The Iridium Communications Inc. World Wide Web site is a copyrighted work belonging to Iridium Communications, Inc. (“Iridium”, “we,” or “us”). Iridium provides messaging, service plan management, and other services (collectively, the “Services”) and certain information, including information about Iridium, our products and services, at the Iridium site at URL: http://staging2.iridium.com (the “Site”) to our users (“You”) under the following terms and conditions (the “Terms”) as set forth in this General Terms and Conditions of Use Agreement. This Agreement is entered into between you and Iridium, and together with our privacy policies located at www.iridium.com (collectively, the “Agreement”), govern your access to and use of the Site and Services. PLEASE READ THESE TERMS CAREFULLY. BY ACCESSING THE SITE, YOU AGREE TO BE BOUND BY THE TERMS. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS, YOU MAY NOT ACCESS OR USE THIS SITE.
Statements on this website that are not purely historical facts may constitute forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements regarding Iridium’s future financial performance, the development and introduction of new products, the performance of current products, and the health of Iridium’s current constellation and network. Other forward-looking statements can be identified by the words “anticipates,” “may,” “can,” “believes,” “expects,” “projects,” “intends,” “likely,” “will,” “to be” and other expressions that are predictions or indicate future events, trends or prospects. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Iridium to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from those indicated by the forward-looking statements include those factors listed under the caption “Risk Factors” in the company’s latest Form 10-K and Form 10-Q, filed with the Securities and Exchange Commission. There is no assurance that Iridium’s expectations will be realized. If one or more of these risks or uncertainties materialize, or if Iridium’s underlying assumptions prove incorrect, actual results may vary materially from those expected, estimated or projected.
By accessing the Site or using the Services, You agree to be bound by this Agreement, whether You are a “Visitor” (which means that You simply browse the Site) or a “Registered User” (which means that You have registered with the Site or Services and established an account with Iridium to utilize the Services (an “Account”)). Certain services available through our Site may have their own terms and conditions that apply to Your use of those services. These Terms do not alter in any way the terms or conditions of any of those other written or online terms and conditions or agreements You may have or will have with Iridium. To the extent that there is any conflict between these Terms and any terms and conditions or agreements relating to services You have purchased or online tools You use or to which You subscribe, those other terms and conditions or agreements will govern.
The Site is not directed to children and children are not eligible to use our Services. Protecting the privacy of children is very important to us. We do not collect or maintain personal information from people we actually know are under 18 years old, and no part of the Site or Services is designed to attract people under 18 years old. If we later obtain actual knowledge that a user is under 18 years old, we will take steps to remove that user’s personal Information from our databases. By using our Site, you represent and warrant that you are at least 18 years old to form a binding contract with us and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Site and/or Services.
1. INTRODUCTION. Welcome to the Site. This Site offers a wide variety of resources, products and services which may be accessed through a variety of means. We hope You find the information and services available on the Site useful and helpful.
2. USERS. All users of the Site or Services who submit or otherwise provide information to Iridium, agree that such information is true, accurate, current and complete and agree to maintain and promptly update such information to keep it true, accurate, current and complete. If we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we may suspend or terminate Your use of the Site or Services (or any portion thereof).
- VISITORS. Visitors may browse the Site in accordance with this Agreement and will not have access to certain Services without becoming a Registered User
- REGISTERED USERS. Certain Services are only available to Registered Users who are required to set up an Account prior to accessing such Services. When You set up an Account, You are required to enter a subscriber number and personal identification number (“Password”) to access the Services. You may not transfer or share Your subscriber number, Password or Account (collectively, the “Account Information”) with anyone, and You are solely responsible for maintaining the confidentiality of Your Account Information and You are fully responsible for all activities that occur under Your Password or Account identification. You agree to immediately notify us of any unauthorized use of Your Account Information or any other breach of security of which you become aware of. You are solely responsible for any and all use of Your Account. Without limiting any rights which Iridium may otherwise have, Iridium reserves the right to take any and all action, as it deems necessary or reasonable, to ensure the security of the Site and Your Account, including without limitation terminating Your Account, changing Your Password, or requesting additional information to authorize transactions on Your Account. Notwithstanding the above, Iridium may rely on the authority of anyone accessing Your Account or using Your Password and in no event and under no circumstances shall Iridium be held liable to You for any liabilities or damages resulting from or arising out of (i) any action or inaction of Iridium under this provision, (ii) any compromise of the confidentiality of Your Account or Password, and (iii) any unauthorized access to Your Account or use of Your Password. You may not use anyone else’s Account at any time, without the permission of the Account holder.
The security of Your personal information is important to us. While there is no such thing as perfect security on the Internet, we will take reasonable steps to help ensure the safety of Your personal information. However, You understand and agree that such steps do not guarantee that use of the Site is invulnerable to all security breaches, and that Iridium makes no warranty, guarantee, or representation that use of any portion of our Site or Services is protected from viruses, security threats or other vulnerabilities.
3. ACCESS RIGHTS. We hereby grant to You a limited, non-exclusive, non-transferable Access Right to access the Site and use the Services solely for internal business purposes and personal use only as permitted under this Agreement (“Access Rights”). You understand and acknowledge that the Site and Services are the property of Iridium, and You may not prepare derivative works of, modify, distribute, sell, lease, rent, sublicense, assign, export, or transfer in any other manner the Services, the Site or any underlying software, technology or other information, including any printed materials of the same, unless expressly authorized hereunder.
Any use of third party software provided in connection with the Site or Services will be governed by such third parties’ licenses and not by this Agreement. You agree to be responsible for any act or omission of any users who access the Site or Services under Your Account or using Your Password that, if undertaken by You, would be deemed a violation of this Agreement, and that such act or omission shall be deemed a violation of this Agreement by You. We reserve the right, in our sole discretion, to deny use of the Site or Services to anyone for any reason.
4. YOUR RESPONSIBILITIES AND ACCEPTABLE USE OF THE SITE AND SERVICES. You agree not to use the Site or Services to: (a) violate any local, state, national or international law; (b) stalk, harass or harm another individual; (c) collect or store personal information about other users; (d) impersonate any person or entity, or otherwise misrepresent Your affiliation with a person or entity; or (e) interfere with or disrupt the Site or Services or servers or networks connected to the Site or Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Site or Services. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Site or Services, use of the Site or Services or access to the Site or Services for any purposes other than for which the Site or Services are being provided to You. Without our written consent, You may not (i) allow, enable, or otherwise support the transmission of mass unsolicited commercial advertising or solicitations via email (spam); (ii) use any high volume, automated, or electronic means to access the Services (including without limitation robots, spiders or scripts); or (iii) frame the Site, place pop-up windows over its pages, or otherwise affect the display of its pages. All information that You provide to us will be true, accurate, complete and current.
Use of the Site requires that You comply with certain acceptable use policies we may establish from time to time. As part of Your responsibilities as a Visitor or a Registered User of the Site, You agree that You will not: (a) use the Site or any Service in a manner that is unlawful, harmful to minors, threatening, harassing, abusive, defamatory, slanderous, vulgar, gratuitously violent, obscene, pornographic, indecent, lewd, libelous, invasive of another’s privacy, or racially, ethnically or otherwise offensive, hateful or abusive; (b) infringe someone else’s patent, trademark, trade secret, copyright or other intellectual property or other rights; (c) advocate or solicit violence, criminal conduct or the violation of any local, state, national or international law or the rights of any third party; (d) constitute unsolicited or unauthorized advertising, junk or bulk email (spam), chain letters, or any other unsolicited commercial or non-commercial communication; (e) interfere with others using the Site; (f) use the Site in any manner that uploads or otherwise spreads any software viruses, worms, time bombs, corrupted files, trojan horses or any other computer code, files, or programs that are designed or intended to disrupt, damage, overburden, impair or limit the functioning of any software, hardware, network, server or communications systems or equipment; (g) use the Site in any manner that contains a charity request, petitions for signatures, chain letters or letters relating to a pyramid scheme; (h) disrupt, interfere or inhibit any other user from enjoying the Site or other affiliated or linked websites, material, contents, products and/or services; (i) use any robot, spider, or other such programmatic or automatic device, including but not limited to automated dial-in or inquiry devices, to obtain information from the Site or otherwise monitor or copy any portion of the Site, products and/or Services; (j) create a false identity for the purpose of misleading others; (k) prepare, compile, use, download or otherwise copy any user information and/or usage information or any portion thereof, or transmit, provide or otherwise distribute (whether or not for a fee) such information to any third party; (l) use any Iridium domain name as a pseudonymous return email address; (m) attempt to disable, bypass, modify, defeat or otherwise circumvent any security related tools incorporated into the Services and/or the Site; (n) reproduce, duplicate, copy, sell, or exploit for any commercial purposes, any portion of the Site or access to the Site; or (o) systematically collect or use any content from the Site or Service, including through the use of any data mining, or similar data gathering and extraction methods.
5. MODIFICATIONS TO TERMS. We may change these Terms from time to time. If You object to any such changes, Your sole recourse will be to cease using the Site and/or Services. Continued use of the Site and/or Services following notice of any such changes on this Site will indicate Your acknowledgement of such changes and agreement to be bound by the revised Terms, inclusive of such changes. If you do not wish to be bound by any new or modified terms, you must cease all use of the Site and/or Services. The date on which this Agreement became effective and was last updated is shown in the “Date of Last Revision” legend at the end of this Agreement. In addition, certain areas of the Site or Services may be subject to additional terms of use. By using such areas, or any part thereof, You agree to be bound by the additional terms of use applicable to such areas. In the event that any of the additional terms of use governing such areas conflict with this Agreement, those terms will control.
6. MODIFICATIONS TO OR DISCONTINUE OF THE SITE OR SERVICES. We reserve the right to modify or discontinue the Site or Services with or without notice to You. We will not be liable to You or any third party should we exercise our right to modify or discontinue the Site or Services. If You object to any such changes, Your sole recourse will be to cease using the Site or Services. Continued use of the Site or Services following notice of any such changes will indicate Your acknowledgement of such changes and satisfaction with the Site or Services as so modified.
7. PRIVACY. As part of the login and registration process, You will be asked to provide certain personal information to us. All uses of Your personal information will be treated in accordance with our privacy policies, which are located at www.iridium.com. If You use the Site and/or Services, You are agreeing to the terms and conditions of our privacy policies. If You do not agree to have Your information used in any of the ways described in the privacy policies, You must discontinue use of the Site and/or the Services.
8. PRODUCT AND SERVICE INFORMATION. You understand and agree that Iridium has no responsibility or control over the content or information that You post or make available on the Site. Iridium makes no representation that your use of the Site will comply with applicable laws. Additionally, Iridium does not warrant that any information, graphic depictions, product and service descriptions or other content of the Site are accurate, complete, reliable, updated, current, or error-free. Despite our efforts, it is possible that a price for a product or service offered on the Site may be inaccurate or the product or service description may contain an inaccuracy. In the event Iridium determines that a product or service contains an inaccurate price or description, Iridium reserves the right to take any action it deems reasonable and necessary, in its sole discretion, to rectify the error. You agree to notify Iridium immediately if You become aware of any pricing or descriptive errors or inconsistencies with any products or services You order through the Site and comply with any corrective action taken by Iridium. Any reliance you place on the content of the Site is at your own risk, and Iridium disclaims all liability and responsibility arising from such reliance by You or by anyone who may be informed of the content of the Site.
9. COMMUNICATIONS AND PERSONAL INFORMATION. Any time you contact us, such us when you subscribe to our newsletters, you are communicating electronically with us. Iridium may provide informational content by e-mail or by other means to those who have contacted us. Your express consent will be required in case you want to subscribe to our e-mails containing promotional materials. You can opt-out of receiving our e-mails by following the instructions for unsubscribing contained in the e-mails. We also may provide you the opportunity to communicate via text messaging or other wireless devices multimedia messaging services (“MMS”) or short message services (“SMS”) communications. Message and data rates may apply for any SMS and MMS communication. If you sign up to receive mobile communications, you understand and agree that you may be charged a fee by your carrier to send and receive messages based on the terms of your device service plan. Iridium is not responsible for any e-mail, or text messaging charges incurred by you or by a person that has access to your device, telephone number or e-mail address. Check with your wireless device service provider if you have questions about your service plan. To prevent incoming text messages from us, you must send any of the following keywords including: “BLOCK,” “END,” “STOP,” “QUIT,” “CANCEL” OR “UNSUBSCRIBE” to #PHONE#. You may access our privacy policies and cookie policy for more information on how we use your personal information and what your rights are.
10. THIRD PARTY CONTENT AND MONITORING. Parties other than Iridium may offer and provide products and services on or through the Site. Except for Iridium branded information, products or services that are identified as being offered by Iridium, Iridium does not operate, control, or endorse any information, products, or services on the Site or accessible through the Site in any way. Iridium is not responsible for examining or evaluating, and Iridium does not warrant the offerings of, any of these businesses or individuals or the content of their websites. Iridium does not assume any responsibility or liability for the actions, products, and content of all these and any other third parties. You should carefully review their privacy statements and other conditions of use.
11. MESSAGES; REPRESENTATION AND WARRANTY; LICENSE. You are solely responsible for the content of any satellite message You send (“Messages”). Without implying any obligation on our part, we reserve the right to block any Message You send, for any reason, including as required by law or if we believe a Message may create liability for us or violates these Terms. You represent and warrant that Your Messages: (a) do not infringe any third party’s copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (b) do not violate any law, statute, ordinance or regulation, including, without limitation, the laws and regulations governing export control; (c) are not defamatory or trade libelous; (d) are not pornographic or obscene; (e) do not violate any laws; and (f) do not contain viruses, trojan horses, worms, time bombs, cancelbots or other similar harmful or deleterious programming routines. Notwithstanding the foregoing, and except as otherwise provided in a written agreement between You and Iridium, You grant to Iridium a non-exclusive, royalty-free license in and to all Messages to use, copy, display, perform, modify, and distribute the Messages in compliance with our privacy policies and solely as necessary to provide the Services and to perform our obligations under this Agreement.
12. LINKS. Our provision of a link to any other website or location is for Your convenience and does not signify our endorsement of such other site or location or its contents. We have no control over, do not review, and cannot be responsible for, these outside websites or their content. Access to any other websites linked to the Site is at Your own risk. When leaving the Site, You should carefully review the applicable terms and policies, including privacy and data gathering practices, of that third party website. WE WILL NOT BE LIABLE FOR ANY INFORMATION, SOFTWARE, OR LINKS FOUND AT ANY OTHER WEBSITE, INTERNET LOCATION, OR SOURCE OF INFORMATION, NOR FOR YOUR USE OF SUCH INFORMATION, SOFTWARE OR LINKS, NOR FOR THE ACTS OR OMISSIONS OF ANY SUCH WEBSITES OR THEIR RESPECTIVE OPERATORS.
13. COPYRIGHTS; RESTRICTIONS ON USE. Both Our Content as well as Our Technology (refer to article 20 for definitions) are (1) copyrighted by Iridium and/or its licensors under United States and international copyright laws, (2) subject to other intellectual property and proprietary rights and laws, and (3) owned by Iridium or its licensors. Neither Our Content nor Our Technology may be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, or redistributed in any way without our prior written permission and the prior written permission of our applicable licensors. You must abide by all copyright notices, information, or restrictions contained in or attached to any of Our Content or Our Technology. Nothing in these Terms grants You any right to receive delivery of a copy of Our Technology or to obtain access to Our Technology except as generally and ordinarily permitted through the Site according to these Terms.
14. COPYRIGHT COMPLAINTS. We respect the intellectual property of others, and we ask You to do the same. If You believe that Your work has been copied in a way that constitutes copyright infringement, please provide our Copyright Agent designated to respond to Digital Millennium Copyright Act (DMCA) inquiries, the following information:
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- A description of the copyrighted work that You claim has been infringed;
- A description of where the material that You claim is infringing is located on the Site or Services;
- Your address, telephone number, and email address;
- A statement by You that You have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- A statement by You, made under penalty of perjury, that the above information in Your notice is accurate and that You are the copyright owner or authorized to act on the copyright owner’s behalf.
Our Copyright Agent for notice of claims of copyright infringement on the Site or Services can be reached by directing an email to the Copyright Agent at iridium.online@iridium.com. Please also be aware that if you knowingly materially misrepresent that material or activity on the Site is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.
15. TERMINATION. Iridium may terminate Your use of the Site, Your Account and/or registration for any reason at any time. You understand that termination of this Agreement and Your Account may involve deletion of Your information from our live databases as well as any content that You uploaded to the Site using such Account. Either party may terminate this Agreement upon material breach of the other party, if such material breach continues for thirty (30) days after written notice of such breach is provided to the breaching party. Notwithstanding the foregoing, we also reserve the right to terminate this Agreement at any time and for any reason by providing notice to You in accordance with this Agreement. YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY TERMINATION OF YOUR ACCESS TO THE SITE OR SERVICES OR DELETION OF YOUR ACCOUNT OR CONTENT UPLOADED BY YOU.
16. DISCLAIMER OF WARRANTIES. YOU EXPRESSLY AGREE THAT USE OF THE SITE OR SERVICES IS AT YOUR SOLE RISK. BOTH THE SITE AND SERVICES ARE PROVIDED ON AN AS IS AND AS AVAILABLE BASIS. IRIDIUM EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, NON-INFRINGEMENT, TITLE, OPERABILITY, CONDITION, QUIET ENJOYMENT, VALUE, ACCURACY OF DATA AND SYSTEM INTEGRATION. IRIDIUM MAKES NO WARRANTY THAT THE SITE OR SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE SITE OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES IRIDIUM MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR SERVICES, OR THAT DEFECTS IN THE SITE OR SERVICES WILL BE CORRECTED. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE OR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SERVICES OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR INFORMATION. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM IRIDIUM OR THROUGH THE SITE OR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
17. LIMITATION OF LIABILITY. YOU UNDERSTAND THAT TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL IRIDIUM OR ITS OFFICERS, EMPLOYEES, DIRECTORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL OR LOSS OF DATA, (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY), ARISING OUT OF OR RELATED TO YOUR USE OR PERFORMANCE OF THE SITE OR THE SERVICES, YOUR INABILITY TO USE OR DELAY OF YOUR USE OF THE SITE, ANY SITES LINKED TO IT, ANY CONTENT ON THE SITE OR SUCH OTHER SITES OR ANY SERVICES, OR ITEMS OBTAINED THROUGH THE SITE OR THE SERVICES, OR SUCH OTHER SITES, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, STATUTE OR OTHERWISE. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THIS SITE OR THE SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SITE OR THE SERVICES. THE AGGREGATE LIABILITY OF IRIDIUM TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO THE SITE OR THE SERVICES IS LIMITED TO THE LESSER OF (I) THE AMOUNT OF FEES ACTUALLY PAID BY YOU FOR USE OF THE SERVICES OR (II) ONE HUNDRED DOLLARS (U.S. $100.00). Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to You. To the extent that we may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of our liability will be the minimum permitted under such applicable law.
18. INDEMNIFICATION. You agree to indemnify, defend and hold harmless Iridium, its parents, subsidiaries, affiliates, officers, directors, co-branders and other partners, employees, consultants and agents, from and against any and all third party claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys’ fees and court costs) that such parties may incur as a result of or arising from (1) any information You submit, post or transmit through the Site or Services, (2) Your use of the Site or Services, (3) Your violation of this Agreement, (4) Your violation of any rights of any other person or entity or (5) any viruses, trojan horses, worms, time bombs, cancelbots or other similar harmful or deleterious programming routines input by You into the Services. If you are using our Services on behalf of a business, that business will be bound by this Section and this Agreement as well.
19. TRADEMARKS. Certain of the names, logos, and other materials displayed on the Site or in the Services may constitute trademarks, tradenames, service marks or logos (“Marks”) of Iridium or other entities. You are not authorized to use, copy or imitate any of such Marks. Along with your obligation to comply with all applicable laws, you may not use any meta-tags or any other “hidden text” utilizing Iridium, or any other Marks of Iridium without our prior written permission. In addition, the domain name for this Site, the look and feel of the Site, including all page headers, custom graphics, button icons and scripts, are Marks of Iridium and may not be copied, imitated or used, in whole or in part, without our prior written permission. Ownership of all such Marks and the goodwill associated therewith remains with us or those other entities.
20. EXPORT. The software, code, proprietary methods and systems used to provide the Site or Services (“Our Technology”) is controlled for export by the United States Department of Commerce. Neither Our Technology nor the content of the Site and Services (“Our Content”) may be exported or re-exported in violation of United States law. You warrant that You are not prohibited from receiving exports from the United States and that You will not export or re-export Our Technology or software to restricted countries or individuals. See www.bis.doc.gov for further information about U.S. export laws and restrictions.
21. GEOGRAPHICAL RESTRICTIONS. Iridium makes no representation that all products, services and/or material described on the Site, or the Services available through the Site, are appropriate or available for use in locations outside the United States or all territories within the United States. Those who choose to access our Site and the Services do so on their own initiative and are responsible for compliance with local laws. Certain companies affiliated with Iridium provide services and operate websites in various other countries throughout the world, some of which may be linked to our Site. Any such international websites will be governed by their own terms of use and privacy policies and not by these Terms.
22. GOVERNING LAW. The Agreement and the relationship between You and Iridium will be governed by the laws of the Commonwealth of Virginia, USA, without giving effect to any choice of laws or principles that would require the application of the laws of a different country or state. Subject to Section 23, You and Iridium irrevocably consent to the exclusive jurisdiction and venue of the federal or state courts in the Commonwealth of Virginia and of no other jurisdiction, for all disputes that are heard in court arising out of or relating to the Agreement, or Your use of, the Site or Services, and agree to service of process issued or authorized by, any such court.
23. BINDING ARBITRATION. You and Iridium agree to submit all disputes to confidential arbitration on an individual and purely bilateral, non-class/non-representative basis. Arbitration on an individual basis is the exclusive remedy for any disputes which might otherwise be brought on a class, collective or representative basis between you and Iridium. This agreement to arbitrate will be governed by the Federal Arbitration Act, 9 U.S.C. § 1 (the “FAA”) and shall be governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules are available online at www.adr.org or by calling the AAA at 1-800-778-7879. The arbitration shall take place in Virginia, USA. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. You and Iridium shall select a mutually agreeable arbitrator from the AAA. Unless otherwise precluded by law, You and Iridium shall each separately pay your or its own attorneys’ fees and costs.
You agree that if any provision of this arbitration agreement is held by an arbitrator or a court of competent jurisdiction to be invalid, unenforceable, or void, that provision shall be struck from the agreement to arbitrate, and the remainder of the arbitration agreement shall remain in full force and effect consistent with applicable law. However, in the event the provisions above waiving or precluding class arbitration proceedings are found to be invalid, unenforceable, or void for any reason, the entire agreement to arbitrate shall be void.
Notwithstanding the above, if the dispute concerns a matter for injunctive or other similar relief that is appropriate under applicable law, for instance the enforcement or validity of our, or our licensors’ intellectual property rights, we may seek such injunctive or other similar relief in any state or federal court of competent jurisdiction.
24. LIMITATION ON DISPUTES. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to Your use of the Site or Services or the Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred. You and Iridium specifically disclaim the applicability of the U.N. Convention on Contracts for the International Sale of Goods.
25. ENTIRE AGREEMENT. Unless otherwise set forth in a services delivery agreement between You and Iridium, this Agreement constitutes the entire and exclusive and final statement of the agreement between You and us with respect to the subject matter hereof, and governs Your access to the Site and Your use of the Services, superseding any prior agreements or negotiations between You and us with respect to the subject matter hereof.
26. WAIVER. Our failure to exercise or enforce any right or provision of the Agreement will not constitute a waiver of such right or provision or of any other rights or provisions in these Terms.
27. SEVERABILITY. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and that the other provisions of these Terms remain in full force and effect.
28. MISCELLANEOUS. The section titles in the Agreement are for convenience only and have no legal or contractual effect. You and we are acting as independent contractors, and nothing in this Agreement creates an agency or partnership. You may not assign Your rights under this Agreement without our prior written consent, and any attempted assignment will be null and void.
29. SURVIVAL. The terms of Sections 8 through 18, Section 29, and any other limitations on liability explicitly set forth herein, will survive the expiration or earlier termination of the Agreement for any reason. Our (and our licensors’) proprietary rights (including any and all intellectual property rights) in and to Our Content, Our Technology and the Site or Services will survive the expiration or earlier termination of the Agreement for any reason.
30. VIOLATIONS. Please report any violations of this Agreement to iridium.online@iridium.com.
Last Updated: December 16, 2019
