This Agreement (the “Agreement”) is entered into by and between Mobilelize, Inc. and (“Customer”), and shall be effective as of this date. By using the Mobilelize mobile marketing solution (“Service”), all services of Mobilelize, Inc. (“Mobilelize”), you are agreeing to be bound by the following terms and conditions (“Terms of Service”).

Mobilelize will provide the services set forth in this agreement. Mobilelize will use commercially reasonable efforts to provide development of Mobile Websites, development of Applications and submission to the app store(s), development of QR Code(s) and implementation of Mobilelize mobile marketing solution, campaign and services. The services and all related software and intellectual property are hereinafter referred to as the “Services.”

Unless otherwise agreed to in writing, you are to pay for all charges by credit or debit card. Credit or debit cards will automatically be billed monthly. You will advise us of any changes to your credit or debit card account, such as account number, billing address, or expiration date changes. Billing cycle end dates may change from time to time. Should your credit or debit card decline for any reason, we will attempt to charge it again as follows: 2nd attempt after 1 (one) day, 3rd attempt after 6 (six) additional days, 4th attempt after 7(seven) additional days and 5th and final attempt after 7 (seven) more days. If the fifth attempt to bill your credit or debit card is unsuccessful on the 21st (twenty-first) day, your account will be terminated and we will notify you of such termination by email, by message sent to your voicemail box, by text message or by telephone.

In addition to these Terms, your use of the Site and Services as well as certain information about you is also subject to our Privacy Policy which informs you of our policies and procedures regarding the collection, use and disclosure of information we receive when you visit our Site and use any part of our Services. By using or accessing the Site and the Services, you consent to the collection and use of information as described in our Privacy Policy, as may be amended by us from time to time.

You may change Service features or Service plans by notifying us in writing or by telephone. All requests need to provide name, address, and account number via email at: support@mobilelize.com.

a) Mobilelize hereby grants Customer non-exclusive, non- transferable access and the use of the Services of Mobilelize at Customer’s place of business. Customer is prohibited from reselling, loaning or otherwise sharing the Services or divulging any related confidential information including, but not limited to passwords or instructional manuals. Except as expressly permitted in this Section Customer may not use, reproduce, transfer, share, sublicense or transmit the Services in any form or by any means without the prior written consent of Mobilelize. Customer further agrees not to modify, translate, transform, decompile, reverse engineer, disassemble, or otherwise determine or attempt to determine source code from the Services or related software, or to permit or authorize a third party to do so. Title to the Services, and all related software, technical know-how, and intellectual property rights therein are and shall remain the exclusive property of Mobilelize. Customer shall not take any action to jeopardize, limit or interfere in any manner with Mobilelize ownership of, and rights with respect to any licensed software and/or Services. 

It is the intent of the parties that Mobilelize shall own the Services, as well as all patents, copyrights, trademarks, trade secrets and other intellectual property rights associated with or appurtenant to the Services. Customer nor its subsidiaries, affiliates, agents, or employees shall have any right to use the Services other than for the purposes set forth herein. In all cases, the Services are and shall remain the sole and exclusive property of Mobilelize. Customer covenants to take no action nor commit any omission that would be adverse to Mobilelize sole and exclusive ownership of the Services. If Customer, its subsidiaries, affiliates, employees or any third parties obtain any rights of ownership in or use of the Services through operation of applicable law or otherwise, Customer agrees to and hereby transfers, grants, conveys, assigns and relinquishes exclusively to Mobilelize any and all right, title and interest it has or may acquire in the Services under patent, copyright, trade secret, trademark or other law relating to intellectual property in perpetuity or for the longest period otherwise permitted by law.

You hereby acknowledge that all intellectual properties and products designed and developed by Mobilelize including Mobile Sites, Apps, QR Codes, and Mobile Marketing Solutions are the properties of Mobilelize and being so Mobilelize has the exclusive rights to use any and all said properties, i.e. Mobile Sites, Apps, QR Codes, and Mobile Marketing Solutions in its marketing campaigns, i.e. Print, Radio, TV, Cable, Internet, Website and any other marketing campaigns that may apply to Mobilelize marketing strategies.

a) Customer acknowledges that the Services are the trade secrets of Mobilelize.

a) Mobilelize provides the development, design and services and “as in” and makes no representation or warranties, express, oral, implied or statutory and specifically diclaims any implied warranty, including, but not limited to the quality, completeness, performance, non-infringement, merchantability or fitness for a particular purpose or arising from course of dealing of performance.

a) Customer assumes sole responsibility for all use of the Services and agrees to indemnify, defend and hold Mobilelize and its affiliates, and its and their respective officers, directors, employees, agents and representatives harmless from and against any and all claims, causes of action, suits, proceedings, demands, damages, costs, expenses and liabilities of any kind whatsoever, including (without limitation) legal expenses and reasonable attorneys’ fees, from third parties (“Claims”), arising out of or in any way related to

a) The term of this agreement shall commence upon acceptance herein. Thereafter, this Agreement shall automatically renew on a month-to-month term unless either party provides written notice to the other party that it will not renew, such notice to be given at least thirty (30) days prior to the expiration of the then-existing Term.

Each party acknowledges that the Services are unique property, and that the unauthorized use or disclosure thereof shall cause Mobilelize irreparable harm that could not be adequately compensated by monetary damages. Accordingly, in addition to any other remedies available to it at law or in equity, Mobilelize will be entitled to injunctive relief to enforce the terms of this Agreement, including to prevent any actual or threatened unauthorized use or disclosure of confidential information or the Services.

a) This Agreement will be construed in accordance with and governed by the laws of the State of Delaware without regard to principles of conflicts of law. Any disputes under this Agreement shall be brought in Kent County, Delaware. In the event that the Dispute Resolution section is invalidated, the parties hereto consent to the jurisdiction of any local, state or federal court in which an action is commenced and located in accordance with the terms of this Section and that is located in Kent County, Delaware. The parties further agree not to disturb such choice of forum, and if not resident in such state, waive the personal service of any and all process upon them, and consent that such service of process may be made by certified or registered mail, return receipt requested, addressed to the parties as set forth herein.

a) Press Releases. Mobilelize may issue press releases and other marketing and promotional material describing the relationship created by this Agreement. Customer shall have final authority to authorize such release. Mobilelize may use specific information previously reviewed for public release by Customer, without further approval.

a) Do not accept this contract before you read it IN WITNESS WHEREOF; the parties have caused this Agreement to be accepted by their duly authorized representative.

a) By signing this agreement gives Mobilelize the express written permission to send SMS, MMS, or email to user. Mobilelize can send up to 8 text messages per month. These come with the ability to opt-out of the database at any time by replying STOP to the message. Notifications might take the form of MMS, SMS, or even video feeds that pertain to mobile marketing, your account, or other products and services offered by Mobilelize. Message and Data rates may apply.