Majeure

If XETA is unable to provide the Products as a result of an event beyond XETA’s control, XETA will not be in breach of this Agreement.

1. Waiver

XETA’s failure to exercise, or delay in exercising, a right, power or remedy provided in this Agreement or by law will not constitute a waiver of any of XETA’s rights. XETA’s waiver of any obligation or breach of this Agreement will not operate as a waiver of any other obligation or subsequent breach of this Agreement.

1. Consent to Electronic Communications

By using the Products, you consent to receiving certain electronic communications from us as further described in our Privacy Notice. Please read our Privacy Notice to learn more about your choices regarding our electronic communications practices, including your ability to opt out or unsubscribe from marketing or other promotional communications from us. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.

1. Notice

Where XETA requires that you provide an email address, you are responsible for providing XETA with your most current email address. In the event that the last email address you provided to XETA is not valid, or for any reason is not capable of delivering to you any notices required/permitted by this Agreement, XETA’s dispatch of the email containing that notice will nonetheless constitute effective notice. XETA is not responsible for any automatic filtering you or your network provider may apply to email notifications. If you want to give notice to XETA, then you must give that notice by emailing XETA and support@xeta.net.

1. Export

You may not use any Product if you are the subject of U.S. sanctions or of sanctions consistent with U.S. law imposed by the governments of the country where you are using the Products. You must comply with all U.S. or other export and re-export restrictions that may apply to goods, software (including the XETA Software), technology, and services.

1. Questions, Complaints, and Claims

If you have any questions, complaints, or claims, please contact us by emailing support@XETA.net.  We will do our best to address your concerns. If you feel your concerns have been addressed incompletely, we invite you to let us know for further investigation.