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Terms of Use and Account Security

1.1 UmyoSMS Terms of Use: An Agreement for Seamless Service Usage

Discover the Terms of Use agreement between you and UmyoSMS, which governs your utilization of the UmyoSMS website (, the UmyoSMS mobile app, and other related services. This comprehensive agreement includes the UmyoSMS Privacy Policy, Terms and Conditions, Anti-Spam Policy, Acceptable Use Policy (AUP), and UmyoSMS Autopay Program Terms of Authorization. By accessing the UmyoSMS Platform, using the Services, signing a sales order form, or indicating your agreement, you consent to comply with this Agreement. Embrace the benefits of UmyoSMS Services, available in the United States and Canada.

1.2 Account Security: Safeguarding Your UmyoSMS Account

Protecting your login credentials and ensuring authorized access are paramount. Take charge of your account’s security by promptly notifying UmyoSMS at if you suspect any unauthorized use or security breaches. While UmyoSMS will assist in changing your credentials, it is important to note that UmyoSMS holds no liability for any loss or damage resulting from unauthorized use. Provide accurate and up-to-date information when creating your account, and promptly update it to ensure accuracy. UmyoSMS reserves the right to disallow, cancel, remove, or reassign certain usernames as deemed necessary. In its sole discretion, UmyoSMS may suspend or terminate your account for violations of the Agreement, harm to the Platform, Website, or Services, infringement of third-party rights, damage to UmyoSMS’s reputation, or violations of applicable laws or regulations. Termination of your account may occur without notice or liability if messages sent to the provided mobile numbers are undeliverable.

2.0 UmyoSMS Mobile Terms of Service: Short Codes, Charges, Opt-Out, and Coverage

2.1 SMS Short Code: Boost Engagement with UmyoSMS Short Codes

In this section, we will discuss the use of SMS short codes provided by UmyoSMS. SMS short codes are 5 or 6-digit phone numbers that allow you to send text message coupons, offers, promotions, and other messages to your customers or target audience. UmyoSMS will provide you with a dedicated short code for your mobile messaging program, unless otherwise specified in writing. If you have any questions or need assistance regarding the services provided by this short code, please reach out to us at

2.2 Messaging Charges: Understand Standard Rates for UmyoSMS Services

It’s important to be aware that standard message and data rates may apply to users sending or receiving SMS, MMS, RCS, and other messages through the UmyoSMS platform. These charges are typically determined by the user’s mobile service provider. It is recommended to inform your users about potential charges they may incur when engaging with your mobile messaging program.

2.3 Opt-Out Procedures: Easily Unsubscribe from UmyoSMS Messages

As a sender of UmyoSMS messages, it is crucial to provide recipients with a straightforward way to opt out or unsubscribe from receiving further messages. You must clearly communicate to your recipients that they can cancel receipt of the messages at any time by texting “STOP” to the originating telephone number or shortcode. Once a recipient sends the “STOP” message, we will send a confirmation message to acknowledge their unsubscription. From that point forward, the recipient will no longer receive any messages from UmyoSMS. Additionally, if a recipient wishes to unsubscribe from a specific text word, they can text “STOP” followed by the textword to the originating telephone number or shortcode. It’s your responsibility to notify your recipients about these opt-out procedures prominently.

2.4 Assistance and Support: Access Help for UmyoSMS Mobile Services

At UmyoSMS, we value customer satisfaction and aim to provide comprehensive assistance and support for our mobile messaging services. If you or your recipients ever need help or have questions regarding the supported keywords or how to use our service, simply text “HELP” to the originating telephone number or shortcode. Upon receiving the “HELP” message, we will promptly respond with instructions on how to use our service effectively and how to unsubscribe if needed. Make sure to inform your recipients about this helpful feature and how they can access support when required.

2.5 Extensive Coverage: UmyoSMS Messaging Services for the United States and Canada

UmyoSMS offers broad messaging coverage across the United States and Canada, allowing you to reach a wide audience with your mobile messages. Our services are supported by numerous wireless carrier networks, ensuring widespread availability and reliability. To stay updated on the carriers currently supporting UmyoSMS services, please contact us at It’s important to note that UmyoSMS reserves the right to modify the carriers used for providing our services. Currently, we support major American carriers such as AT&T, Verizon Wireless, Sprint, T-Mobile, Alltel, Boost Mobile, and Virgin Mobile, as well as various minor carriers.

2.5.3 Canadian Carriers: Extensive Reach with UmyoSMS Services

Expand your reach in Canada with UmyoSMS, as we support major Canadian carriers such as Bell (including NorthernTel, Solo Mobile, and Telebec), Fido, MTS, Rogers, SaskTel, Telus (including Koodo Mobile and Public Mobile), Videotron, Virgin Mobile, and Wind. Benefit from seamless communication and engagement with your Canadian audience through our reliable network.

2.5.4 MMS Coverage: Enhance Messaging Experience with MMS Support

Unlock the power of multimedia messaging with UmyoSMS. Our MMS coverage is provided by leading American carriers including AT&T, Verizon Wireless, Sprint, and T-Mobile. Experience enhanced messaging capabilities, allowing you to engage with your audience through rich media content, images, and videos.

2.6 Efficient Support: Get Assistance When You Need It

UmyoSMS is committed to providing exceptional customer and technical support. Our support team is available during normal business hours, defined as 9am to 5pm Eastern Standard Time, Monday through Friday. Rest assured that your inquiries and concerns will be addressed promptly and professionally. Even on holidays or outside normal business hours, any calls received will be handled on the following business day.

2.7 Compliance with CTIA Guidelines: Following Industry Best Practices

UmyoSMS adheres to the guidelines set forth by the Cellular Telecommunications Industry Association‎ (CTIA). By utilizing our Services, you agree to comply with the CTIA’s “Best Practices” and the “Short Code Monitoring Handbook” available at We prioritize industry standards and strive to provide a secure and reliable messaging platform.

2.8 Agreement Prevails: Resolving Conflicts with CTIA Guidelines

In the event of any conflict between the terms outlined in this document and the CTIA Guidelines, this document will take precedence. We ensure clarity and consistency by maintaining the authority of our Agreement in addressing any discrepancies that may arise.

2.9 Compliance and Limitations: Promoting Responsible Use

As a responsible user of the UmyoSMS Website, Platform, and Services, it is essential to abide by certain restrictions. In addition to other terms outlined in this Agreement, you agree not to engage in activities that violate our terms, including any attempts to: [remaining content is missing]

2.9.1 Software and Code Integrity: Respect Software Protection

Respect the integrity of the UmyoSMS Website, Platform, and Services by refraining from deciphering, decompiling, disassembling, or reverse engineering any of the software or source code comprising or making up these components. Our software and code are proprietary and protected, and any unauthorized attempts to access or manipulate them are strictly prohibited.

2.9.2 Preserving Functionality: Ensure Proper Functioning

Maintain the proper functioning of the UmyoSMS Website, Platform, and Services by refraining from using any device, software, or routine that may interfere or attempt to interfere with their operation. We strive to provide a seamless user experience, and any actions that disrupt or hinder the functioning of our systems are prohibited.

2.9.3 Material Integrity: Respect Content Availability

Respect the content made available by UmyoSMS on the Website, Platform, or Services by refraining from deleting or altering any of the materials. We take great care in providing valuable and relevant information, and any unauthorized modifications to the content undermine its integrity and accessibility.

2.9.4 Proper Linking: Comply with Linking Guidelines

When linking to materials or information available on the UmyoSMS Website, Platform, or Services, ensure compliance with our guidelines. Unless otherwise agreed with UmyoSMS, refrain from framing or linking to these resources in a manner that may misrepresent or exploit their content.

2.9.5 Trademark Usage: Authorized Trademark Use Only

Utilize UmyoSMS trademarks and content in a manner that is expressly authorized by this Agreement. Any use or exploitation of our trademarks or content without proper authorization is prohibited and may infringe upon our intellectual property rights.

2.9.6 Respect System Boundaries: Avoid Unauthorized Access

Respect the boundaries of the UmyoSMS Website, Platform, and Services by refraining from accessing, tampering with, or using non-public areas of our systems or the technical delivery systems of our providers. Unauthorized access or tampering undermines the security and stability of our infrastructure.

2.9.7 Accurate Information: Provide Genuine Personal Information

Provide accurate and truthful personal information to UmyoSMS. Avoid providing false or misleading information that may hinder our ability to deliver our Services effectively.

2.9.8 Identity Integrity: Maintain Authenticity

Maintain authenticity and refrain from creating false identities or impersonating others when using the UmyoSMS Website, Platform, or Services. We value genuine interactions and expect users to uphold their true identity.

2.9.9 Inclusive Environment: Encourage Usage

Promote an inclusive environment by refraining from restricting, discouraging, or inhibiting any person from using the UmyoSMS Website, Platform, or Services. We aim to foster a welcoming and accessible community for all users.

2.9.10 Commercial Usage: Obtain Prior Authorization

Obtain prior express written consent from UmyoSMS before using the Website, Platform, or Services for any commercial or unauthorized purpose. We maintain control over the authorized usage of our Services to ensure their integrity and compliance with applicable terms.

2.9.11 Unauthorized Access: Respect System Security

Refrain from gaining unauthorized access to the UmyoSMS Website, Platform, or Services, including personally identifiable information. Any attempts to breach our security measures or access restricted areas are strictly prohibited.

2.9.12 Prohibited Content: Avoid Posting Prohibited Content

Respect our guidelines by refraining from posting any content that falls under the category of Prohibited Content. We maintain certain standards to ensure a safe and respectful environment for all users.

2.9.13 Malicious Code: Protect System Integrity

Safeguard the integrity and functionality of the UmyoSMS Website, Platform, or Services by refraining from posting any virus, worm, spyware, or other computer code or program that may disrupt, impair, or damage our systems or the equipment connected to them.

2.9.14 Compliance with Laws and Terms: Uphold Legal and Agreement Requirements

Abide by all applicable federal, state, and local laws and regulations, as well as the terms outlined in this Agreement. Your usage of the UmyoSMS Website, Platform, or Services should be in compliance with these legal and contractual requirements.

2.9.15 Prohibited Assistance: Do Not Enable Unauthorized Activities

Refrain from assisting or permitting any person in engaging in any of the activities described above. Uphold the principles of responsible use and discourage any actions that violate the terms and spirit of this Agreement.

2.10. External Sites: Caution and Responsibility

Exercise caution when accessing external websites or online properties linked to the UmyoSMS Website, Platform, or Services. These external sites, collectively referred to as “External Sites,” are not owned or controlled by UmyoSMS. We do not develop or provide the content found on External Sites and cannot guarantee the accuracy or integrity of their materials. If you have any concerns regarding the content on External Sites, please contact the respective site administrator or webmaster. It is essential to take precautions when downloading files from any website to protect your devices from viruses or other harmful programs. Accessing External Sites is done at your own risk, and you are solely responsible for complying with any terms of service or similar terms set by the External Site in connection with your use of their services.

3.0 Content

3.1 Content Definition: Your Data and Responsibility

The term “Your Content” refers to the data that you request SlickText to store, process, deliver, or transmit to end-users. By providing Your Content, you represent the following:

3.1.1 Ownership and Permissions: You hold ownership and/or have obtained the necessary licenses and clearances to distribute Your Content to mobile devices and, if applicable, through other agreed-upon means between you and UmyoSMS. You affirm that Your Content does not infringe upon the rights of any third party, including intellectual property rights, trade secret rights, privacy rights, or similar rights.

3.1.2 Compliance with Carriers and Aggregators: Your Content adheres to the standards set by mobile carriers and aggregators. Specifically, Your Content is not libelous, defamatory, inaccurate, sexually explicit, unlawful, obscene, false, misleading, racially or ethnically offensive, or otherwise objectionable.

3.1.3 Adherence to Guidelines: Your Content complies with the current guidelines (referred to as the “Guidelines”) established by UmyoSMS.

3.1.4 Legal Compliance: Your Content, including its storage, processing, delivery, and transmission, does not violate any laws or regulations in the United States, Canada, your home jurisdiction(s), or any other jurisdiction where Your Content is stored, processed, delivered, or transmitted.

3.2 Prohibited Content: Guidelines for UmyoSMS Content Usage

UmyoSMS prohibits the use of its Platform and Services for specific text programs and content referred to as “Prohibited Content.” This includes but is not limited to content related to sex, hate speech, discriminatory speech, alcohol, firearms, tobacco, vaping, CBD products, illegal drugs, depictions or endorsements of violence, adult or inappropriate content, profanity, loans (such as payday loans, short-term loans, mortgage loans, and student loans), debt, debt relief, debt consolidation, debt reduction, credit, credit repair, taxes, tax relief, work from home opportunities, donations, and medication. By providing Your Content, you confirm that it does not relate to Prohibited Content. It’s important to note that previous communication of Your Content through our Services does not imply UmyoSMS’s agreement to allow that content on the Platform or to communicate it in the future. If Your Content relates to Prohibited Content, you may not use the Services unless otherwise agreed upon in writing by UmyoSMS, which may be granted or denied at our sole discretion. UmyoSMS reserves the right to refuse, suspend, or terminate Services, campaigns, text programs, or accounts at any time and without prior notice if, in UmyoSMS’s sole discretion, they relate to Prohibited Content or any other content deemed unacceptable by UmyoSMS. Furthermore, if any carrier, regulator, CTIA, or similar body objects to Your Content, UmyoSMS reserves the right to suspend or terminate the provision of Services, even if previous permission had been granted.

3.3 Protection Against Viruses: Your Content Responsibility

You agree that Your Content will not contain any Malicious Code. “Malicious Code” refers to computer software, code, or other instructions intended to gain unauthorized access to, prevent authorized access to, damage, disable, or degrade the performance of computer systems or data. This includes, but is not limited to, software, code, or instructions commonly referred to as “viruses,” “worms,” “Trojan horses,” and “spyware.”

3.4 Reinstatement of Content: Collaboration and Compliance

In the event that UmyoSMS deletes or refuses to transmit any of Your Content, including Prohibited Content, UmyoSMS will, where permitted by law, contact you to inform you of the issue. If the issue is correctable and allowed by law, UmyoSMS, at its sole discretion, may work with you to complete the campaign.

3.5 UmyoSMS Permissions to Use Your Content: Alteration and Transmission

You hereby grant UmyoSMS permission to alter and encode Your Content into other formats, store, process, and transmit it via third parties to mobile devices, and optionally, any other devices and means of viewing agreed upon by You and UmyoSMS.

3.6 Third Party Intellectual Infringement Policy: UmyoSMS Guidelines

3.6.1 Intellectual Property Policy. UmyoSMS’s policy regarding intellectual property is as follows: (i) Upon receiving notice from an intellectual property owner or their agent, UmyoSMS will in good faith remove or disable access to material that is believed to infringe the intellectual property of a third party, which is made available on the Website or through the Service. (ii) UmyoSMS will remove any content made available through the Website or Services by “repeat infringers.” A “repeat infringer” is defined as a user who has uploaded content to the Website or Services and has received more than two compliant takedown notices under 17 U.S.C. § 512 regarding such content. However, UmyoSMS has the discretion to terminate the account of any user after receiving a single notification of claimed infringement or upon UmyoSMS’s own determination.

3.6.2 Reporting Claimed Infringement Procedure. If you believe that any content made available on or through the Website or Services has infringed upon your intellectual property rights, please promptly send a “Notification of Claimed Infringement” to the designated agent identified below. Your notification must include the following information:

i. A physical or electronic signature of a person authorized to act on behalf of the owner of the allegedly infringed exclusive right.

ii. Identification of the copyrighted works or materials being infringed, or a representative list if multiple works are covered.

iii. Identification of the material claimed to be infringing or the subject of infringing activity, along with information to locate the material.

iv. Contact information, including address, telephone number, and, if available, an email address.

v. A statement affirming your good faith belief that the use of the material is not authorized by the copyright owner, its agent, or the law.

vi. A statement that the information provided is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of the allegedly infringed exclusive right.

3.6.3 Designated Agent Contact Information. UmyoSMS’s designated agent for receiving Notifications of Claimed Infringement can be contacted via email at:

3.6.4 Counter Notification. If you receive a notification from UmyoSMS stating that your content has been subject to a Notification of Claimed Infringement, you have the right to provide a “Counter Notification” to UmyoSMS’s Designated Agent. To be effective, the Counter Notification must be in writing, include your physical or electronic signature, identify the removed material and its previous location, state under penalty of perjury that the removal was a result of mistake or misidentification, and provide your name, address, telephone number, and consent to the jurisdiction of the Federal District Court.

3.6.5 Reposting of Content Subject to Counter Notification. Upon receiving a Counter Notification, UmyoSMS will promptly provide a copy to the party who submitted the Notification of Claimed Infringement. UmyoSMS will inform them that the removed User Content will be replaced or access to it will cease being disabled within 10 business days. UmyoSMS will reinstate the removed User Content and cease disabling access within 10 to 14 business days, unless UmyoSMS’s Designated Agent receives notice of a court order seeking to restrain the user from engaging in infringing activity.

3.6.6 Counter Claims. UmyoSMS reserves the right to seek damages from any party that submits a Notification of Claimed Infringement or Counter Notification in violation of the law.

4.0 Campaigns: UmyoSMS Guidelines

4.1 Refusal of Your Content. UmyoSMS reserves the right to refuse, suspend, or terminate any communications, campaign, text program, or account that, in its opinion, does not comply with the current CTIA Guidelines, the Telephone Consumer Protection Act of 1991 and its regulations and guidelines, as amended, the Canada Wireless Telecommunications Association Guidelines, Cellular Carrier guidelines, this Agreement, or any applicable law or regulation (referred to as the “Guidelines”).

4.2 Representations Regarding Campaigns. By providing mobile phone numbers for use on the Service, you represent the following:

4.2.1 Compliance with Guidelines. You are in compliance with the Guidelines.

4.2.2 Authorized Use. UmyoSMS’s transmission or delivery of messages to the provided numbers will not violate the Guidelines.

4.3 Commencement of Services. Payment for the Services will commence when you first receive access to the Platform, and such access will serve as proof of performance.

4.4 Service Level and Reliance on Third Parties. The Platform’s uptime is targeted at 99.9%, excluding planned maintenance, emergency downtime, and any Force Majeure Event.

5.0 Professional Services: UmyoSMS Professional Services Program

5.1 Professional Services Program. UmyoSMS offers a Professional Services program that includes configuration, training, workflow consulting, installation, and implementation services for utilizing the UmyoSMS platform. Prior to the delivery date, you are responsible for purchasing any necessary computers and software at your own expense to access the platform. The specific Professional Services provided will be detailed in a statement of work (SOW) issued by UmyoSMS.

5.2 Ownership of Intellectual Property Under SOW. Neither party, through an SOW or Order Form, will acquire ownership rights in the copyrights, patents, or other intellectual property of the other party (referred to as “Pre-Existing IP”). UmyoSMS retains all rights, title, and interest in the tangible results of the Professional Services, including any associated intellectual property, except for your Pre-Existing IP. Upon full payment for the Professional Services, you will be granted a license to internally use any deliverables (“Deliverables”) provided by UmyoSMS under the SOW or Order Form in connection with the Platform. This Agreement does not restrict UmyoSMS from utilizing general knowledge, skills, experience, ideas, concepts, know-how, methods, and techniques for its own purposes or for providing services to others.

5.3 Fees, Expenses & Taxes. Unless specified otherwise in the SOW, all payments for Professional Services are due in United States dollars. UmyoSMS reserves the right to suspend work if payments are not made on time. In addition to hourly fees, you are responsible for reasonable expenses (including travel and lodging) and applicable sales, use, or similar taxes (such as VAT or GST). Expenses under $25 USD will not require receipts. You must provide documentation for any tax exemptions, and tax-exempt entities must provide UmyoSMS with a copy of their tax-exemption certificate.

5.4 Professional Services Policies. Professional Services may be performed on a time and materials basis, fixed fee, or other agreed-upon terms outlined in the SOW or Order Form. Hours worked beyond 10 hours on a business day will be billed at one-and-a-half times the standard or quoted rates. Continuous work without a break until midnight will still be considered part of the same business day. Weekend and holiday hours will be billed at twice the standard or quoted rates. Travel time, including international and weekend or corporate holiday travel, will be billed based on the official airline guide for travel time at the standard or quoted rates. You are responsible for reasonable travel expenses outside the consultant’s local area. Reimbursable expenses will be invoiced monthly. International airline tickets provided by UmyoSMS for trips outside of North America will be business class. If you cancel the engagement less than ten (10) business days before the scheduled start date, you agree to pay all non-recoverable expenses incurred by UmyoSMS. Any pre-paid retainer amounts for education services must be used within twelve (12) months from the date of purchase or they will expire.

5.5 Changes and Termination. Any changes to an SOW must be documented in a new or revised SOW or change order. UmyoSMS is not obligated to perform any work that is not specified in a signed SOW. Either party may terminate an SOW with or without cause by providing the other party with 30 days’ written notice.

5.6 Dependencies and Cooperation. You are responsible for providing all necessary personnel, information data, software and hardware computing resources, and other facilities that UmyoSMS reasonably requires to complete the Professional Services.

5.7 Additional Warranty for Professional Services. UmyoSMS warrants that the Professional Services will be performed in a professional and workmanlike manner. In the event of a breach of this warranty, your sole remedy and UmyoSMS’s entire liability will be the re-performance of the non-conforming Professional Services. UmyoSMS will only be liable for breaches of this warranty if you provide written notice of the breach within thirty (30) days of the performance of the relevant Professional Services.

6.0 Force Majeure

6.1 General. Except for payment obligations, neither party will be held liable for any default or delay in fulfilling their obligations under this agreement if such default or delay is caused by conditions beyond their reasonable control, known as a “Force Majeure Event.” Such conditions may include, but are not limited to, earthquakes, weather conditions, floods, fires, explosions, accidents, telecommunications line failures, power outages, network failures, acts of God, riots, acts of war, acts of governments, strikes, labor disputes, trade disputes, technical failures, unavailability of the Internet, and failure of external suppliers, such as intermediary aggregators between UmyoSMS and mobile carriers, mobile carriers themselves, server hosting companies, Internet service providers, and others. If UmyoSMS experiences a Force Majeure Event, it will make reasonable efforts within five (5) business days to suggest an alternative transmission for the period affected by the original transmission. If you are not reasonably satisfied with the suggested alternative, UmyoSMS will provide a proportionate reduction in fees for the Services that could not be delivered due to the Force Majeure Event. UmyoSMS will not be held liable for any disruption in the Services caused by a Force Majeure Event. Additionally, all parties will retain the benefits of any discounts that would have been earned had there been no delay or default.

6.2 Payment. If your ability to transfer funds to third parties is negatively impacted by a Force Majeure Event, you will make all reasonable efforts to make payments to UmyoSMS in a timely manner. For payment purposes, Force Majeure Events include failures in banking clearing systems or the declaration of a state of emergency. Delays caused by such conditions will be excused for the duration of the condition. However, a Force Majeure Event will not relieve you of any financial obligations that are not affected by the Force Majeure Event.

6.3 Cancellation. Either party may cancel the remaining Services without penalty if a Force Majeure Event continues for five (5) consecutive business days.

7.0 Term and Termination: UmyoSMS Agreement

7.1 Term of the Agreement

Unless otherwise specified in a Sales Order Form or the chosen plan, the initial term of the UmyoSMS Agreement shall be on a monthly basis. Following the initial term, the Agreement will automatically renew for subsequent terms of equal duration, referred to as Renewal Terms. Collectively, the Initial Term and Renewal Terms constitute the “Term” of the agreement.

7.2 No Refund for Termination

You have the right to terminate the UmyoSMS Agreement at any time by providing written notice via email to UmyoSMS at However, please note that no refunds will be issued for any terminated period. You will remain obligated to pay for the Initial Term and any additional Renewal Terms for which you have enrolled. If you fail to provide notice of termination at least thirty (30) days prior to the expiration of the Initial Term or the then-current Renewal Term, you will be automatically enrolled in, invoiced for, and responsible for payment of the subsequent Renewal Term.

7.3 Termination for Default

UmyoSMS reserves the right to suspend, cancel, or terminate the Service in the event of non-payment. In such cases, UmyoSMS may send you a “Payment Failure” notice via email or other means. At UmyoSMS’s sole discretion, if the Service has not already been suspended, canceled, or terminated, your Service will be suspended, canceled, or terminated if payment is not received within 14 days from the date of the first notice.

7.4 Effect of Termination

Certain provisions of the Agreement will survive any expiration or termination.These surviving provisions ensure the continued application of relevant terms and conditions following the termination of the Agreement.

8.0 Indemnification: Protection of UmyoSMS

You agree to defend, indemnify, and hold UmyoSMS and its affiliates harmless from any losses, damages, liabilities, or expenses (including reasonable legal fees, court costs, costs of experts, and disbursements) arising from or related to any claims, actions, or other proceedings brought against UmyoSMS by third parties. This indemnification obligation applies if the claim is based on or results from: 1) your breach of this Agreement, 2) your actions or omissions in connection with any services provided by UmyoSMS, 3) your use of the services or your content, or 4) the transmission of your content through the services.

9.0 Proper Use of Platform, Website, and Services

The use of the “Messaging” capability within the Service should strictly adhere to lawful and non-abusive purposes. Any activities that may disrupt the Services provided by UmyoSMS or its customers, or cause harm to UmyoSMS’s Platform or property, are strictly prohibited. You acknowledge that all usage of the Website, Platform, and Services, including transmitted communications, must comply with applicable laws and regulations. You are solely responsible for all content transmitted through the Services. UmyoSMS merely facilitates the sending of messages to mobile phones and assumes no liability for any consequences arising from messages sent by any user of the Service.

10.0 Privacy and Confidentiality

10.1 Incorporation of Privacy Policy: Your private information will be collected, stored, processed, transmitted, and handled in accordance with UmyoSMS’s “Privacy Policy.” Please review the Privacy Policy accessible by clicking this link. The Privacy Policy is considered an integral part of this Agreement and is incorporated by reference.

10.2 Service Provider: You acknowledge and agree that (1) you, and not UmyoSMS, are responsible for complying with the California Consumer Privacy Act of 2018 (Cal. Civ. Code § 1798.100 et seq.) (“CCPA”) and similar laws; (2) UmyoSMS acts as a “service provider” under CCPA and processes Personal Information on your behalf, following your instructions when you disclose Personal Information of consumers who are your communication recipients; and (3) you are not subject to the General Data Protection Regulation or any similar law or regulation that prohibits the collection, distribution, processing, and storage of the data you provide to UmyoSMS as outlined in this Agreement. With respect to CCPA, you and UmyoSMS agree that UmyoSMS is a service provider to you concerning the Personal Information. UmyoSMS is prohibited from (a) selling any Personal Information, and (b) retaining, using, or disclosing Personal Information for any purpose other than for the specific purpose of performing the Services. It is important to note that UmyoSMS may use Personal Information as permitted by the CCPA. “Personal Information” refers to any information that UmyoSMS collects, accesses, receives, uses, discloses, stores, transmits, retains, or processes on your behalf as part of providing the Services under this Agreement, and that constitutes “personal information” as defined by the CCPA. If you are unable to use the Services or Website directly to fulfill actions or provide information as required by the CCPA, UmyoSMS will promptly assist you in fulfilling consumer requests to exercise their CCPA rights, such as requests for access, deletion, opt-out, or information about the processing of their Personal Information. This assistance will be provided by UmyoSMS at its then-current fees.

10.3 Confidentiality: “Confidential Information” refers to all tangible, oral, and visual information that is designated as “proprietary” or “confidential,” or with similar words, by the disclosing party at the time of disclosure. It must be marked as such if tangible or confirmed as such by the disclosing party in writing within fifteen (15) days after disclosure if oral or visual. Each party agrees not to disclose any Confidential Information of the other party to any third party for a period that is the longer of (i) three years after the termination of this Agreement or (ii) as long as the information remains a trade secret of the disclosing party. Both parties must take reasonable precautions to prevent the disclosure of Confidential Information to third parties, implementing measures that are at least as stringent as those used to protect their own confidential information. Confidential Information does not include information that: (i) was already known to the receiving party independently prior to this Agreement

; (ii) is received from a third party without similar confidentiality restrictions; (iii) becomes publicly available through means other than unauthorized disclosure; (iv) is independently developed by the receiving party without the use of the other party’s Confidential Information; (v) is authorized for release by written consent of the disclosing party; or (vi) is required to be disclosed by a court order or rule of law, provided that the disclosing party is given notice as commercially practicable and is provided with assistance and information requested at the disclosing party’s expense. Additionally, UmyoSMS is free to use residual information (non-tangible information inadvertently retained by personnel performing services) in future service engagements and other purposes.

11.0 Limitation of Liability and Disclaimer

11.1 UmyoSMS Disclaimer: UmyoSMS shall not be held liable for any indirect, special, punitive, incidental, consequential, or other damages, including economic loss, contract loss, lost profits, data loss, or business interruption, resulting from the use or inability to use the UmyoSMS Platform, Services, or Website (“Liability”). This includes damages arising from warranty, contract, tort, negligence, or any other legal theory, even if UmyoSMS has been advised of the possibility of such damages. Users agree to indemnify and hold UmyoSMS harmless from any Liability that may be brought against UmyoSMS in relation to the aforementioned damages. Furthermore, UmyoSMS disclaims any Liability associated with the proper exercise of its rights under this Agreement. The Services, Professional Services, Website, and Platform, including any UmyoSMS Content, are provided on an “as is” and “as available” basis. Limitations or exclusions of implied warranties or liabilities for incidental or consequential damages may not apply in jurisdictions that do not allow such limitations or exclusions. UmyoSMS’s liability, in any circumstance arising from this Agreement, is limited to $100.

11.2 No Warranties: Except as explicitly stated above, UmyoSMS does not provide any warranties regarding the Services, Professional Services, Website, or Platform. UmyoSMS hereby disclaims any implied warranties, including but not limited to merchantability or fitness for a particular purpose. UmyoSMS does not authorize anyone to make warranties on its behalf. Additionally, UmyoSMS does not guarantee that the Services or Professional Services will meet user requirements, be uninterrupted, timely, or error-free. UmyoSMS disclaims all warranties, including but not limited to title, merchantability, non-infringement of third-party rights, and fitness for a particular purpose. Users agree to assume all risks associated with their use of the Website, Platform, Services, and Professional Services. UmyoSMS does not warrant that the Website, Platform, Services, or Professional Services are free of errors, computer viruses, or other harmful components. Users are responsible for any costs incurred for equipment or data servicing or replacement resulting from their use of the Website, Platform, Services, or Professional Services.

11.3 Acknowledgement: Users acknowledge that UmyoSMS has no control over how its Services and Professional Services are used, and the allocation of risk in this Agreement reflects this understanding. In the event that any disclaimer or exclusion in this Agreement is deemed invalid, and UmyoSMS becomes liable for damages or loss that can be lawfully limited, the liability will be limited to $100. UmyoSMS shall not be liable for any loss or delay (“Client Delays”) resulting from incomplete, inaccurate, illegible, or untimely data, late delivery or non-delivery, or materials provided in the wrong form, or any fault on the user’s part. UmyoSMS is not responsible for any malfunction, delay, non-performance, or performance degradation of its Services caused by or resulting from alterations, modifications, or amendments made at the user’s request (“Client Changes”), whether or not beyond the scope of the Services or Professional Services being provided. Additional charges may apply for any work arising from Client Delays or Client Changes. UmyoSMS will make reasonable efforts to repair and reinstate the Service in the event of a Client Delay or Client Change but may not be able to do so in a timely manner or within the original cost quoted, depending on the scope and severity of the Client Delay or Client Change. If the Client Delay or Client Change is a result of user actions or inactions or those of an authorized agent with access to the Platform, the user will be responsible for all costs associated with reinstating and repairing the Platform.

12.0 Opt-in

You guarantee that all mobile numbers provided to UmyoSMS are and will be 100% “opt-in.” This means that all message recipients, including SMS, shortcode, MMS, RCS, and other messages, have explicitly chosen to receive messages from you in accordance with all guidelines. Upon UmyoSMS’s request, you agree to provide a detailed written explanation of your phone number collection method and a guarantee, signed by an officer of your company, confirming that all mobile numbers on your recipient list have consented to receive messages from you. UmyoSMS reserves the right, at its sole discretion, to suspend or cancel your account if there are suspicions that any mobile number holders on your list have not opted to receive messages as described above. UmyoSMS also reserves the right to take any other appropriate action.

13.0 Invoices and Pricing

13.1 Pricing: UmyoSMS reserves the right to adjust the pricing of its Services. Prices may be raised or lowered at any time. Any price increase will not apply until the start of the next Renewal Term. Subscription to Services is subject to acceptance by UmyoSMS. Your subscription will be accepted when UmyoSMS delivers a confirmation of the subscription to you, either via email or another written communication. UmyoSMS reserves the right to refuse the provision of any Service to anyone for any reason.

13.2 Payment and Invoicing: Unless otherwise agreed in writing with UmyoSMS, payment for Services is due in advance of the period in which the Services will be provided. For instance, monthly payments must be made prior to the month in which the Services are provided. Payment for overages, unless otherwise agreed in writing, is due within thirty (30) days after the billing period in which the Services were incurred expires. You may not receive an invoice, but you are required to pay all amounts according to the selected plan, Sales Order Form, or instructions provided in the Services portal, as applicable. All fees charged exclude any applicable Surcharges, such as communications service, telecommunication provider (e.g., carrier), or other administrative fees or surcharges, calculated by UmyoSMS. You are responsible for paying all Surcharges associated with your use of the Services. Surcharges will be listed separately on your invoice. Late payments will accrue interest at the lesser of 1.5% per month or the maximum rate allowed by applicable law. Services for both the U.S. and Canada are stated in U.S. dollars. Payment to UmyoSMS can be made via check, ACH, online credit card, or any other method agreed upon with UmyoSMS. Failure to pay in advance for the Services may result in suspension of the Services or termination of this Agreement, but you will remain liable for the full applicable Initial Term or Renewal Term fees. In the event of a chargeback or nonpayment by you, your Services may be immediately suspended, and this Agreement may be terminated at UmyoSMS’s sole discretion. If your Service is suspended, canceled, or transferred before the end of the current Service term, any fees paid are non-refundable, and you will still be responsible for any outstanding fees. Refunds are not generally provided. However, upon cancelation of your Agreement, you will not be invoiced beyond the terminated Initial Term or Renewal Term. Account cancellation results in immediate termination, with subsequent loss of access to your account and any text words (Keywords), subscribers, or other data associated with it. To cancel your account, send a cancellation request to with the subject line: “Please Cancel UmyoSMS Account.” Please allow 48 hours for the cancellation to be processed.

13.3 New Products and Features: UmyoSMS may offer certain products and features to you on a trial basis at no charge. UmyoSMS reserves the right to cancel, suspend, terminate, and/or discontinue those services at any time.

13.4 Auto-Payment: If you opt for automatic payments through debit card, credit card, automatic bank draft, or ACH, the terms outlined in the “UmyoSMS Autopay Program Terms of Authorization” will apply to those payments and are hereby incorporated into this Agreement by reference. If you choose to end your participation in the auto-payment program, you will still be responsible for payment of any enrolled Services.

14.0 Intellectual Property

You acknowledge and agree that all UmyoSMS Content and materials available on this Website or as part of the Platform or Services are protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws. Unless expressly authorized by UmyoSMS, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works from such materials or content.

Reproduction, copying, or redistribution for commercial purposes of any materials or design elements on this Website is strictly prohibited without the express written permission of UmyoSMS. For information on requesting such permission, please contact us at

15.0 Materials Submitted to UmyoSMS

By submitting comments or other information to any public areas of the Website (such as bulletin boards, forums, and newsgroups) or by email to UmyoSMS, you grant UmyoSMS a non-exclusive, royalty-free, worldwide, perpetual license, with the right to sublicense, to reproduce, distribute, transmit, create derivative works of, publicly display, and publicly perform such comments and information in any media now known or hereafter developed. You also grant UmyoSMS the right to use your name in connection with the submitted comments and information, as well as in connection with all advertising, marketing, and promotional materials related to them. You agree that you will have no legal recourse against UmyoSMS for any alleged or actual infringement or misappropriation of any property right in your communications to UmyoSMS. This Section 15 does not affect your rights in Your Content.

16.0 Jurisdiction and Dispute Resolution

16.1 General

In order to resolve disputes between you and UmyoSMS in an efficient and cost-effective manner, both parties agree that any dispute arising from or related to this Agreement or your use of the Site will be resolved through binding arbitration. This agreement to arbitrate includes all claims arising from or related to this Agreement or your use of the Website, Platform, or Services, whether based on contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of this Agreement. By entering into this Agreement, you and UmyoSMS are waiving the right to a trial by jury or to participate in a class action, and this Agreement will be subject to and governed by the Federal Arbitration Act.

16.2 Exceptions

Notwithstanding the arbitration agreement mentioned in Section 16.1, this Agreement does not waive, preclude, or limit the right of either party to: (i) bring an individual action in small claims court; (ii) pursue an enforcement action through the applicable federal, state, or local agency if available; (iii) seek injunctive relief from a court of competent jurisdiction to aid in arbitration; or (iv) file a lawsuit in a court of law to address an intellectual property infringement claim.

16.3 Arbitrator

Any arbitration between you and UmyoSMS will be governed by the Federal Arbitration Act and the Commercial Dispute Resolution Procedures and Supplementary Procedures for Consumer-Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), with modifications specified in this Agreement. The arbitration will be administered by the AAA, and the arbitrator will have exclusive authority to resolve any dispute regarding the interpretation, applicability, or enforceability of this binding arbitration agreement.

16.4 Notice and Process

If either party intends to seek arbitration or take other legal action, they must first send a written notice of the dispute to the other party by U.S. Mail (“Notice”). UmyoSMS’s address for Notice is:

UmyoSMS Corporation

218 West 40th Street, 5th Floor

New York, NY 10018

UmyoSMS may provide Notice using the email address you provided when creating your account for the Services.

The Notice must: (i) describe the nature and basis of the claim or dispute, and (ii) specify the relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if no agreement is reached within 30 days after the Notice is received, either you or UmyoSMS may commence an arbitration proceeding. During the arbitration, any settlement offer made by either party must not be disclosed to the arbitrator until after a final decision and award, if any, has been made. If the arbitration is resolved in your favor with a monetary award exceeding the last written settlement amount offered by UmyoSMS before the arbitrator’s award, UmyoSMS will pay you the highest amount among the following: (A) the amount awarded by the arbitrator, if any; (B) the last written settlement amount offered by UmyoSMS prior to the arbitrator’s award; or (C) $15,000.

16.5 Fees

If you initiate arbitration in accordance with this Agreement, UmyoSMS will reimburse you for the filing fee, unless your claim exceeds $15,000 or as determined by the AAA Rules. The arbitration hearing will take place in New York, New York, unless the claim is for $15,000 or less, in which case you may choose to have the arbitration conducted: (i) solely based on submitted documents; (ii) through a non-appearance-based telephone hearing; or (iii) through an in-person hearing as determined by the AAA Rules in the county or parish of your billing address. If the arbitrator determines that your claim or relief sought is frivolous or brought for an improper purpose, you will be responsible for reimbursing UmyoSMS for any fees previously paid by UmyoSMS under the AAA Rules. The arbitrator must provide a written decision explaining the essential findings and conclusions on which the decision and award, if any, are based. The decision and information exchanged during arbitration must be kept confidential, except as necessary for enforcement or limited judicial review. The arbitrator may also make rulings regarding payment and reimbursement of fees or expenses during the proceeding, upon request by either party within 14 days of the arbitrator’s ruling on the merits. Notwithstanding anything in this Agreement, the arbitrator can award injunctive relief as a remedy in any arbitration required under this section.

16.6 No Class Actions

Both you and UmyoSMS agree that claims may only be brought in an individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. Unless both parties agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not preside over any form of a representative or class proceeding.

16.7 Modifications to this Arbitration Provision

If UmyoSMS makes any future changes to this arbitration provision, except for changes to UmyoSMS’s address for Notice, you may reject the change by sending written notice to UmyoSMS’s address for Notice within 30 days of the change. In that case, the arbitration provision in effect immediately before the rejected changes will continue to govern disputes between you and UmyoSMS.

16.8 Enforceability

If Section 16.6 is found to be unenforceable, or if this entire Section 16 is found to be unenforceable, the entirety of Section 16, except for Section 16.9, will be null and void.

16.9 Choice of Law and Venue

This Agreement will be governed by and interpreted in accordance with the laws of the State of New York. Both parties consent to the jurisdiction of the courts in the State of New York for resolving any disputes arising under this Agreement.

18.0 UmyoSMS Refer-A-Friend Program

At UmyoSMS, we value our customers and believe in rewarding loyalty. That’s why we have introduced the UmyoSMS Refer-A-Friend Program, designed to provide benefits to both you and your friends. 

18.1 Program Description: How to Benefit from UmyoSMS’s Referral Program

Our Refer-A-Friend Program allows you to earn exciting rewards when you refer another person to join UmyoSMS. To qualify as a Referred Friend, the person you refer must meet certain criteria outlined in our promotional materials, such as signing up using a unique URL or promotional code and completing the specified Committed Action. The Referred Friend must also be physically located in the United States and Canada and comply with our terms and conditions. 

18.2 Eligibility Criteria for UmyoSMS’s Refer-A-Friend Program

All registered customers in the United States of America and Canada are eligible to participate in our Refer-A-Friend Program. To be eligible, you must have an active account in good standing with UmyoSMS and comply with our Terms of Use and Privacy Policy. Please note that there is a maximum limit on the number of friends you can refer, as specified in our promotional materials. You are not allowed to refer yourself, a previously Referred Friend, or anyone who already has or had an account with UmyoSMS. Participation in other UmyoSMS resale or referral programs may also restrict your eligibility. Please refer to the promotional materials for further details.

18.3 Fraud Prevention Measures for UmyoSMS’s Referral Program

At UmyoSMS, we take fraud prevention seriously. In the event of suspected fraud or violations of our Terms of Use, we reserve the right to delay the payment of benefits for up to one hundred and eighty (180) days while we investigate and verify the relevant Refer-A-Friend transactions. We are not obligated to provide any benefits when fraudulent activities or violations occur.

18.4 Taxation Guidelines for Benefits Earned through UmyoSMS’s Referral Program

Please note that any taxes associated with the receipt of benefits through our Refer-A-Friend Program are your sole responsibility. To comply with applicable regulations, we may send an IRS Form 1099-MISC or other appropriate tax forms to individuals earning benefits greater than $600 (USD) in a calendar year. Additional tax forms may be required based on your jurisdiction. We reserve the right to withhold any required amount from your existing account balance until the requested information and forms are received.

18.5 FTC Compliance and Marketing Responsibilities for UmyoSMS Referral Program Participants

As a participant in UmyoSMS’s Referral Program, you are solely responsible for the content and manner of your referral marketing activities. It is important to ensure that all your marketing activities comply with applicable rules, regulations, and laws, including the FTC Guidelines. Please review the guidelines and ensure your marketing activities are professional, proper, and lawful. By participating in our Referral Program, you agree to abide by our Terms of Use and all relevant marketing regulations.

18.6 Minors and Unsolicited Commercial Email (SPAM) in UmyoSMS’s Referral Program

To maintain the integrity of our Referral Program, you should not refer any minors to UmyoSMS. Additionally, the use of unsolicited commercial email, commonly known as SPAM, is strictly prohibited when referring a friend to UmyoSMS. We expect all participants to adhere to this policy.

18.7 Changes and Cancellation Policy for UmyoSMS’s Refer-A-Friend Program

UmyoSMS reserves the right to modify or cancel the Refer-A-Friend Program at any time without prior notice. Any changes will be communicated through our website or other appropriate channels. We encourage you to review the program details regularly to stay updated on any modifications.

19.0 Miscellaneous Provisions of UmyoSMS’s Referral Program

19.1 Assignment: This Agreement may not be assigned without the consent of UmyoSMS. However, UmyoSMS may assign this Agreement to an affiliate or a buyer, whether by merger, operation of law, or otherwise.

19.2 Waiver: No term or provision of this Agreement will be deemed waived or excused unless such waiver or consent is in writing and signed by a duly authorized representative of UmyoSMS. Waiving a breach does not constitute a consent to, waiver of, or excuse of any other breach.

19.3 Severability: If any provision of this Agreement is held to be invalid, void, unenforceable, contrary to law, or against public policy by a court of competent jurisdiction, the remaining provisions will remain in full force and effect.

19.4 Costs: Each party will bear its own expenses and costs associated with this Agreement, unless otherwise expressly provided herein.

19.5 Headings: Headings in this Agreement are for convenience purposes only and will not be used to interpret or construe its provisions.

19.6 Age Requirement: The UmyoSMS Website, Platform, and Services are intended for users who are at least 18 years old or the age of majority in their jurisdiction, whichever is greater. Users who have been previously suspended or removed from the UmyoSMS platform are not permitted to use or access the Website, Platform, or Services.

19.7 Relationship of Parties: The parties will be considered independent contractors and not partners, joint venturers, principals, agents, or employer/employee. Neither party will have the power to obligate or bind the other party, nor will either party hold itself out as having such authority.

19.8 Entire Agreement: This Agreement, along with any applicable Sales Order Forms, constitutes the entire agreement between you and UmyoSMS regarding the subject matter herein and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties.