# Proactive Improvements OÜ Terms of Use Last updated on 21 May 2021 The following terms of use govern all use of our websites, including https://proactive.im, https://fonetify.com, browser extensions, including Fonetify, applications, and all content, services and products available at or through our websites, browser extensions, applications (taken together, the “Services”). The Services is owned and operated by Proactive Improvements OÜ (the “Company”, “we”, “us”, “our”). The Company offers the Services, including all information, tools and services available from our websites, browser extensions, applications to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here. By visiting our websites, using our browser extensions, applications and/or purchasing something from us, you engage in our “Service” and agree to be bound by the following terms and conditions (“Terms of Use”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Use apply to all users of the Services, including without limitation users who are browsers, vendors, customers, merchants, and/or contributors of content. Please read these Terms of Use carefully before accessing or using our website. By accessing or using any part of the Services, you agree to be bound by these Terms of Use. If you do not agree to all the terms and conditions of this agreement, then you may not access our websites, browser extensions, applications or use any services. If these Terms of Use are considered an offer, acceptance is expressly limited to these Terms of Use. Any new features or tools which are added to the Services shall also be subject to the Terms of Use. You can review the most current version of the Terms of Use at any time on this page. We reserve the right to update, change or replace any part of these Terms of Use by posting updates and/or changes to our Services. It is your responsibility to check this page periodically for changes. Your continued use of or access to the Services following the posting of any changes constitutes acceptance of those changes. By agreeing to these Terms of Use, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use the Services. A breach or violation of any of the Terms will result in an immediate termination of your Services. ## General Conditions The Services may be used by you only for your personal, non-commercial use in accordance with these Terms of Use. Unless otherwise explicitly stated herein, nothing contained in these Terms of Use shall be construed as conferring by implication or otherwise any license or right to use any trademark, patent, design right, copyright or other intellectual property rights of the Company. You agree not to modify, copy, reproduce, duplicate, republish, sell, resell, exploit, reverse engineer (except to the extent permitted by law), disassemble, create derivative works, or distribute in any way any portion of the Services or any materials provided in the Service, use of the Services, or access to the Services or any contact on our websites, browser extensions, applications through which the service is provided, other than as permitted under these Terms of Use without express written permission by us. We reserve the right to refuse service to anyone for any reason at any time. You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks. The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms. ## Your Account In order to access the Services you may be asked to create an Proactive Account (an “Account”). You must be at least 16 years of age to create an Account, and if you are between 16 and 18 years of age, you must get your parents’ or legal guardians’ consent prior to creating such Account. With regard to your registration for an Account, you acknowledge and agree that you will (a) provide true, accurate, current, and complete information as requested by the registration form, and (b) maintain and update this registration information to keep it true, accurate, current, and complete. You are responsible for maintaining the confidentiality of your password and for restricting unauthorized access to your computer, and you hereby accept sole responsibility for all activities that occur under your Account, unless as otherwise specified hereunder. When you choose an account name or other nickname for our Services, we ask that you do not use your own or another person´s real name, or a name protected by copyright or trademark. You acknowledge and agree that, to the fullest extent permissible under applicable law, you shall have no ownership or other interest in your Account, and you further acknowledge and agree that all rights in and to the Account are owned by and inure to the benefit of the Company. ## Accuracy Completeness and Timeliness of Information We are not responsible if information made available on the Services is not accurate, complete or current. The material on the Services is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on the Services is at your own risk. The Services may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of the Services at any time, but we have no obligation to update any information on our Services. You agree that it is your responsibility to monitor changes to our Services. ## Modifications to the Service and Prices Prices for our products and services are subject to change without notice. We reserve the right at any time to modify or discontinue the Services (or any part or content thereof) without notice at any time. We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Services. ## Products or Services Certain software products, digital content, content subscriptions, virtual currency, in-app content, physical goods such as merchandise or any other physical or digital product or service (each a “Content“) may be available exclusively online through our websites, browser extensions, applications. These products or services may have limited quantities and are subject to return or exchange only according to our Refund Policy. We have made every effort to display as accurately as possible the colors and images of our products that appear at our store. We cannot guarantee that your computer monitor's display of any color will be accurate. We reserve the right, but are not obligated, to limit the sales of our products or services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products, services or pricing are subject to change at anytime without notice, at the sole discretion of us. We reserve the right to discontinue any product, service at any time. Any offer for any product or service made on this site is void where prohibited. We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Services will be corrected. ## Delivery of a Content The Company will strive to deliver properly ordered digital content to you within a reasonable amount of time. However, occasionally, technical problems and/or a manual review of the order may delay or prevent delivery of the ordered digital content. Your remedy with respect to a digital content that is not delivered within a reasonable amount of time is to either receive a replacement of such digital content, or a refund of the purchase price paid for such a digital content. Our obligation to deliver the digital content to you shall be complete at such time as, and place where, you first receive the downloaded digital content. Furthermore, the Company will not supply any products or services to you until your credit card issuer has authorized the use of your card for payment of the digital content ordered. The Company will strive to deliver all properly ordered physical goods to you within a reasonable amount of time. When electing the International Standard shipping method we ask you to allow up to three (3) weeks after you receive the confirmation email for your purchase to be delivered. If after three (3) weeks, you have not received your order, please contact our support. ## Payment Methods When you purchase a Content via our store, you may pay for your purchase using the payment method (the “Payment Method”) that the Company identifies on our store. Please note that you will be bound by your chosen Payment Method provider's terms and conditions. Please contact such third party should you have any questions regarding your chosen Payment Method provider‘s terms and conditions. ## Accuracy of Billing and Account Information We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the email and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors. You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed. ## Refund Policy The Company does not offer refunds for a Content purchased through our store unless as otherwise specified herein and subject to any rights you may have under applicable law. In case of damaged goods, goods of unsatisfactory quality or goods in an unsellable condition please contact our support for information on refunds. Any such requests will be dealt by the Company on its sole discretion. However, if we issue a refund in one instance, we are under no obligation to issue the same refund in the future. If you reside in the EU/EEA, you have the right to withdraw from a purchase of a Content within fourteen (14) days without giving reason. The withdrawal period expires fourteen (14) days from the day the Content was delivered to you. In order to exercise your right of withdrawal, please contact us. In order for you to meet the withdrawal deadline, it is sufficient that you send us your communication concerning the exercise of the right of withdrawal before the withdrawal period has expired. Please note that if you choose to exercise the right of withdrawal, you bear the cost of returning the goods to us. If you decide to withdraw from the purchase, we will refund to you all payments received from you without undue delay and in any event no later than fourteen (14) days from the day on which we are informed about your decision to withdraw from the purchase. The refund will be done by the same Payment Method as you used for your purchase. Please note that you will lose your right of withdrawal for purchased digital content as soon as you have expressly consented to the performance of the digital content and have acknowledged that you will therefore lose your right to withdraw from the contract, and/or as soon as and have started to download and/or use such digital content on your computer or personal device, whichever occur first. ## Optional Tools We may provide you with access to third-party tools over which we neither monitor nor have any control nor input. You acknowledge and agree that we provide access to such tools “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools. Any use by you of optional tools offered through the Services is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s). We may also, in the future, offer new services and/or features through the Services (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Use. ## Third Party Links Certain content, products and services available via our Services may include materials from third-parties. Third-party links on the Services may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties. We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party. ## User Comments Feedback and Other Submissions If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, “comments”), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any comments that you forward to us. We are and shall be under no obligation (1) to maintain any comments in confidence; (2) to pay compensation for any comments; or (3) to respond to any comments. We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Use. You agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Services or any related website. You may not use a false email address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party. ## Personal Information Your submission of personal information through the Services is governed by our Privacy Policy at https://proactive.im/privacy-policy Our Privacy Policy explains the way we handle and protect your personal data in relation to your use and browsing of the Services. By agreeing to the present terms and conditions and to be able to use the Services, you also agree to our Privacy Policy. ## Errors Inaccuracies and Omissions Occasionally there may be information on our websites, browser extensions, applications that contains typographical errors, inaccuracies or omissions that may relate to product/service/Content descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Services or on any related website is inaccurate at any time without prior notice (including after you have submitted your order). We undertake no obligation to update, amend or clarify information in the Services or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Services or on any related website, should be taken to indicate that all information in the Services or on any related website has been modified or updated. ## Prohibited Uses In addition to other prohibitions as set forth in the Terms of Use, you are prohibited from using the Services or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Services or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Services or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Services or any related website for violating any of the prohibited uses. ## Disclaimer of Warranties Limitation of Liability We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free. We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable. You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you. You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided “as is” and “as available” for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement. In no case shall the Company, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law. ## Indemnification You agree to indemnify, defend and hold harmless the Company and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach of these Terms of Use or the documents they incorporate by reference, or your violation of any law or the rights of a third-party. ## Electronic Communications When you visit our websites, use the Services, or send emails to us, you are communicating with us electronically. You consent to receiving communications from us electronically in order to answer your inquiries or comments, to provide you with an invoice, or with general information regarding the Services. We will communicate with you by email or by posting notices on our websites or on the Communication Facilities. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. ## Equitable Remedies You agree that the Company would be irreparably damaged if the terms of these Terms of Use were not specifically enforced, and therefore you agree that the Company shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of these Terms of Use, in addition to such other remedies the Company may otherwise have available under applicable laws. This section shall survive the termination of these Terms of Use. ## Severability In the event that any provision of these Terms of Use is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Use, such determination shall not affect the validity and enforceability of any other remaining provisions. ## Cancellation and Termination These Terms of Use are effective unless and until terminated by either you or us. You may cancel your Account and terminate these Terms of Use at any time by notifying us that you no longer wish to use the Services. Upon termination of the Services by either party for any reason: * the Company will cease providing you with the Services and you will no longer be able to access your Account; * unless otherwise provided in the Terms of Use, you will not be entitled to any refunds of any fees, pro rata or otherwise; * any outstanding balance owed to the Company for your use of the Services through the effective date of such termination will immediately become due and payable in full. If you purchased a subscription through the Company, upon cancellation your subscription will no longer be automatically renewed. If at the date of termination of the Services, there are any outstanding fees owing by you, you will receive one final invoice via email. Once that invoice has been paid in full, you will not be charged again. We reserve the right to modify or terminate the Services, the Terms of Use and/or your Account for any reason, without notice at any time (unless otherwise required by applicable law). Termination of the Terms of Use shall be without prejudice to any rights or obligations which arose prior to the date of termination. Without limiting any other remedies, the Company may suspend or terminate your Account if we suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the use of the Services. Any money you have paid for any Content are not subject to return in case of termination of a website, browser extension, application or service, or any termination due to your non-compliance with these Terms of Use. ## Entire Agreement The failure of us to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision. These Terms of Use and any policies or operating rules posted by us on this page or in respect to the Services constitutes the entire agreement and understanding between you and us and govern your use of the Services, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Use). Any ambiguities in the interpretation of these Terms of Use shall not be construed against the drafting party. ## Governing Law These Terms of Use and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of Männimäe, Pudisoo küla, Kuusalu vald, Harju maakond, 74626, Estonia. ## Changes to Terms of Use You can review the most current version of the Terms of Use at any time at this page. We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Use by posting updates and changes to our websites. It is your responsibility to check our websites periodically for changes. Your continued use of or access to our websites or the Services following the posting of any changes to these Terms of Use constitutes acceptance of those changes. ## Contact Information Questions about the Terms of Use should be sent to us at info@proactive.im