1.1  The Acceptable Use Agreement in hereby entered into and by the Customer with VantageSMS and is intended to be and is in addition to the terms, conditions, obligations and use terms set out in the Terms of Use Agreements is not intended in an way limit the required and acceptable use of the Services by the Customer set out in the Terms of Use and the Terms of Use Agreements. The Acceptable Use Agreement shall apply to and provide additional Customer use provisions that set out matters that further govern the Customer's use of the Services, and is referenced and fully incorporated in and to the Terms of Use Agreements and is ancillary thereto. The definitions set out in the Terms of Use shall apply to and form part of the Acceptable Use Agreement and such definitions are referenced and fully incorporated in and to the Acceptable Use Agreement and are ancillary thereto.

2.1  The Customer acknowledges and agrees that the provision of the giving of the license to use the Services as set out in the Terms of Use is conditional upon and subject to the Customer's strict compliance with the Terms of Use Agreements including without limitation, the Acceptable Use Agreement and the Customer further acknowledges, accepts, and agrees that:

2.1.1  The Services may not be used by the Customer or those for whom the Customer is responsible as set out in the Terms of Use Agreement Terms, in any manner that: (i) is in violation or any applicable laws, regulations or is otherwise illegal or unlawful, including without limitation, not compliant with Canada's Anti-Spam Law ("CASL"), as applicable, and the Customer will not transfer, upload, download, store, process, use, distribute, send, transmit, display, make available or otherwise communicate to, on, with and/or through the Services with his intended recipients any Data, including Customer Data for commercial, non-commercial purposes, including without limitation political or informational purposes without permission of the intended recipients contrary to any law or regulations, unless otherwise permitted by such law or regulation including without limitation CASL ; (ii) is non-compliant with the SMS industry standards and user guidelines and best practices, including practices and guidelines that are accepted generally in the country in which the Services are provided or received or in which the Customer or those for whom in accordance with the Terms of Use Agreements, the Customer is responsible; (iii) interferes with, delays, attempts to disrupt or damage or disrupts or damages any of VantageSMS’s Services, Software, computer systems servers and/or networks which are connected to the Services or other parties’ software, computer systems, servers and/or networks, modems, any computer or other hardware or devices, computer systems, servers, software, operating systems, networking, web servers and other items that are incorporated in or into any of the aforementioned; or, (iv) violates the Terms of Use Agreements, including without limitation, the Acceptable Use Agreement, any other Customer's rights, including such Customer's rights to use the Services in accordance with the Terms of Use Agreements and/or any third party’s rights; and, (v) causes any harm or injury or otherwise creates any harm or liability of any type to any party including without limitation, VantageSMS, other Customers of the Services, any third parties and all of the aforementioned parties respective subsidiaries, affiliates, successors, and assigns and their respective employees, agents, directors, officers and/or shareholders.

2.1.2  In addition to the matters set out in Clause 2.1 above, the Customer acknowledges, consent to and agrees that the Customer in using the Services and Software will:

2.1.2.1  not copy, rip, capture or attempt to copy, rip, capture, any Data, including Customer Data from Services, or any part thereof, other than by means of the Services downloader or uploader;

2.1.2.2  not transfer, upload, download, store, process, use, distribute, send, transmit, display, make available or otherwise communicate to, on, with and/or through the Services with the Customer's recipients any Data, including Customer Data which the Customer does not own or hold the necessary and required rights, and which the Customer has the legal right to use without infringement of any copyright, third party rights or any applicable laws and regulations;

2.1.2.3  not use any Data, including Customer Data in any way that is designed to create a separate Data service or one that duplicates any part of the Services which are offered to the Customer by VantageSMS or rent, sell or lease access to the Services, or any Data including Customer Data;

2.1.2.4  not use any scraping or similar techniques to collect, aggregate, repurpose, republish or otherwise make use of Data, including the Customer Data;

2.1.2.5  not use any techniques or make use of the Services, for any unlawful or other purpose contrary to any law or regulation or the Terms of Use Agreements, including without limitation, using bots, botnets, spoofs, scripts, apps, plugins, extensions or other automated or non-automated means to register accounts, log in, add agents to your account, upload, download, store, process, use, distribute, send, transmit, display, make available or otherwise communicate to, on, with and/or through the Service with his recipients Data including Customer Data, in particular, where such activity occurs in a multiple or repetitive fashion; you will not offer or promote the availability of any of the aforementioned techniques to any other Users of the Services;

2.1.2.6  not use the Services to submit Customer Data that contains or installs any viruses, worms, malware, Trojan horses or other harmful or destructive items, information or content;

2.1.2.7  not commit or engage in, or encourage, induce, solicit or promote, any conduct that would constitute a criminal offence, or promotes, incites or instructs criminal behaviour or activities, gives rise to civil liability or otherwise violates or breaches any law or regulation, including without limitation, Canadian Anti-Spam Legislation (hereinafter referred to as “CASL”), or transfer, upload, download, store, process, use, distribute, send, transmit, display, make available or otherwise communicate to, on with and/or through the Services with his intended recipients any Data, including Customer Data which is offensive, pornographic, obscene, libelous, defamatory, fraudulent, abusive, or contains threats or incites violence towards any individual or other entities, contains tortious material or is unsuitable for persons under the legal age of majority (minors), is false, misleading or deceptive or likely to mislead or deceive, including without limitation misleading the recipients as to the source of the Customer Data;

2.1.2.8  not impersonate any individual, corporation or other entity or otherwise misrepresent the Customer's affiliation with an individual, corporation or other entity, including without limitation, registering an account in the name of another individual, corporation or other entity or transfer, upload, download, store, process, use, distribute, send, transmit, display, make available or otherwise communicate to, on, with and/or through the Services with the Customer's recipients any Data including Customer Data using the name of another individual, corporation, applicable party or other entity;

2.1.2.9  not exploit, threaten, abuse or otherwise harass another VantageSMS Services User, and any of the Customer's recipients or any VantageSMS employee;

2.1.2.10  not use or attempt to use another individual's, corporation's or other entity's Services' account, password or other information unless the Customer has express written consent from such individual, corporation or other entity;

2.1.2.11  not collect or attempt to collect personal data, or any other kind of information about other Users of the Services, including without limitation, using spidering or any form of scraping;

2.1.2.12  not violate, breach or attempt to breach, circumvent or attempt to violate or circumvent any data security measures or authentication procedures used by VantageSMS in using the Services or otherwise or access or attempt to access Data, including Customer Data or materials which are not intended for the Customer's use, or, attempt to log into a server or account which the Customer is not authorized to access, or, attempt to scan or test the vulnerability of the Services, Software, computer systems servers and/or networks which are connected to the Services or other parties’ software, computer systems, servers and/or networks, modems, any computer or other hardware or devices, computer systems, servers, software, operating systems, networking, web servers and other items that are incorporated in or into any of the aforementioned, by any means including, without limitation, hacking the aforementioned, submitting a virus, overloading, mail-bombing or crashing, and the Customer acknowledges and agrees that, without limitation, including any other rights or remedies available to VantageSMS under the Terms of Use Agreements, VantageSMS reserves the right to investigate any situation that appears to involve any violation of breaches of the items set out in this Acceptable Use Agreement and any other Terms of Use Agreements clauses and VantageSMS may in its sole discretion, report such matters to, and co-operate with, appropriate law enforcement authorities in prosecuting any Customers or Users of the Services who have participated in any way, in any such violation;

2.1.2.13  honor and accept immediately any Customer's Data recipients request to opt-out or stop receipt further text, SMS messaging and/or chats following the receipt by the Customer of any his recipients opt-out or stop request.

3.1  The Customer also further acknowledges, accepts and agrees that he will not use the Services to transfer, upload, download, store, process, use, distribute, send, transmit, display, make available or otherwise communicate to, on, with and/or through the Services with his recipients any Data including Customer Data:

3.1.1  that violates, plagiarises, misappropriates or infringes the rights of third parties including, without limitation, copyright, trademark rights, rights of privacy or publicity, confidential information or any other right;

3.1.2  that violates, breaches or is contrary to any law or regulation including without limitation CASL or any court order or is otherwise illegal or unlawful and without limitation, which is or may be legally considered to be spam;

3.1.3  that contains any virus, Trojan horse, spyware, adware, malware, bot, time bomb, worm or other harmful or malicious component, which or might overburden, impair or disrupt the Services, Software, computer systems servers and/or networks which are connected to the Services or other parties’ software, computer systems, servers and/or networks, modems, any computer or other hardware or devices, computer systems, servers, software, operating systems, networking, web servers and other items that are incorporated into or into any of the aforementioned which does or might restrict or inhibit VantageSMS in providing any of the Services or Software to the Customers or which does or might restrict or inhibit any other Customer's use of the Services;

4.1  The Customer acknowledges, accepts and agrees that he will comply with the Terms of Use Agreements including the Acceptable Use Agreement, and, that VantageSMS has the right, in its sole and unfettered discretion, to terminate the Customer's Services account or take such other action, including without limitation, enforcing its legal rights and reporting offending uses to appropriate authorities, as VantageSMS in its sole opinion deems fit, as a result of the Customer's breach of the Terms of Use Agreements, including without limitation, the Acceptable Use Agreement.

5.1  No delay or failure by VantageSMS in exercising or enforcing any legal or other right or remedy hereunder and no partial exercise of any such legal or other right or remedy shall be deemed to constitute a waiver of such legal or other right or remedy or any other legal or other rights or remedies of VantageSMS. No waiver of any of the provisions of the Terms of Use Agreements including the Acceptable Use Agreement shall be deemed or shall constitute a waiver of any other provisions (whether or not similar) nor shall such waiver constitute a continuing waiver unless otherwise expressly provided in writing by VantageSMS. Any consent by VantageSMS to or any waiver by VantageSMS of any breach or violation of any provision of the Terms of Use Agreements including the Acceptable Use Agreement by the Customer shall not constitute consent to or waiver of any subsequent, further or other breach or violation of the provisions of the Terms of Use Agreements and the Acceptable Use Agreement by the Customer.

6.1  If any court of law, having the jurisdiction to rule on this matter, rules that any provision of the Acceptable Use Agreement is invalid, then that invalid provision will be removed from the Acceptable Use Agreement without affecting the rest of the Acceptable Use Agreement as the case may be. The remaining provisions of the Acceptable Agreement Terms will continue to be valid and enforceable.

7.1  The Acceptable Use Agreement, and the Customer's relationship with VantageSMS under the Acceptable Use Agreement, shall be governed by the laws of the Province of Ontario and the laws of Canada, without regard to its conflict of laws provisions. The Customer and VantageSMS agree to submit to the exclusive jurisdiction of the courts located within the City of Metropolitan Toronto, in the Province of Ontario, Canada, to resolve any legal matter arising from the Acceptable Use Agreement. Notwithstanding the above, the Customer acknowledges, accepts and agrees that VantageSMS shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction or country.

8.1  The Customer acknowledges, accepts and agrees that any Customer Data transferred, uploaded, downloaded, stored, processed, used, distributed, sent, transmitted, displayed, made available or otherwise communicated to, on, with and/or through the Services with the Customer's recipients is not representative of the views and opinions of VantageSMS, its affiliates, subsidiaries, contractors, licensors, any applicable third parties, other VantageSMS Customers and all of the aforementioned parties respective employees, officers, directors, representatives, agents and/or shareholders. The Customer further acknowledges, accepts and agrees that any links that may be Links may be transferred, uploaded, downloaded, stored, processed, used, distributed, sent, transmitted, displayed, made available or otherwise communicated to, on, with and/or through the Services with the Customer's recipients are not endorsed by or affiliated with VantageSMS , its affiliates, subsidiaries, contractors, licensors, any applicable third parties, other VantageSMS Customers and all of the aforementioned parties respective employees, officers, directors, representatives, agents and/or shareholders and the Customer agrees that the following and use of links in the Customer Data is governed by the Terms of Use Agreements including the Acceptable Use Agreement.

9.1  In using the VantageSMS Services as defined in the Terms of Use Agreements in Canada, the Customer must and has a legal obligation to comply with all laws, regulations, rules and guidelines as set out in Canada’s Anti-Spam Legislation ("CASL"). Since Canada is the jurisdiction in which the Customer operates his business, the Customer must comply with the appropriate laws, regulations, rules and guidelines as set out in CASL. For the purposes of this Terms of Use Agreements and without being exhaustive or all inclusive, a simple definition of spam for the purposes of the Services that VantageSMS provides, is that it is, the sending of any commercial electronic message ("CEM") that is unsolicited, and it can include among other things, email, SMS messages, text and/or chat without being in compliance with CASL. There are three general requirements for sending a CEM to an electronic address: (1) obtain consent, (2) provide identification information, and (3) provide an unsubscribe mechanism. There are two types of consent under CASL – express and implied. Generally, with implied consent, if the Customer answers YES to any of the following questions, the Customer may have an existing business relationship with its CEM intended recipient, in which case, the Customer will be able to send CEMs for the period specified in CASL (either 2 years or six months following the last transaction date): A. Has the recipient made a purchase or lease of goods, or services within the two-year period immediately before the day on which the CEM was sent? B. Has the recipient accepted a business, investment or gaming opportunity offered by the Customer within two years immediately before the day on which the CEM was sent? C. Has the recipient made an inquiry or application on any of the items above within the six month period immediately before the CEM was sent? D. Has the recipient entered into a written contract which is still in existence or expired within two years immediately before the day on which the CEM was sent? Express consent, as defined in CASL, does not expire; however, the recipient has the right to withdraw their consent at any time. The information provided by VantageSMS on its website and in the Terms of Use Agreements, including these Acceptable Use Terms, is for general informational purposes only and is not intended to be considered as providing legal advice, an interpretation of any legislation or regulations, rules and guidelines, or a substitute for specific legal advice from a lawyer. While VantageSMS provides an email, text, SMS messaging and/or chat communications platform for the Customer, the Customer is encouraged to and should contact his lawyer or the appropriate regulatory authority before launching a CEM marketing campaign for his business, to obtain proper answers to any questions or concerns that the Customer has regarding CASL and the sending of CEM's.

10.1  The Customer hereby agrees that all of the provisions of the General miscellaneous terms, Section 15, of the Terms of Use are fully incorporated into this Acceptable Use Agreement and shall and do form part of this Acceptable Use Agreement.