Last modified: November 15, 2022 | Previous versions
Introduction
(A) These RCS Business Messaging Terms of Service ("Additional Terms") are hereby incorporated into the Market Development Agreement entered into by Jibe Mobile, Inc. (a wholly owned subsidiary of Google LLC) and Company (the “Agreement”).
(B) Terms used and not defined in these Additional Terms shall have the same meaning as given to them in the Agreement.
1. Definitions
“3P Services” means (a) any 3P MaaP Platform integrated with RCS by Company; and (b) any product, services and technology (including content) made available by or from any 3P MaaP Platform.
"Company Content" means all content made available by Company to Jibe through RCS Business Messaging including and in connection with Company’s RBM agent(s), including the developer console, APIs, SDKs, and tools that enable RCS Business Messaging. For clarity, “Company Content” includes all content made available by any third party that Company approves or otherwise authorizes to use RCS Business Messaging under these Additional Terms.
"Company Services" means (a) Company’s products, services, and technology (including Company Content) that you make available, integrate, or use in conjunction with RCS Business Messaging; and (b) any integrations that Jibe may enable using Company’s mobile network infrastructure. For clarity, “Company Services” includes all products, services, and technology made available, integrated, or used in conjunction with RCS Business Messaging by any third party that Company approves or otherwise authorizes to use RCS Business Messaging under the Agreement.
“Policies” means policies for RCS Business Messaging as provided to Company by Jibe or Jibe’s affiliate(s), including the policies referenced in Section 2.1 and the Communication Services (as defined in the Acceptable Use Policy) policies.
2. Applicable Terms; Modifications
2.1 Incorporation by Reference. In order to access, use or make available RBM, Company agrees to comply (and shall ensure its Customers or Developers (as applicable) comply) with the following terms which are hereby incorporated by reference into these Additional Terms:
(a) General APIs Terms of Service. The General API Terms located at https://developers.google.com/terms/ (as such URL may be updated from time to time).
(b) Google API Services User Data Policy. The Google API Services User Data Policy located at https://developers.google.com/terms/api-services-user-data-policy (as such URL may be updated from time to time).
(c) Acceptable Use Policy. The acceptable use policy located at https://developers.google.com/business-communications/support/aup (as such URL may be updated from time to time) excluding the “Content policies” section other than the terms related to prohibited political content, and including the additional terms in Section 2.2 (Additional Acceptable Use Policy Terms) below (collectively, “Acceptable Use Policy”).
For the purposes of the Agreement and these Additional Terms, any references to Google LLC in the terms located at any of the URLs referenced in this Section 2.1 will be deemed references to Jibe, and any references to “you” and “your” will be deemed references to Company.
2.2 Additional Acceptable Use Policy Terms. Company will require its Customers or Developers (as applicable) to agree not to, and not to allow third parties to, use the Jibe Services:
(a) to engage in, facilitate, or promote the violation of the legal rights of others; including allowing Customer or Developer (as applicable) End Users to infringe or misappropriate the intellectual property rights of others in violation of the Digital Millennium Copyright Act; and committing acts of defamation;
(b) for any fraudulent or invasive activity;
(c) to engage in, facilitate, or promote terrorism, or to allow terrorist organizations to use the Jibe Services;
(d) to engage in, facilitate, or promote serious harm to individuals or groups of individuals, including promoting or condoning violence or inciting hatred against protected groups;including credible threats of violence against individuals; distributing sensitive personally identifiable information without the subject’s consent; distributing private sexually explicit images or videos without the subject’s consent; and distributing compromising personal information about an individual and extorting the individual for its removal; or
(e) to access any other Google or Jibe product or service in a manner that violates the terms of service of such other Google or Jibe product or service.
2.3 Order of Precedence. To the extent there are any conflicts, the following order of precedence will apply:
(a) Acceptable Use Policy;
(b) all other Additional Terms;
(c) General API Terms; and
(d) Google API Services User Data Policy.
2.4 Modifications to These Terms. Jibe may make changes to these Additional Terms (including the Acceptable Use Policy) from time to time. Unless otherwise noted by Jibe, material changes to these Additional Terms will become effective 30 days after they are posted, except if the changes apply to new functionality in which case they will be effective immediately.
3. RBM
3.1 Beta Features. Some features of RCS Business Messaging are identified as "Beta" or otherwise unsupported or confidential (collectively, "Beta Features"). Company may not disclose the terms or existence of any non-public Beta Features.
3.2 Minimum Requirements.
(a) Minimum Requirements.
(i) Accurate Information. Company must provide honest, complete, and accurate information in connection with RCS Business Messaging, including to third parties.
(ii) Compliance with Policies. Company must comply with all applicable Policies. Jibe may reject or remove Company Services (or parts thereof), 3P Services and/or settings and other decisions Company makes through the RCS Business Messaging developer console, including those where Company was assisted by any Jibe-provided features, at any time if it doesn’t comply with the Policies.
(iii) Compliance Certification. Company may be required to certify compliance with the requirements from time to time, and as may be described in the Policies.
(iv) Access Denial. Access to RCS Business Messaging may be denied if Company fails to satisfy the requirements at any time.
(v) Suspension. If Company or Jibe becomes aware of a violation of our Communication Services policies by an RBM agent, Company may (or if requested by Jibe, Company will) immediately suspend that RBM agent. The RBM agent may be reactivated if Company establishes the agent’s compliance with the Communication Services policies within a reasonable timeframe of such agent being noncompliant. If a developer has a suspended agent(s), Company will not approve any additional RBM agent(s) until all suspended RBM agent(s) for that developer are corrected (according to the Communication Services documentation and any other requirements provided by Jibe) and reactivated by Company following such correction. If the developer fails to correct a noncompliant RBM agent(s) within the required timeframe and/or has multiple agent noncompliance violations, Company may (or if requested by Jibe, Company will) immediately suspend that developer’s account and all of its RBM agents without any warning. The foregoing is in addition to the other suspension rights that Jibe may exercise or remedies that Jibe may pursue.
(b) Cooperation; Right to Review Spam Activity. Company will cooperate if Jibe or its partners seek to gather information about Company or Company Services to verify identity, confirm compliance with requirements, for quality assurance purposes, or as required to operate RCS Business Messaging. Company hereby permits Jibe to review its activity (including any activity of its RBM agents) and/or end user spam reports associated with Company’s activity, and agrees to provide reasonable assistance to Jibe in this regard.
(c) Privacy; Your Terms. Company will obtain and maintain any required consents necessary to permit the processing of personal data under these Additional Terms. Company will present or make available to each End User (in relation to RCS Business Messaging) an accurate, legally compliant, privacy policy and terms of service for its services associated with RCS Business Messaging, including its RBM agents. Such privacy policy and/or terms of service must (i) ensure the End User authorizes Jibe to conduct the data processing activities contemplated under these Additional Terms; and (ii) not conflict with or supersede these Additional Terms in any way.
3.3 Prohibited Actions. In connection with RCS Business Messaging, Company will not, and will not authorize any third party to:
(a) generate automated, fraudulent or otherwise invalid activity (including queries, clicks or conversions);
(b) conceal ad- or transaction-related activity that must be disclosed;
(c) attempt to interfere with the proper functioning of RCS Business Messaging;
(d) collect or use personal and confidential information, such as national identification number or social security number, payment and financial data (e.g., credit card and bank account numbers), log-in credentials, passwords, or answers to security questions, provided that the foregoing does not exclude the use of two factor authentication or provision of single use passwords with end user consent in compliance with applicable law;
(e) use any information about users' online or offline state for any reason except to directly provide the services to the user, and under no circumstances in a manner that may surprise or disturb a user (including, but not limited to, sending a promotion or advertisement based on them coming back online); or
(f) use or share user data without specific user consent for the specific use of that data.
3.4 Instruction to Send and Receive Messages. In connection with Company’s use of RCS Business Messaging to contact and/or message end users based on phone number and/or by providing any mobile or other telephone number to Jibe in connection with RCS Business Messaging, Company: (i) represents and warrants that it has been duly authorized by the subscriber of record to contact and/or message that telephone number, and (ii) expressly instructs and authorizes Jibe and its representatives to send messages (e.g., SMS, MMS, RCS messages) to that telephone number on Company’s behalf in connection with RCS Business Messaging.
4. Company Authorization to Jibe
Company authorizes Jibe and its Affiliates to use and disclose information relating to Company Services, including to: (i) meet any applicable legal obligation, including enforceable government requests; (ii) enforce the RBM Terms and investigate potential violations; (iii) detect, prevent, review or otherwise address abuse, fraud, security or technical issues; or (iv) protect against harm to the rights, property, or safety of Jibe, our users, or the public as required or permitted by law.
5. Your Responsibilities.
You are solely responsible for:
(a) Your Services, including any reselling of RCS Business Messaging, including customer service and claims, and communications and reporting among the individuals and entities involved in providing Your Services;
(b) settings and other decisions you make through the RCS Business Messaging developer console, including those where you were assisted by any Jibe-provided features; and
(c) your use of RCS Business Messaging (including your safeguarding of accounts, usernames, and passwords).
6. Representations and Warranties
Company represents and warrants that:
6.1 Rights in Company Content and Company Services. Company has and will retain all necessary rights to grant the licenses in the Agreement and to provide Company Services through RCS Business Messaging.
6.2 Accurate Information. All information and authorizations provided by Company are complete, correct, and current.
6.3 Compliance with Laws. Company will comply with all applicable laws, rules, and regulations in connection with RCS Business Messaging (including but not limited to any applicable opt-in/opt-out messaging requirements).