SMS Terms of Service

These SMS Terms of Service ("SMS Terms") govern your use of TELAIR's SMS and MMS messaging services, including the TextFlow campaign platform ("SMS Services"). By using the SMS Services, you agree to be bound by these SMS Terms.

1. Acceptance of Terms

By accessing or using TELAIR's SMS Services, you acknowledge that you have read, understood, and agree to be bound by these SMS Terms. If you are using the SMS Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these SMS Terms.

These SMS Terms are effective as of the date you first use the SMS Services and continue until terminated in accordance with Section 12.

2. Service Description & Scope

2.1 SMS Campaign Platform

TELAIR's TextFlow platform provides tools for creating, managing, and sending SMS and MMS marketing campaigns. The SMS Services include:

• Campaign creation and scheduling tools
• Contact list management and segmentation
• Built-in compliance tools for Canadian Anti-Spam Legislation (CASL)
• Message delivery tracking and analytics
• API access for integration with third-party systems
• Phone number provisioning for sending campaigns
• Multi-user access with staff attribution

2.2 Service Plans and Features

SMS Services are offered in multiple tiers with varying features, including but not limited to:

• Message pack allocations (purchased in increments of 10,000 messages)
• Daily sending limits (5,000 to 25,000 messages per day depending on plan)
• Phone number provisioning (5 to 20 numbers depending on plan)
• API access and rate limits
• Multi-user access and permissions

Specific features, limits, and pricing are detailed in your service agreement and the TextFlow product page at www.telair.net/products/textflow.

3. CASL Compliance & Customer Responsibilities

3.1 Customer's Sole Responsibility

Customer is solely responsible for compliance with the Canadian Anti-Spam Legislation (CASL) and all other applicable laws and regulations governing commercial electronic messages. While TELAIR provides compliance tools as part of the SMS Services, including opt-out management, consent tracking, and identification features, these tools do not absolve Customer of their legal obligations.

Customer acknowledges and agrees that:

• Customer must obtain express or implied consent from recipients before sending commercial electronic messages
• Customer must clearly identify themselves in all messages and provide accurate sender information
• Customer must include a functioning unsubscribe mechanism in every commercial message
• Customer must honor opt-out requests promptly (within 10 business days as required by CASL)
• Customer is responsible for maintaining records of consent as required by law
• Customer must not send messages to recipients who have withdrawn consent

3.2 Prohibited Uses

Customer must not use the SMS Services to:

• Send unsolicited commercial messages to recipients without valid consent
• Send messages containing illegal, fraudulent, defamatory, or harmful content
• Impersonate any person or entity, or misrepresent affiliation with any person or entity
• Send messages that violate intellectual property rights, privacy rights, or other legal rights
• Send phishing messages, malware, viruses, or other malicious content
• Engage in harassment, abuse, or threatening behavior
• Send messages promoting illegal activities or substances
• Violate any applicable laws, regulations, or industry standards

3.3 CASL Compliance Tools - Disclaimer

TELAIR provides built-in CASL compliance tools, including automated opt-out processing, sender identification fields, and consent management features. However, TELAIR does not assume Customer's legal obligations for CASL compliance. Customer remains responsible for:

• Obtaining and documenting valid consent before sending messages
• Ensuring message content complies with CASL requirements
• Verifying that compliance tools are properly configured and functioning
• Monitoring and responding to opt-out requests
• Maintaining compliance records and documentation

Customer agrees to indemnify and hold harmless TELAIR from any claims, penalties, or damages arising from Customer's non-compliance with CASL or other applicable laws.

4. Usage Limits & Pricing

4.1 Message Pack Pricing

SMS Services are billed based on message packs purchased by Customer. As of the effective date of these SMS Terms:

• Standard Message Pack: $200.00 CAD per 10,000 messages (may vary based on plan and promotions)
• Messages are counted per segment as described in Section 4.2
• Message packs are non-refundable once purchased
• Unused messages do not roll over to subsequent billing periods or service renewals

Pricing is subject to change with thirty (30) days' notice to Customer. Current pricing is available at www.telair.net/products/textflow.

4.2 Message Counting Rules

Messages are counted using industry-standard segmentation rules:

• Standard SMS (GSM-7 encoding): Messages up to 160 characters count as one (1) message segment. Messages exceeding 160 characters are segmented into multiple messages, with each segment counting as one (1) message (153 characters per segment after concatenation headers).

• Unicode SMS (for special characters, emojis, non-Latin scripts): Messages up to 70 characters count as one (1) message segment. Messages exceeding 70 characters are segmented into multiple messages, with each segment counting as one (1) message (67 characters per segment after concatenation headers).

• MMS (Multimedia Messaging Service): Each MMS message counts as one (1) message regardless of content size, up to the carrier-imposed size limit (typically 300KB-600KB).

Customer is responsible for monitoring message length and segmentation to manage costs effectively.

4.3 Daily Sending Limits

To ensure service quality and comply with carrier guidelines, TELAIR imposes daily sending limits based on Customer's service plan:

• Starter Plan: 5,000 messages per 24-hour period
• Marketer Plan: 25,000 messages per 24-hour period
• Enterprise Plans: Custom limits negotiated in service agreement

Daily limits reset at 12:00 AM Eastern Time. Exceeding daily limits may result in message queuing, delayed delivery, or temporary service suspension. Contact salesnull@telair.net to discuss higher volume requirements.

4.4 No Rollover Policy

Unused message credits do not roll over to subsequent billing periods or service renewals. Message packs expire upon:

• Service cancellation or termination
• Non-renewal of service agreement
• Downgrade to a plan that does not include SMS Services
• Thirty (30) days after the end of the billing period in which they were purchased (whichever occurs first)

Customer is encouraged to monitor usage and plan purchases accordingly.

5. Phone Number Provisioning

5.1 Number Allocation

TELAIR provides dedicated phone numbers for sending SMS campaigns. The number of provisioned phone numbers varies by service plan:

• Starter Plan: Up to 5 phone numbers
• Marketer Plan: Up to 20 phone numbers
• Enterprise Plans: Custom allocations

5.2 Number Ownership and Control

All phone numbers provisioned for SMS Services remain the property of TELAIR and its carrier partners. Customer is granted a limited, non-exclusive, non-transferable license to use the provisioned numbers solely for sending SMS campaigns through the TextFlow platform during the term of Customer's service agreement.

Customer acknowledges that:

• Phone numbers cannot be ported to other carriers or services
• TELAIR may reassign or replace phone numbers at any time with reasonable notice
• Phone numbers are for outbound campaign use only and may not support inbound SMS or voice calls (unless explicitly included in Customer's plan)
• Customer must not use provisioned numbers for purposes outside the SMS Services

5.3 Number Compliance and Reputation

Customer is responsible for maintaining the reputation of provisioned phone numbers by:

• Sending only compliant, consensual messages
• Honoring opt-out requests promptly
• Avoiding spam complaints and carrier violations
• Following carrier guidelines and industry best practices

TELAIR reserves the right to suspend or terminate access to phone numbers if Customer's usage results in spam complaints, carrier blocks, or violations of these SMS Terms.

6. Campaign Delivery - Best Effort Service

6.1 No Delivery Guarantees

SMS Services are provided on a "best effort" basis. While TELAIR advertises a 98.5% delivery rate based on historical performance, TELAIR does not guarantee successful delivery of any message. Message delivery depends on factors outside TELAIR's control, including but not limited to:

• Recipient's carrier network availability and performance
• Recipient's device status (powered off, out of coverage, full inbox)
• Carrier filtering, spam detection, or blocking
• International routing and carrier agreements
• Content filtering by carriers or regulatory authorities
• Network congestion or technical issues

6.2 Delivery Reporting Limitations

TELAIR provides delivery tracking and analytics based on carrier delivery receipts. However, delivery receipts are not always accurate or timely. Customer acknowledges that:

• "Delivered" status indicates the message reached the recipient's carrier, not necessarily the recipient's device
• Some carriers do not provide delivery receipts or provide delayed receipts
• Delivery reports may be incomplete, delayed, or inaccurate
• TELAIR is not responsible for inaccuracies in carrier-provided delivery data

6.3 Failed Delivery and Refunds

TELAIR does not provide refunds or credits for messages that fail to deliver due to factors outside TELAIR's control, including but not limited to:

• Invalid or disconnected recipient phone numbers
• Carrier blocks, filtering, or spam detection
• Recipient device issues or network unavailability
• Content violations detected by carriers
• International delivery failures

Customer is responsible for maintaining accurate contact lists and ensuring message content complies with carrier guidelines.

6.4 Service Availability

TELAIR strives to maintain high availability of SMS Services but does not guarantee uninterrupted or error-free service. Scheduled maintenance will be communicated to Customer with reasonable advance notice when possible. TELAIR is not liable for service interruptions due to:

• Carrier network outages or maintenance
• Third-party service provider failures
• Force majeure events (natural disasters, acts of war, etc.)
• Cyberattacks, DDoS attacks, or security incidents
• Necessary emergency maintenance or security updates

7. API Terms

7.1 API Access

Customer may access the TextFlow API to integrate SMS Services with third-party systems, subject to the terms of Customer's service plan. API access includes:

• RESTful API endpoints for campaign management, message sending, and contact list operations
• API documentation and developer resources
• Rate limits and usage quotas as specified in Customer's plan

7.2 API Rate Limits

API requests are subject to rate limits to ensure fair usage and service quality:

• Starter Plan: 1,000 API requests per hour
• Marketer Plan: 10,000 API requests per hour
• Enterprise Plans: Custom rate limits

Exceeding rate limits may result in temporary API throttling or rejection of requests. Contact supportnull@telair.net if higher rate limits are required.

7.3 API Modifications and Deprecation

TELAIR reserves the right to modify, update, or deprecate API endpoints, methods, or functionality at any time. TELAIR will provide reasonable advance notice (typically 90 days) for breaking changes or deprecations when commercially reasonable. Customer is responsible for:

• Monitoring API documentation for updates and changes
• Updating integrations to accommodate API changes
• Testing API integrations after updates

TELAIR is not liable for disruptions to Customer's systems or workflows resulting from API changes, provided reasonable notice was given.

7.4 API Security

Customer is responsible for securing API credentials (API keys, tokens) and must not:

• Share API credentials with unauthorized parties
• Hardcode API credentials in publicly accessible code repositories
• Use API credentials in insecure or unencrypted communications
• Allow API credentials to be compromised or accessed by malicious actors

Customer must immediately notify TELAIR at supportnull@telair.net if API credentials are lost, stolen, or compromised. TELAIR will regenerate credentials upon request.

8. Campaign Management

8.1 Campaign Scheduling and Execution

Customer may schedule SMS campaigns for immediate or future delivery. TELAIR will make commercially reasonable efforts to deliver campaigns at the scheduled time, but delivery times are not guaranteed due to factors including network congestion, carrier processing delays, and technical limitations.

8.2 Campaign Cancellation

Customer may cancel scheduled campaigns before the scheduled send time through the TextFlow platform interface or API. Once a campaign has begun sending, it cannot be cancelled, and message credits will be deducted for all messages sent or queued for delivery.

8.3 Contact List Management

Customer is solely responsible for:

• Maintaining accurate and up-to-date contact lists
• Ensuring all contacts have provided valid consent for commercial messages
• Segmenting contacts appropriately for targeted campaigns
• Removing contacts who have opted out or withdrawn consent
• Protecting contact data from unauthorized access or disclosure

TELAIR provides tools for managing opt-outs and consent status, but Customer remains responsible for compliance with data protection and privacy laws.

9. Multi-User Access & Permissions

9.1 User Accounts and Permissions

Customer may grant access to the SMS Services to multiple users (staff members, contractors, authorized representatives) with varying permission levels. Customer is responsible for:

• Managing user accounts, permissions, and access levels
• Ensuring users understand and comply with these SMS Terms
• Monitoring user activity and campaign sending
• Revoking access for users who no longer require it

9.2 Account Owner Liability

The Account Owner is liable for all actions taken by users granted access to the SMS Services, including but not limited to:

• Messages sent by users, regardless of content or compliance status
• API usage and integration by users or third-party systems
• Data breaches or security incidents caused by user negligence
• Violations of these SMS Terms by any user

Customer agrees to indemnify TELAIR for any claims, damages, or penalties arising from actions taken by Customer's users.

9.3 Staff Attribution

The TextFlow platform tracks which user sent each campaign for accountability and auditing purposes. Customer acknowledges that staff attribution data is maintained by TELAIR for Customer's benefit and may be provided to Customer upon request for compliance or internal purposes.

10. Contact Data & Privacy

10.1 Customer Data Ownership

Customer retains ownership of all contact data, message content, and campaign information uploaded to or created through the SMS Services ("Customer Data"). TELAIR does not claim ownership of Customer Data.

10.2 TELAIR's Use of Customer Data

TELAIR will use Customer Data solely for the purpose of providing the SMS Services and will not:

• Sell or rent Customer Data to third parties
• Use Customer Data for TELAIR's own marketing purposes without Customer's consent
• Share Customer Data with third parties except as required to provide the SMS Services (e.g., carrier partners for message delivery) or as required by law

10.3 Data Retention and Deletion

TELAIR retains Customer Data for the duration of Customer's service agreement and for a reasonable period thereafter to comply with legal obligations, resolve disputes, and enforce agreements. Customer may request deletion of Customer Data by contacting supportnull@telair.net. Upon termination of the service agreement, TELAIR will delete or anonymize Customer Data within ninety (90) days, except as required by law or for legitimate business purposes.

10.4 Privacy Policy

TELAIR's collection, use, and disclosure of personal information is governed by TELAIR's Privacy Policy, available at www.telair.net/legal/privacy. Customer should review the Privacy Policy to understand how TELAIR handles personal information.

10.5 Customer's Privacy Obligations

Customer is responsible for complying with all applicable privacy laws and regulations, including the Personal Information Protection and Electronic Documents Act (PIPEDA), when collecting, using, and disclosing contact data through the SMS Services. Customer must:

• Obtain valid consent from contacts before collecting and using their personal information
• Provide clear privacy notices explaining how contact data will be used
• Implement appropriate security measures to protect contact data
• Honor data subject rights (access, correction, deletion requests)

Customer agrees to indemnify TELAIR for any claims arising from Customer's privacy violations.

11. Limitations of Liability

11.1 Disclaimer of Warranties

SMS SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. To the fullest extent permitted by law, TELAIR disclaims all warranties, including but not limited to:

• Warranties of merchantability, fitness for a particular purpose, and non-infringement
• Warranties that the SMS Services will be uninterrupted, error-free, secure, or free from viruses
• Warranties regarding delivery rates, message success, or campaign effectiveness
• Warranties regarding API availability, performance, or compatibility

11.2 Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, TELAIR'S TOTAL LIABILITY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THE SMS SERVICES SHALL NOT EXCEED THE AMOUNT PAID BY CUSTOMER TO TELAIR FOR SMS SERVICES IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

TELAIR shall not be liable for:

• Indirect, incidental, special, consequential, or punitive damages
• Lost profits, revenue, data, or business opportunities
• Costs of substitute services or procurement
• Failed message delivery or delivery delays
• Carrier blocks, spam complaints, or reputation damage
• Data breaches or security incidents caused by third parties
• Service interruptions, API changes, or technical issues

11.3 Indemnification

Customer agrees to indemnify, defend, and hold harmless TELAIR, its affiliates, officers, directors, employees, and agents from any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Customer's use of the SMS Services
• Customer's violation of these SMS Terms or applicable laws
• Customer's violation of CASL or other anti-spam legislation
• Customer's violation of privacy laws or data protection regulations
• Message content created or sent by Customer
• Actions taken by Customer's users or authorized representatives
• Third-party claims related to Customer's campaigns or contact data

12. Termination & Miscellaneous

12.1 Termination by Customer

Customer may terminate SMS Services by submitting a cancellation request through TELAIR's official cancellation form at www.telair.net/forms/cancel or by contacting supportnull@telair.net. Termination is subject to the terms of Customer's service agreement, including any applicable notice periods or cancellation fees.

Upon termination:

• Customer's access to the SMS Services will be disabled at the end of the notice period
• Unused message credits will be forfeited (no refunds or rollover)
• Customer Data will be retained or deleted in accordance with Section 10.3

12.2 Termination by TELAIR

TELAIR may suspend or terminate Customer's access to the SMS Services immediately and without notice if:

• Customer violates these SMS Terms or TELAIR's main Terms of Service
• Customer engages in fraudulent, illegal, or abusive behavior
• Customer's campaigns result in excessive spam complaints or carrier blocks
• Customer fails to pay invoices or fees when due
• Customer's account is associated with security threats or malicious activity

TELAIR may also terminate SMS Services with thirty (30) days' notice for any reason or no reason.

12.3 Effect of Termination

Upon termination of SMS Services for any reason:

• Customer must immediately cease using the SMS Services and API
• All outstanding fees and charges become immediately due and payable
• Customer's licenses to use provisioned phone numbers are revoked
• TELAIR may delete Customer Data in accordance with Section 10.3

Sections of these SMS Terms that by their nature should survive termination shall survive, including but not limited to Sections 3 (CASL Compliance), 10 (Privacy), and 11 (Limitations of Liability).

12.4 Modifications to SMS Terms

TELAIR may modify these SMS Terms at any time by posting updated terms at www.telair.net/legal/sms-terms. Material changes will be communicated to Customer via email with thirty (30) days' notice before the changes take effect. Customer's continued use of the SMS Services after the effective date of the changes constitutes acceptance of the modified SMS Terms.

12.5 Governing Law and Jurisdiction

These SMS Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. Any disputes arising out of or related to these SMS Terms or the SMS Services shall be resolved exclusively in the courts of the Province of Ontario.

12.6 Entire Agreement

These SMS Terms, together with TELAIR's main Terms of Service and Privacy Policy, constitute the entire agreement between Customer and TELAIR regarding the SMS Services and supersede all prior agreements, understandings, and communications.

12.7 Severability

If any provision of these SMS Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

12.8 Contact Information

For questions, concerns, or support regarding the SMS Services or these SMS Terms, please contact:

TELAIR Email: supportnull@telair.net Phone: +1 (855)null 835-2471 Website: www.telair.net

For billing inquiries: billingnull@telair.net For sales and plan upgrades: salesnull@telair.net