Section 1 - Background
By clicking on the ACCEPT button or installing and using the Holaa Services you are entering into a legally binding contract and agree to be bound by the terms and conditions of this Agreement. You hereby agree that this Agreement as updated from time to time covers all your use of the Holaa Services, whether it is from this installation or from any other terminals where Holaa Services have been installed, by you or by third parties.
This Agreement is made between you and Holaa only and not with any of the Channels (defined below). The Holaa Services, including customer support services, are not provided by the Channels but by Holaa, who is solely responsible for them subject to the terms of this Agreement.
You hereby agree to the use of electronic communications in order to enter into this Agreement and associated contracts, place orders and create other records and to the electronic delivery of notices, instructions, policies and records of transactions initiated or completed through the Holaa Services. You hereby waive any rights or requirements which require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent permitted under applicable law.
In general, Holaa Services are open to all ages and users that can accept this Agreement and consent to data use under the Holaa Privacy Statement. But if you reside or are located in a jurisdiction (i) which restricts the ability to enter into agreements such as this Agreement according to age and you are under the relevant age limit, and/or (ii) where it is unlawful to offer or use software for voice or data communications, you may not enter into this Agreement and download, install or use the Holaa Services. You explicitly state that you have verified in your jurisdiction that your use of the Holaa Services is allowed.
Section 2 - Definitions
Channel: any third party physical or virtual shop, store, retailer, kiosk, portal, hardware provider, channel partner or similar vendor and any service provider associated with them, through or from which you download or access any Holaa Services.
Device: any device on which the Holaa Services are installed, accessed and/or used from time to time, including without limitation any type of computer, telephone, mobile phone, PDA, smartphone, tablet, console, set-top box, modem, e-book reader, music or media player, disk drive, camera or any other communications or networking device.
Documentation: any documentation provided by Holaa online or by any other method, including any instructions or policies relating to the use of the Holaa Services.
IP Rights: any and all intellectual and/or industrial property rights, including but not limited to copyrights, designs, database rights, trademarks and patents, as well as know-how and trade secrets (including trade and product names, signs, logos, or banners), whether registered or unregistered, contained in or relating to the Holaa Services, the Documentation or the Holaa Website.
Holaa API: application program interface consisting of the set of routines utilized by the Holaa Services to provide the functionality for a given platform or operating system, the Holaa API being included in or linked to the Holaa Services.
Holaa Services: the facilities and suite of products and applications provided by Holaa under this Agreement including without limitation the software distributed by Holaa, the Holaa API, UI and Documentation, as well as any future programming fixes, updates and upgrades.
Holaa Staff: the officers, directors, employees, agents, consultants and advisors of Holaa or its related companies.
Holaa Website: all elements, content and 'look and feel' of all websites operated by or on behalf of Holaa from which Holaa Services can be downloaded or accessed, including without limitation the URL http://www.holaa.me, as added to or substituted from time to time.
Third Party Service: any product, service, store, website, software and/or other technology owned and controlled by third parties which may be incorporated into or accessible through the Holaa Services or into which the Holaa Services may be incorporated.
UI: the user interface of any Holaa Service.
User Account: the account with user ID and password chosen by or assigned to you for the purpose of installing, accessing or using the Holaa Services.
Section 3 - Holaa Services Licence and Restrictions
Subject to the terms of this Agreement, Holaa hereby grants you a limited, personal, non-commercial, non-exclusive, non-sub-licensable, non-transferrable, non-assignable, free of charge licence to download, install, access and use the Holaa Services on one or more Devices for the sole purpose of using the phone number related applications provided by Holaa and any other applications that may be explicitly provided by Holaa, for personal use.
For the avoidance of doubt, you may use Holaa Services for communication purposes within your work or profession, in accordance with the terms of this Agreement. You will not sell, assign, rent, lease, distribute, export, import, act as an intermediary or provider, or otherwise grant rights or access to third parties with regard to the Holaa Services or any part thereof.
You will not undertake, cause, permit or authorize the copying, modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling, scraping or hacking of the Holaa Services or any part thereof.
The following shall apply to Third Party Services:
any Third Party Service that is incorporated in the Holaa Services is subject to the provisions of this Agreement;
use of Third Party Services may in addition be subject to your signing up for an account with and accepting the terms and conditions of the relevant third party, including provisions relating to processing of personal data which may differ from Holaa’s policies and for which Holaa is not responsible. You acknowledge and agree that you are not entering into a contractual relationship with Holaa or its related companies regarding such Third Party Services and your rights and obligations are exercisable exclusively between you and the applicable third party;
Holaa, in its sole discretion, reserves the right to add or delete features or functions, and/or to provide programming fixes, updates and upgrades, to the Holaa Services. You agree that Holaa has no obligation to make available to you any particular version or element of the Holaa Services and that they are subject to change, termination or suspension for any reason at any time, at Holaa’s discretion, including without limitation for maintenance, changes in applicable laws, requirements of the Channels, Holaa’s business decisions, breach though your User Account of any provision of this Agreement, or of the Documentation or other policies or instructions given from time to time, or for any other reason within or outside Holaa’s control. Holaa will not accept any liability in relation to any loss or damage whatsoever caused by the release and/or the absence of release of new versions of the Holaa Services and/or the suspension or termination of provision of or access to any part of the Holaa Services or this Agreement. You also agree that you may have to enter into a modified version of this Agreement, in order to download, install, access or use a new version of the Holaa Services.
Section 4 - API Licence and Restrictions
Subject to the terms of this Agreement, Holaa hereby grants you a limited, personal, non-commercial, non-exclusive, non-sub-licensable, non-assignable, free of charge licence to use the Holaa API for the sole purpose of enabling your application to connect with Holaa Services, provided that:
all such use of Holaa API is carried out for legitimate purposes and must in no way adversely affect the functionality or performance of the Holaa Services;
you will not remove, overwrite, conceal or otherwise make the UI inaccessible for end users;
you will not use the Holaa API in order to create derivative works based on or competitive with the Holaa Services or the Holaa API;
you will monitor the Holaa Website in order to ensure that you are aware of any changes in the applicable legal documents. In the event you cannot agree on any changes in any applicable legal document, you will immediately cease any and all use of the Holaa API and, where applicable, any and all use of the Holaa Services; and
you agree that your use of the Holaa API will be entirely at your own risk.
Holaa retains all IP Rights in and to the Holaa Services including the Holaa API and any derivative works created therefrom by or for Holaa or its licensors. You retain the intellectual property rights you may have in the applications, materials, products or processes you create which connect to the Holaa Services utilizing the Holaa API. Holaa, its related companies, or any of their licensors, licensees, assigns or successors, shall have no liability for any and all damages, liabilities, causes of action, judgments or claims: (a) pertaining to any intellectual property you develop that is based on, uses, or relates to the Holaa API; and (b) which otherwise may arise in connection with your use of, reliance on, or reference to the Holaa API.
If you are interested in doing anything else than permitted under this Agreement, please do contact Holaa to discuss a possible commercial arrangement. For the avoidance of doubt, any activity not expressly permitted under this Agreement always requires Holaa’s previous written consent.
Section 5 - IP Rights
You acknowledge that all IP Rights in the Holaa Services, Holaa Website, Holaa API, software, networks, systems, content (including advertising content) and all other material provided to or accessible by you in connection with the Holaa Services or Holaa Website, are and shall remain the exclusive property of Holaa and/or its licensors and include materials protected under applicable IP Rights laws in various territories worldwide (whether or not registered). Nothing in this Agreement shall act as a transfer or assignment of any such IP Rights to you, or permit you to use such IP Rights except as provided by Holaa within the Holaa Services. You will not take any action to challenge, jeopardize, limit or interfere with the IP Rights. All IP Rights in and to any third party content, products or services that is not contained within the Holaa Services, but may be accessed through use of the Holaa Services, are the property of the respective owners.
You agree that you will not remove, obscure, make illegible or alter any notices or indications of the IP Rights and/or Holaa’s (or any other person’s) rights and ownership, in whatever form attached to, incorporated in or associated with the Holaa Services, Documentation or any other materials.
Section 6 - Use of the Holaa Services
The Holaa Services are designed to enable you to identify calling numbers contained in your phonebook or of callers who have agreed for their data to be used, look up or block phone numbers, and/or contact with other Holaa Services users.
Holaa cannot guarantee that you will always be able to identify calling numbers, look up or block phone numbers, and/or contact with other persons, or that all look up, blocking or contact requests will always be successful or without disruptions, delays or communications-related errors.
You expressly acknowledge and agree that, although care is taken, Holaa’s database is created from different sources including other users and depends network connectivity, and Holaa cannot therefore guarantee that unwanted calls will be identified or blocked or that names and numbers will always be correctly matched. If you require call blocking or to prevent commercial calls then you should try contacting the caller, reviewing the settings on your Device, and/or registering with services such as Telephone Preference Services which exist in many places in order to prevent commercial cold calls.
You will use the Holaa Services exclusively for lawful purposes. In particular but without limitation you may not (a) intercept, monitor, interfere with or modify any data which is not intended for you, (b) interfere with, hack, disrupt or gain unauthorised access to any network, computer system, database, server or hardware of Holaa or any other person, (c) impersonate any other person or use their User Account or ID, (d) use any type of spider, virus, worm, trojan-horse, time bomb or any other codes or instructions that are designed to attack, distort, delete, damage, disassemble or otherwise interfere with the Holaa Services or network, (e) send any unsolicited commercial communication not permitted by applicable laws, regulations or codes of practice (e.g., spam), (f) collect or harvest personal information from other users (e.g., phishing), (g) harass or threaten any person, (h) expose any person to or provide to Holaa any material or data which is false, offensive, defamatory, harmful to minors, indecent, illegal, in breach of third party rights or otherwise objectionable, or (i) undertake any activity that is in breach of the law, public order, or public morality using the Holaa Services.
Holaa reserves the right to edit, correct, take down, store and/or permanently delete any material posted by you in any user profile, forum, chat or other use of the Holaa Services that Holaa in its discretion deems to be in breach of the above rules or otherwise inappropriate for any reason, or as required by any public authority, and to cooperate with and when requested to do so retain and/or provide such material to any such authority. You understand that sending or posting content referred to in Section 6.4 may result in termination of this Agreement and/or your exclusion from some or all Holaa services.
You must only use the Holaa Services in accordance with the terms of your agreement(s) with your internet service, mobile and fixed line communications provider as applicable. You must not use Holaa Services if they are not permitted by such agreement(s).
You agree that Holaa may impose limits on the use of the Holaa Services and/or terminate your use of the Holaa Services in order to prevent other users receiving too many contact requests, to ensure “fair usage”, and to protect the Holaa Services and networks, in particular if it appears to Holaa that the Holaa Services or networks are being resold or otherwise misused including through their use or access using any software or system not distributed or authorised by Holaa.
You acknowledge that the contents of any communication sent or received using the Holaa Services is exclusively the responsibility of the person from whom such communication or content originated. You will be solely liable if you send or receive content referred to in Section 6.4 and you accept the risk that such content might be sent to you. Holaa will not be liable for any type of communication made by means of the Holaa Services. You may report an infringement of this Agreement or inappropriate content, behaviour or use of the Holaa Services from or by any other user to email@example.com although all decisions on any action to be taken shall be at Holaa’s sole discretion.
Section 7 - Utilization of your Device
You hereby acknowledge and agree that:
the Holaa Services may utilize the processor and bandwidth of any Device used to access or use them;
use of the Holaa Services is currently not subject to any charge from Holaa but may require you to contract, set up and pay for data and/or other communications services from your internet service, mobile or fixed line communications provider, including roaming charges if you are outside your home country. Please check the terms of your agreement with your communications provider before using the Holaa Services as you are solely responsible for all such costs and for selecting and paying for the appropriate Device, data, communications and internet access services and plans you wish to use with the Holaa Services; and
within the Holaa Services Holaa or its third party providers may serve and deliver advertisements to and access, index and record responses made from your Device. Any contacts with advertisers are made at your own discretion and risk and may be subject to their applicable terms of service or sale and privacy policies which are not controlled by Holaa and may differ from Holaa’s policies.
You acknowledge that Holaa will use its commercially reasonable efforts to protect the privacy and proper functioning of your Device and of your communications, but that Holaa does not give any guarantees in this respect.
Section 8 – Holaa Paid Services
Holaa Services are currently free to use (other than third party charges referred to in Section 7). Holaa may introduce paid services in the future but will inform you clearly in advance of such services and charges and will not charge you without your agreement.
Section 9 - Term and Termination
This Agreement will be effective from the date on which you accept it by (i) clicking on the ACCEPT button as stated above, or (ii) your first use of the Holaa Services, and will remain effective until terminated by either Holaa or you as set out below.
Without limiting any other remedies, Holaa may without prior notice to you restrict, suspend or terminate any licences granted hereunder and/or your use of any version or element of the Holaa Services, block access to the Holaa Website and/or suspend or cancel your User Account and/or ID, with immediate effect, if Holaa reasonably believes you have failed to comply with any terms contained in this Agreement, the Documentation and/or Holaa’s other policies or instructions, you have infringed someone else’s rights (e.g. copyrights, other intellectual property, or privacy rights), or engaged in any fraudulent, immoral or illegal activity. Holaa reserves the right to cancel User Accounts that have been inactive for more than six months.
You may terminate this Agreement with immediate effect at any time provided that you meet all the conditions set out in Section 9.4 below.
Upon termination of this Agreement for any reason (a) all licences and rights to use the Holaa Services including the Holaa API shall terminate, and (b) you will cease all use of the Holaa Services, and (c) you will remove the Holaa Services from all Devices, hard drives, networks and other storage media and destroy all copies in your possession or under your control.
HOLAA WILL NOT BE LIABLE FOR ANY DIRECT OR INDIRECT LOSS OR DAMAGE CAUSED BY THE TERMINATION OF THIS AGREEMENT WHETHER OR NOT HOLAA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS.
Section 10 - Representations and Warranties; Indemnification of Holaa
You represent and warrant that you (i) are authorized to enter into this Agreement and comply with its terms, and to use all Holaa Services that you use, (ii) will only provide true, accurate, up to date and complete registration, contact and billing information; and (iii) will at all times comply with your obligations hereunder, as well as any and all applicable laws, regulations and policies.
You agree to indemnify, defend and hold Holaa, its related companies and the Holaa Staff harmless from and against any and all liability and costs, including reasonable attorneys’ fees, in connection with or arising out of the absence, failure or outage of the Holaa Services and/or your (a) breach of any term of this Agreement or any applicable law or regulation, or (b) breach of any rights of any third party, or (c) use or misuse of the Holaa Services, or (d) use and/or modification of the Holaa API and/or any application created using the Holaa API, or (e) contacts made by means of the Holaa Services.
You acknowledge that the Holaa Services may be subject to international rules that govern the export of software. You agree to comply with all applicable international and national laws that apply to the Holaa Services as well as end-user, end-use and destination restrictions issued by national governments or international bodies.
Section 11 - Disclaimer of Warranties
THE HOLAA SERVICES ARE PROVIDED “AS IS”. HOLAA HEREBY EXCLUDES ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, WITH RESPECT TO THE HOLAA SERVICES, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR USE OR ANY PARTICULAR PURPOSE OR REQUIREMENT. HOLAA DOES NOT REPRESENT OR WARRANT THAT THE HOLAA SERVICES WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE AND ERROR-FREE OR WILL OPERATE WITHOUT DATA, FILE OR PACKET LOSS, NOR DOES HOLAA WARRANT ANY CONNECTION TO OR TRANSMISSION FROM THE INTERNET OR ANY FIXED OR MOBILE COMMUNICATIONS NETWORK, OR ANY QUALITY, ACCURACY OR RELIABILITY OF DATA SENT THROUGH THE HOLAA SERVICES.
You agree that the entire risk arising out of the use or performance of the Holaa Services remains with you, to the maximum extent permitted by law.
To the extent that any jurisdiction does not permit any of the exclusions or limitations set out above, some of these exclusions or limitations may not apply to you and Holaa’s liability will in that case be limited as far as possible under applicable law.
Section 12 - Limitation of Liability
YOU AGREE THAT HOLAA, ITS RELATED COMPANIES, ITS LICENSORS AND THE HOLAA STAFF WILL HAVE NO LIABILITY IN CONNECTION WITH OR ARISING FROM YOUR USE OF OR INABILITY TO USE THE HOLAA SERVICES, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER FORM OF LIABILITY, INCLUDING FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOSS OF PROFIT, CONTRACT, BUSINESS, GOODWILL OR DATA, COMPUTER FAILURE OR PECUNIARY LOSS), EVEN IF HOLAA, ITS RELATED COMPANIES OR THE HOLAA STAFF HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING THOSE ARISING FROM OR RELATING TO THE USE OR INABILITY TO USE HOLAA SERVICES TO IDENTIFY OR BLOCK PARTICULAR CALLS.
YOU ALSO AGREE THAT THE CHANNELS ARE NOT RESPONSIBLE FOR AND SHALL HAVE NO LIABILITY WHATSOEVER IN RELATION TO THE HOLAA SERVICES INCLUDING WITHOUT LIMITATION IN RELATION TO THE SALE, DISTRIBUTION OR USE, PERFORMANCE OR NON-PERFORMANCE THEREOF, PRODUCT LIABILITY, THIRD PARTY INTELLECTUAL PROPERTY CLAIMS, NON-COMPLIANCE WITH ANY APPLICABLE WARRANTY, LAW OR REGULATION (INCLUDING CONSUMER PROTECTION AND SIMILAR LEGISLATION), AND ANY CONTENT INCLUDED THEREIN THAT THEY HAVE NOT PROVIDED.
YOUR ONLY RIGHT OR REMEDY WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH THE HOLAA SERVICES IS TO DE-INSTALL AND CEASE USE OF SUCH HOLAA SERVICES, SAVE IN RESPECT OF HOLAA SERVICES PURCHASED FROM A CHANNEL, IN WHICH CASE IF SUCH HOLAA SERVICE FAILS TO COMPLY WITH ANY APPLICABLE WARRANTY, YOU MAY BE ENTITLED TO CONTACT SUCH CHANNEL AND REQUEST A REFUND OF THE PURCHASE PRICE AS ITS EXCLUSIVE OBLIGATION IN ACCORDANCE WITH ITS APPLICABLE TERMS AND CONDITIONS.
HOLAA DOES NOT ENDORSE OR WARRANT AND ACCEPTS NO LIABILITY FOR ANY CONTACT, CORRESPONDENCE, TRANSACTIONS OR LOSS AND DAMAGE THAT MAY ARISE BETWEEN YOU AND ANY THIRD PARTY THROUGH THE HOLAA SERVICES OR HOLAA WEBSITE, WHETHER OR NOT SUCH THIRD PARTY ADVERTISES WITHIN THE HOLAA SERVICES OR HOLAA WEBSITE. YOU ACKNOWLEDGE THAT PARTICULAR CARE IS REQUIRED - AND HOLAA WILL HAVE NO LIABILITY FOR ANY ADVERTISEMENT, ANY INFORMATION TRANSMITTED OVER THE HOLAA SERVICES OR WEBSITE OR ANY DECISIONS MADE - IN CONNECTION WITH ANY FINANCIAL SERVICES OR PRODUCTS.
To the extent that any jurisdiction does not permit any of the exclusions or limitations set out above, some of these exclusions or limitations may not apply to you and Holaa’s liability will in that case be limited as far as possible under applicable law.
Section 13 - General Provisions
Holaa reserves the right to modify this Agreement at any time by notifying you by any reasonable means or by publishing the modified Agreement on the Holaa Website. The modified Agreement shall become effective thirty days from such publication or notification, unless you expressly accept the modified Agreement earlier. Such express acceptance by you, or your continued use of any Holaa Service after expiry of the notice period of thirty days, shall constitute your acceptance to be bound by the terms and conditions of the modified Agreement. You can access the latest version of this Agreement at http://www.holaa.me/terms
Holaa’s privacy statement, available at http://www.holaa.me/privacy, the Documentation, and all other applicable policies and instructions on the Holaa Website or contained within or applicable to the Holaa Services form part of this Agreement.
Should any term or provision hereof be deemed to be invalid, void or unenforceable this shall not affect the other terms of this Agreement, which shall remain in full force and effect.
The failure or delay by Holaa to require performance of any provision hereof shall in no manner affect its right at a later time to enforce such provision, or act as a waiver, unless such waiver is in writing and signed by Holaa.
You cannot assign this Agreement or any rights or obligations hereunder. Holaa may assign this Agreement or any rights or obligations hereunder to any person, without prior notice.
This Agreement shall be governed by and construed in accordance with the laws of the Netherlands, without giving effect to any conflict of laws, but without depriving you of the benefit of any consumer protection rules that must be given to you in accordance with the terms of any international treaty.
Any legal proceedings arising out of or relating to this Agreement will be subject to the jurisdiction of the courts of the Netherlands, district of Rotterdam.