• Effective upon acceptance of this Agreement, digitalNRG hereby grants to Subscriber a nonexclusive, nontransferable, free-of-charge license to access and use the Services, for Subscriber's use.
• Subscriber shall have no right to sell use of the Services nor make any claim that it does have such right.
• The Services will allow Subscriber to perform various functions sending prerecorded audio/voice messages to predetermined phone numbers.
• The Service will allow Subscriber to perform various functions setting up various pre-recorded audio voice messages and menu options that would allow callers to listen and respond to various voice prompts.
• Subscriber is solely responsible for obtaining all equipment and approvals necessary for connection to the World Wide Web and all charges associated with such connection to the World Wide Web and phone service charges.

2. SUBSCRIBER REGISTRATION

• Subscriber will provide all relevant data to digitalNRG upon signing up for the Services and at subsequent times as requested by digitalNRG.
• Subscriber acknowledges that digitalNRG may distribute the registration data to third parties, provided, however, Subscriber's name, address (home and email) and telephone number will not be distributed, unless required by law, or in the event Subscriber grants digitalNRG the right to provide that information.
• Subscriber shall update the registration data as applicable.
• Upon completion of all registration information and acceptance of this Agreement, Subscriber will establish a UserName and Password.
• Subscriber is solely responsible for maintaining the confidentiality of Subscriber's UserName, Password, Mailbox Numbers and Personal Identification Number (PIN).
• Subscriber shall not give account information to third parties and shall at all times be responsible and liable for any transactions or activities that occur on Subscriber's account.
• Subscriber shall immediately notify digitalNRG if any unauthorized use of Subscriber's account has occurred or of any other breach of security.
• Please refer to our Privacy Policy for more details.
• Subscriber understands and agrees that Subscriber and, if applicable, Subscriber's company will assume all financial responsibilities for use of digitalNRG services originating from Subscriber's account by Subscriber or others.
  

3. digitalNRG'S RIGHTS

• digitalNRG shall retain all right, title and interest to the Services including all copyrights, trademarks and all other intellectual property right there to.
• Subscriber may not, nor allow any third party, to copy, distribute, sell, disclose, lend, transfer, convey, modify, decompile, disassemble or reverse engineer the Services and no use of trademarks is granted under this Agreement.
• The copyright notices and other proprietary legends shall not be removed from the Services and no use of trademarks is granted under this Agreement.
• Subscriber may not grant any sub-license, leases or other rights in the Services to any third party. All rights not expressly granted under this Agreement are retained by digitalNRG.

4. TERMINATION

• Either party may terminate this Agreement upon notice to the other party.
• digitalNRG reserves the right to suspend, deny or terminate Subscriber's service if digitalNRG, at its sole discretion, believes Subscriber is using or plans to use digitalNRG services in a manner that is unlawful, abusive, prohibited by the digitalNRG Terms of Service or if Subscriber's use or planned use of digitalNRG services creates or could create a potential adverse impact to digitalNRG's ability to provide service to others.
• Upon termination, Subscriber shall immediately cease to use the Services and digitalNRG shall have no further obligations whatsoever to Subscriber.
• digitalNRG shall not be liable to the Subscriber or any third party for any reason for digitalNRG terminating this Agreement.

5. LIMITATION OF LIABILITY

• In no event shall digitalNRG be liable to Subscriber or any third party for special, indirect, incidental or consequential damages whether arising under contract, warranty, or tort (including negligence or strict liability) or any other theory of liability. digitalNRG's liability for damages, regardless of the form of the action, shall not exceed the license fee paid by Subscriber for the Services, if any. The limitation of liability reflects the allocation of risk between the parties. The limitations specified in this Section will survive and apply even if any limited remedy specified in this Agreement is found to have failed of its essential purpose.

6. WARRANTY DISCLAIMER

• The Services licensed thereunder are licensed "as is" and "as available" and digitalNRG makes no warranties, express or implied, including but not limited to the implied warranties of merchant ability and fitness for a particular purpose and any similar warranty whether said warranty arises under provisions of any law of the United States or any state thereof. digitalNRG makes no representations or warranties that the services are free of rightful claims of any third party for infringement of proprietary rights. The entire risk associated with the use of the Services shall be borne solely by Subscriber.
• digitalNRG makes no warranty that the Services will meet Subscriber's requirements, or that the Services will be uninterrupted, timely, secure, error free or that any defects in the Services will be corrected.
• digitalNRG Outbound service is a nonrefundable, nonreturnable, non-exchangeable prepaid service. All purchases are final.  Unused balances are nonrefundable.
• Monthly Reoccurring charge and service charges are prepaid on a monthly basis.  Additional minute charges are billed the month following the month additional minute charges are incurred.
• digitalNRG does not make any warranty pertaining to any goods or Services purchased, obtained, secured or acquired through the Services or any transaction entered into through the Service.
• digitalNRG does not warrant the accuracy or reliability of the results obtained through use of the Services or any data or information downloaded or otherwise obtained or acquired through the use of the Services. Subscriber acknowledges that any data or information downloaded or otherwise obtained or acquired through the use of the Services are at Subscriber's sole risk and discretion and digitalNRG will not be liable or responsible for any damage to Subscriber or Subscriber's property.
• Subscriber will not rely on any representation or warranty implied or expressed by any persons other than an authorized member of digitalNRG LLC with regards to digitalNRG products and services.

7.  RETURN POLICY

• digitalNRG offers a 30 day satisfaction guarantee.  This means the following: if the user can provide proof that (1) any call was not actually delivered but was reported as delivered and the user's account was debited for the call or (2) the call was delivered more than the number of times the phone number appeared in the call list used and the user's account was debited for the calls, digitalNRG will credit or refund the amount pertaining to the call(s) in dispute.  digitalNRG has 30 days from the date of the notification of the dispute to resolve the dispute.  All disputes must be in writing and emailed to support@digitalNRG.com.

8. INDEMNIFICATION

• Subscriber shall indemnify and hold harmless digitalNRG, its directors, officers, employees and agents from and against all liabilities, losses, costs, expenses (including reasonable attorneys' fees), and damages resulting from any negligent acts, omissions or willful misconduct by Subscriber, Subscriber's use of the Services and any breach of the terms and conditions of this Agreement by Subscriber including any violation of this agreement by subscriber or any other person using subscribers account including but not limited to any violation of any federal or state laws or regulations.

9. MODIFICATION TO SERVICES

• During the term of this Agreement, digitalNRG may modify or discontinue the Services.
• digitalNRG shall not be liable to the Subscriber or any third party for any reason for digitalNRG's modifying or terminating of such Services.
• The Subscriber is responsible for creating a back-up copy of any important or critical information that is stored on the Service prior to storing on the digitalNRG system.

10. MODIFICATION TO AGREEMENT

• digitalNRG may automatically amend this Terms of Service Agreement at any time by (i) posting a revised agreement on the digitalNRG.com Web site, and/or (ii) sending information regarding the Terms of Service amendment to the email address Subscriber provides to digitalNRG.com. Subscriber is responsible for regularly reviewing the digitalNRG.com Web site to obtain timely notice of such amendments. Subscribers will be deemed to have accepted these amended digitalNRG Terms of Service if Subscriber continues to use digitalNRG service after such amended Terms of Service have been posted or information regarding such amendment has been sent to Subscriber. Otherwise, this Terms of Service Agreement may not be amended except in writing signed by both parties.

11. RULES AND REGULATIONS

• Subscriber shall be fully and solely liable for any prerecorded audio, voice transmissions sent through the Service. digitalNRG has no control over the content of any transmission or the destination such transmission will be sent nor will it be liable for such content.
• Subscriber shall not use the Services to create or distribute any images, sounds, messages or other materials, which are obscene, harassing, racist, malicious, fraudulent or libelous, nor use the Services for any activity that may be considered or are unethical, immoral, or illegal.
• Further, Subscriber will abide by all rules, regulations, procedures and policies of digitalNRG and any policies of the networks connected to the Services.
• Subscriber is aware, knows and understands, the rules and regulations with specific regard to the Federal Trade Commission and the Federal Communications Commission National Do Not Call Registry rules and regulations and individual State Do Not Call Lists rules and regulations along with any other similar laws that may be applicable to subscribers use of digitalNRG. Subscriber agrees not to violate these, or any other applicable Federal or State laws and represents and warrants that subscribers use of digitalNRG will not cause digitalNRG to violate these or similar laws.
• Subscriber is aware or knows and understands the anti-solicitation provisions of the Federal Telephone Consumer Protection Act of 1991, and any amendments thereto, at 47 U.S.C. § 227, the Federal Communications Commission's implementing regulations, at 47 CFR § 64.1200 et seq., and any other similar laws. Subscriber agrees not to violate these, or any other applicable anti-solicitation laws, and represents and warrants that its use of digitalNRG will not cause digitalNRG to violate these or other similar laws.
• Subscriber agrees that it is the sole responsibility of the Subscriber to abide by any laws defined by the State or Federal Government in which Services will be applicable. Subscriber understands and agrees that digitalNRG will not be held responsible for damages to the Subscriber or any third party incurred due to Subscriber's failure to abide by State and/or Federal laws. Please refer to the Telephone Consumer Protection Act of 1991. You may visit the Federal Communications Commission Web site at http://www.fcc.gov and the Federal Trade Commission Web site at http://www.ftc.gov.  Please refer to the appropriate State Attorney Generals office or other applicable offices for telemarketing rules and or regulations pertaining to your intended application and use of the Service.

Currently there are no numerical limits to the amount of transactions a Subscriber may send through the Services, however, digitalNRG may set numerical limits by notifying Subscriber. Subscriber agrees to abide by all applicable local, state, national and international laws and regulations and is solely responsible for all acts or omissions that occur under Subscriber's UserName and Password, including the content of Subscriber's transmissions through the Service. By way of example, and not as a limitation, Subscriber agrees not to:

• Use the Service in connection with the delivery or transmission of unsolicited messages (commercial or otherwise) or spamming.
• Create a false identity or forged email address, or otherwise attempt to mislead others as to the identity of the sender or the origin of the message.
• Transmit through the Service unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature.
• Transmit any material that may infringe the intellectual property rights or other rights of third parties, including trademark, copyright or right of publicity.
• Transmit any material that contains viruses, trojan horses, worms, time bombs, cancelbots, or any other harmful or deleterious programs.
• Violate any U.S. law regarding the transmission of technical data or software exported from the United States through the Service.
• Interfere with or disrupt networks connected to the Service or violate the regulations, policies or procedures of such networks.
• Attempt to gain unauthorized access to the Service, other accounts, computer systems or networks connected to the Service, through password mining or any other means.
• Interfere with another member's use and enjoyment of the Service or another entity's use and enjoyment of similar services.

12. THIRD PARTY ADVERTISER

• Subscribers may enter into transactions with advertisers on the Services.
• Such transactions are between Subscriber and advertisers and digitalNRG has no connection with any such transaction.
• digitalNRG assumes no liability for any such transactions.

13. GENERAL

• This Agreement merges all prior written and oral communications and defines the entire agreement of the parties concerning the Services.
• In the event any portion of this Agreement shall be held illegal, void, or ineffective, the remaining portions hereof shall remain in full force and effect and such illegal, void or ineffective provisions shall be construed, as nearly as possible, to reflect the intentions of the parties.
• All notices under this Agreement shall be in writing and delivered by email.
• This Agreement shall be construed in accordance with the laws of the State of Michigan without regard to its conflict of laws provisions. digitalNRG and the individual Subscriber and, if applicable, the Subscriber's company will submit to the jurisdiction of the State and Federal courts of Michigan.
• Subscriber agrees and acknowledges that any breach of the provisions regarding ownership contained in this Agreement shall cause digitalNRG irreparable harm and digitalNRG may obtain injunctive relief as well as seek all other remedies available to digitalNRG in law and in equity.
• Subscriber shall not assign its rights under this Agreement. This Agreement shall be binding on and inure to the benefit of the parties, their successors, and permitted assigns and legal representatives.
• The failure of digitalNRG to exercise its rights under this Agreement will not be construed as a waiver of such rights, nor will it any way affect the validity of this Agreement. Sections 5, 6, and 7 shall survive termination or expiration of this Agreement for any reason.

• Subscriber may not transfer, port, sell, assign or make any claim that it has the right to so with regard to any digitalNRG Toll Free number or Account. 
• Subscriber understands that all digitalNRG Reoccurring services including but not limited to Developer IVR & Toll-Free Service is for the term of Twelve Months. This Twelve Month Agreement has a term of twelve months from the date you signed up ("Sign-up Date") for the recurring service or Toll Free Number and will automatically renew thereafter for an additional 12 month period on the one year anniversary of the Sign-up Date unless subscriber provides a 90 day written notice prior to automatic renewal.
• Monthly Reoccurring charge and service charges are prepaid on a Monthly basis. Additional minute charges are billed the month following the month additional minute charges are incurred.
• Excessive additional minute usage is subject to review by digitalNRG. digitalNRG at its sole discretion reserves the right to offer subscriber an alternative service plan that would prevent excessive additional minute usage and reserves the right to place limitations on additional minute usage.
• Subscriber understands and agrees that in the event additional minute usage exceeds Subscriber's monthly recurring charge by one or both of the following (1) $500; or (2) 100% of Subscriber's monthly recurring charge;
  digitalNRG at its sole discretion may charge subscribers credit card for all outstanding charges.  In the event that the credit card issuer (1) declines any charges; or (2) requests return of payments previously made to digitalNRG, digitalNRG reserves the right to to terminate or suspend service without prior notice.
• Subscriber's recurring service or Toll Free Number or Account may be canceled (1) with a written notice or cancellation request 90 day prior to renewal date, during which time normal monthly service fees will apply or (2) with a written notice or cancellation request asking for immediate cancellation, for which a prorated monthly service fee, additional minute fees, plus a $50 cancellation fee will apply.
  
• All charges for recurring digitalNRG service and Toll Free service will be charged to the credit card number subscriber provided when signing up for a digitalNRG Toll-Free number.
• In the event credit card or other form of payment is denied, digitalNRG may discontinue service immediately.  Payment must be made within 5 business days or service may be terminated and a $50 cancellation fee will apply.