Terms of Use
This is an agreement (“Agreement”) between TelePraySM (“we”, “us” or “TelePray”) and you, an end user (“you”, “user” or “subscriber”) of TelePray's audio conferencing service (the “Service”) as described herein. By establishing, activating, or using the Service, you acknowledge that you have read and understood these terms, you agree to the terms and conditions in this Agreement, and you represent that you are of legal age to enter this Agreement and become bound by its terms, and to the conditions provided to you in association with your enrollment, including marketing materials and the TelePray website, which are incorporated herein by reference. This Agreement governs the Service and any website or software used in conjunction with the Service. tele
Service Description and Term of Service
The Service. TelePray provides "meet-me", reservationless audio conferencing services, allowing callers from multiple locations to access the conference platform by dialing a designated phone number. We provide free use of the conferencing platform for registered users. All callers are individually responsible for paying any long distance toll charges that may be assessed by their provider when dialing our access numbers. We may alter, expand, or reduce the features of the Service from time to time without notice. You acknowledge that not all Services can be guaranteed to perform acceptably from all locations, including, but not limited to via mobile telephones, pay phones or satellite phones due to various in-country, carrier or other restrictions.
Assignment of Dial-in Access Numbers. You acknowledge that any dial-in access number assigned to your subscriber account by TelePray shall be utilized solely to access the Service and may be withdrawn or exchanged by TelePray for another access number at our discretion upon notice to you. Your right to use a telephone number provided by TelePray shall end automatically and immediately upon termination of this Agreement. TelePray is under no obligation to transfer any ownership interest, right of control, right to port, or any other interest in dial-in access numbers used to access the Service.
Restriction on Access Number Assignments. TelePray reserves an unconditional right to limit the assignment of multiple dial-in access numbers to a single individual. TelePray will accommodate good-faith, reasonable requests to allow a single individual to obtain multiple dial-in numbers to facilitate audio conferencing services for different projects, classes or groups. To the extent that we determine, in our sole discretion, that you have obtained multiple dial-in numbers for some other purpose besides multi-party audio conferencing, we reserve the unilateral right to limit, disable, or terminate your use of the Service, without prior notice to you.
Caller ID Assignment Prohibited. You are not allowed to designate any assigned TelePray dial-in access number as an outbound Caller ID for any purpose, nor to publish any assigned phone number for any purpose other than participation in a TelePray conference call. If we determine, in our sole discretion, that you are violating this restriction, we reserve the unilateral and unconditional right to limit, disable, or terminate your use of the Service, without prior notice to you.
Termination for Cause. Either party may terminate this Agreement at any time in the event that the other party breaches any provision of this Agreement in any material respect and fails to cure such breach within 30 days after receipt of written notice of such breach. Notwithstanding the foregoing, TelePray may terminate this Agreement and/or suspend the provision of the Service immediately for: illegal, fraudulent, excessive or improper use of the Service or if deemed reasonably necessary by TelePray to prevent interruption or disruption to the TelePray system, its business or other customers; if any portion of an invoice not reasonably disputed in good faith as herein provided remains unpaid when due; or for breach, not subject to cure. TelePray shall not be liable to you or any third party should we exercise our right to discontinue Service, in whole or in part, or terminate this Agreement pursuant to this section.
Use of Service
Responsibility for Account Information. In connection with your use of the Service, you will be asked to specify a login password and Host PIN (personal identification number) in connection with your use of the Service and website. You are entirely responsible for maintaining confidentiality of your password, Host PIN and account information, including assigned phone numbers and all identification and security codes that control access to the Service and website. You are responsible for all uses of the Service in association with your account, whether or not authorized by you.
Responsibility for Communications and Content. You are the sole owner of content and solely responsible for the content of all communications using your account. You must comply with all laws while using the Service; you must not transmit any communication that violates any law, court order or regulation; you must not violate any third party rights in using the Service; and you must not use the Service in any way that damages, interferes with, or disrupts TelePray's system or other users. We may suspend any such communications. Use of conference recording may subject you to laws or regulations, and it is your sole responsibility to provide any required notification of recording to participants. You understand and agree that your use of the Service and any content is solely at your own risk.
Resale and Transfer. You are expressly prohibited from reselling or transferring the Service and/or software to any other person for any purpose, without express written permission from TelePray in advance.
Unlawful and Prohibited Use. You agree to use the Service only for lawful purposes. You are expressly prohibited from using the Service to transmit or receive any communication or material of any kind when in TelePray's sole judgment the transmission, receipt, or possession of such communication or material would constitute, or encourages conduct that would constitute, a criminal offense, give rise to a civil liability, or otherwise violate any applicable laws. You are expressly prohibited from using the Service for any abusive or fraudulent purpose, including using the Service in a way that interferes with our ability to provide the Service to you or other customers or avoids your obligation to pay for communications services. TelePray, in its sole discretion, may terminate your Service without advance notice if it believes you have violated the aforementioned restrictions, or if you act in a manner that is threatening, obscene, harassing, or abusive to TelePray personnel. You are liable for any and all use of the Service by any person using the Service provided to you and agree to indemnify and hold harmless TelePray against any and all liability for any such use. If TelePray, in its sole discretion, believes that you have violated the aforementioned restrictions, TelePray may forward personally identifiable information to the appropriate authorities for investigation and prosecution and you hereby consent to such forwarding.
Unauthorized Commercial Use. The Service for personal use only, or for the direct benefit of you or your affiliated not-for-profit organization. You agree that you will not make the Service available to unaffiliated persons, whether or not you generate income from this practice. If TelePray, in its sole discretion, believes that your account is being used by unauthorized persons or for commercial purposes, your account may be immediately suspended or canceled without prior notice to you.
Copyright, Trademark, and Unauthorized Use. The Service and any software used to provide the Service or provided to you in conjunction with providing the Service, and all Services, information, documents, and materials on TelePray's website are protected by copyright, trademark, or other intellectual property laws and international treaty provisions. All websites, corporate names, service marks, trademarks, trade names, logos, and domain names (collectively "Marks") of TelePray are and shall remain the exclusive property of TelePray and nothing in this Agreement shall grant you the right or license to use such Marks.
Audit and Law Enforcement. TelePray reserves the right to audit your use of the Service to enforce the provisions of this Agreement. TelePray reserves the right to track and monitor your Service and usage subject to the requirements of the United States Patriot Act and other laws and appropriate law enforcement processes. You acknowledge and agree that this Agreement is sufficient notice to you of such monitoring to the extent any notice is required under applicable federal or state law.
Charges and Payments
Free Basic Service. TelePray will not charge you for the services and features described on the website as included in the free service product description. TelePray may offer Optional Premium Features that require one-time or recurring payments, but the use of premium features is not required.
Charges Assessed by Connecting Phone Providers. Conference participants may incur charges assessed and billed by their own phone providers (Connecting Phone Providers) when calling the conference access phone numbers, including any applicable long distance charges or mobile usage fees. TelePray endeavors to provide conference access phone numbers that do not result in above-normal connection costs incurred by Connecting Phone Providers, to reduce the possibility that participants will incur higher usage fees or extra surcharges when joining conference calls. Regardless, TelePray has no control over the pricing practices of Connecting Phone Providers, and cannot guarantee that Connecting Phone Providers will not impose surcharges, limitations, or restrictions when calling TelePray access numbers.
Service Cancellation
You must use your assigned Telepray number during the initial 30-day period period, with a minimum of one multi-party conference call lasting a minimum of ten minutes. Failure to do so may result in the immediate termination of your account with no prior notice. TelePray reserves the right to terminate your account, without prior notice, due to lack of activity during a consecutive 180-day period. In this event, your assigned dial-in access number will be deactivated and available for re-assignment to another user after a quarantine period of not less than 90 days. All prior usage history and access settings will be deleted. Should you desire to use the Service after your account has been terminated, you may register for a new account. Should you desire to terminate your Service, you do not need to notify us; your inactive account will be automatically terminated after a designated period of non-use. However, if you wish to terminate your service immediately to remove access through our website to your call history or recordings, please contact us at support@telepray.com.
Indemnification
You agree to defend, indemnify, and hold TelePray, its affiliates, and agents and any other service provider who furnishes services to you or enables us to furnish services to you in connection with this Agreement or the Service, harmless from claims or damages relating to or arising out of the Service or this Agreement, including, but not limited to: (1) your use of the Service (including without limitation, any person accessing the Service using your account; (2) any actual or alleged violation of this Agreement or any applicable law, rule or regulation by you or any person accessing the Service using your account; or (3) any actual or alleged infringement or violation by you or any person accessing the Service using your account of any intellectual property, privacy right, or other right of any person or entity. You agree that TelePray should not be and is not responsible for any third party claims against us that arise from your use of the Service. Further, you agree to reimburse us for all of our costs and expenses related to the defense of any such claims, including attorneys' fees, unless such claims are based on our willful misconduct or gross negligence.
Music Rights. In accordance with U.S., Canadian and international copyright laws, a license may be required from the American Society of Composers, Authors and Publishers (ASCAP), or other composers' or performing rights organization if recorded audio content is transmitted into a live conference or through the music-on-hold feature. You are responsible for securing the license for any audio content you provide to, or transmit through, the Service. TelePray hereby disclaims any liability arising out of your failure to obtain such a license.
Limitations of Liability
BY ENROLLING IN, ACTIVATING, OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND THE LIMITATIONS OF TelePray SERVICE DESCRIBED HEREIN.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL YOU BE ENTITLED TO ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, REGARDLESS OF THE FORM OF ACTION, EVEN IF TelePray HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR DAMAGES THAT ARE REQUIRED BY LAW TO BE PAID, YOU AGREE THAT ALL DAMAGES ARE EXCLUDED EXCEPT FOR THE DIRECT DAMAGES THAT ARE ACTUALLY INCURRED BY YOU IN REASONABLE RELIANCE, NOT TO EXCEED THE TOTAL AMOUNTS PAID BY YOU IN THE TWELVE MONTHS UNDER THIS AGREEMENT IMMEDIATELY PRECEDING THE CLAIM.
Disclaimer of Warranties
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, TelePray, ON BEHALF OF ITSELF AND ITS AFFILIATES AND SUPPLIERS, EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, RELATING TO THE SERVICE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. NEITHER TelePray NOR ITS AFFILIATES, SUPPLIERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS WARRANTS THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR THAT YOUR USE OF THE SERVICE WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR-FREE. NEITHER TelePray NOR ITS LICENSORS OR SUPPLIERS HAS ANY LIABILITY WHATSOEVER IN CONNECTION WITH YOUR USE OF SERVICE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. WE DO NOT AUTHORIZE ANYONE, INCLUDING, BUT NOT LIMITED TO, TelePray EMPLOYEES, AGENTS, OR REPRESENTATIVES, TO MAKE A WARRANTY OF ANY KIND ON OUR BEHALF AND YOU SHOULD NOT RELY ON ANY SUCH STATEMENT.
Miscellaneous
General Provisions. This Agreement does not provide any third party with a remedy, claim, or right of reimbursement. Failure by TelePray to enforce any provision(s) of this Agreement shall not be construed as a waiver of any provision or right. This Agreement constitutes the entire agreement between us and supersedes all prior agreements, understandings, statements, or proposals concerning the Service, including representations, whether written or oral. No written or oral statement, advertisement, or service description not expressly contained in the Agreement will be allowed to contradict, explain, or supplement it. Neither you nor TelePray is relying on any representations or statements by the other party or any other person that are not included in this Agreement. If any provision in this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
Governing Law. This Agreement, and all other aspects of the use of the Service and the TelePray website, shall be governed by and construed in accordance with the laws of the State of Maryland, without regard to its choice of law rules. This governing law provision applies no matter where you reside, or where you use or pay for the Service. You agree to submit to the exclusive jurisdiction of the state or federal courts located in or with responsibility for Montgomery County, Maryland to resolve any disputes arising hereunder. ANY CAUSE OF ACTION BY USE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICE MUST BE INSTITUTED WITHIN ONE (1) YEAR AFTER IT AROSE OR BE FOREVER WAIVED AND BARRED.
Events Beyond Our Control. TelePray will not be responsible to you for any delay, failure in performance, loss, or damage due to fire, explosion, power blackout, earthquake, volcanic action, flood, the weather elements, strike, embargo, labor disputes, civil or military authority, war, acts of God, acts or omissions of carriers or suppliers, acts of regulatory or governmental agencies, or other causes beyond our reasonable control.
Assignment. We can assign all or part of our rights or duties under this Agreement without notifying you. If we do that, we have no further obligations to you. You may not assign this Agreement or the Service without our prior written consent.
Privacy. TelePray Service utilizes, in whole or in part, the public Internet and third party networks to transmit voice and other communications. TelePray is not liable for any lack of privacy which may be experienced with regard to the Service. By using the Service, you consent and agree to the collection and use of certain information about you and your use of the Service. For more information, please refer to our full Privacy Policy on the TelePray website.
Survival. The provisions of this Agreement relating to indemnification, limitations on liability, warranty limitations, billings, and your obligations to pay for the Service provided, including any additional usage charges, shall survive any termination of this Agreement or termination of the Service.
Non-Waiver. Failure by TelePray to insist upon strict performance of any terms or conditions of this Agreement or failure or delay to exercise any rights or remedies provided herein or by law shall not release you from any of the warranties of obligations of this Agreement, and shall not be deemed a waiver of any right of TelePray to insist upon strict performance hereof or any of its rights and remedies.
Changes to this Agreement. TelePray may change this Agreement from time to time. Any changes will be posted at the Terms of Use section of the TelePray website (telepray.com/terms.html). Notice will be considered received by you and any such changes will become binding and effective on the date the changes are posted to the TelePray website, except in the case of changes to the prices or charges, when we will comply with our notice commitments described above. IF YOU CONTINUE TO BE ENROLLED IN, USE, OR PAY FOR THE SERVICE AFTER ANY CHANGES IN THE PRICES, CHARGES, TERMS, OR CONDITIONS, YOU AGREE TO THE CHANGES. The Agreement as posted supersedes all previously agreed to electronic and written terms of service.
Last Revised: March 1, 2024