Terms of Service

1. Agreement to these terms

These Terms of Service (the “Terms”) are a legally binding contract between you and Skynetera, LLC (“Skynetera,” “we,” “us” or “our”). They govern your use of our corporate website at skynetera.com and of the services and products we provide under our brands, including Callston, Logicron, Skynetera Hardware & Robotics and any brand we launch in the future, together with related websites, software, documentation and support (together, the “Offerings”). You accept these Terms when you create an account, top up a balance, accept a proposal or quote, place an order or otherwise use an Offering. If you do not agree, do not use the Offerings.

If you accept these Terms on behalf of a company, school or other organization, you confirm that you have authority to bind it, and “you” then includes that organization.

You must be at least 18 years old, or the age of majority where you live if that is higher, to accept these Terms or place an order. A parent, guardian or teacher may buy Skynetera Hardware & Robotics kits for supervised use by younger learners as described in Section 7.3, and remains responsible for that use.

Each brand may publish brand-specific terms, service descriptions or policies on its own website, and some services are provided under an order form, proposal, quote or statement of work agreed in writing. Those documents supplement these Terms, and if they conflict with these Terms, they control for the service they cover. Our Privacy Policy, our Refund & Shipping Policy, and the prices and service details shown on the relevant brand website, checkout page, proposal or quote when you order also form part of these Terms. Section 21 explains which document controls if they conflict.

2. Who we are and how our brands work

Skynetera, LLC is a limited liability company organized under the laws of Skynetera. LLC, United States. We provide our services under brand names, each operated from its own website, and we add new brands over time. Callston, Logicron and Skynetera Hardware & Robotics are brands of Skynetera, LLC, not separate companies or subsidiaries. Skynetera Hardware & Robotics is our in-house hardware division and is described on this website. Our corporate website does not sell anything or publish prices. Whichever brand you deal with, your contract is with Skynetera, LLC.

Brand	What it provides	Website	How it is delivered and billed
Callston	A browser-based cloud phone service: calls from the browser, two-way SMS, local, mobile and toll-free numbers in more than 100 countries, call forwarding, optional call recording, and the Click2Call widget and HTTP API for developers	callston.com	Online access after sign-up; usage charged against a prepaid, pay-as-you-go balance; phone numbers rented monthly
Logicron	Software engineering and IT services: web platforms and SaaS development, mobile apps, VoIP and telecom software, CRM and business systems, cloud and DevOps, AI and automation, security reviews and IT consulting	logicron.com	Project-based work under a written proposal or statement of work; fixed-price, milestone or retainer fees
Skynetera Hardware & Robotics	Educational DIY microelectronic kits, open-source automation modules, robotics platforms, on-device AI vision modules, firmware and developer frameworks, and custom electronics and firmware engineering	skynetera.com (enquiries through our contact form)	Products and engineering work quoted in writing, then paid by card through a Stripe invoice or payment link; products ship from the United States

In these Terms, “Online Services” means our hosted services, including Callston, its Click2Call widget and HTTP API, and our websites; “Professional Services” means software engineering, IT, consulting and engineering work we perform for you under a proposal, quote or statement of work, including work delivered under the Logicron brand and custom engineering by Skynetera Hardware & Robotics; “Services” means Online Services and Professional Services together; “Deliverables” means the software, designs, documentation and other materials we create and deliver to you as part of Professional Services; “Software” means software we provide for download, embedding or installation, including the Click2Call widget and our hardware firmware; “Products” means Skynetera Hardware & Robotics physical goods; “Order” means any purchase, balance top-up, recurring charge, accepted proposal or accepted quote; and “Customer Content” means the data, contacts, call recordings, messages, project materials and other content you or your users submit to the Services.

3. Accounts and security

You agree to give accurate account information and keep it current, keep your password, API keys and other credentials confidential, and give each user their own login instead of sharing one. Tell us promptly at [email protected] if you suspect unauthorized access. You are responsible for activity under your account, including calls, messages and charges, except to the extent it results from our failure to use reasonable security measures, and we may lock an account, pause outgoing calls or require a credential reset if we detect suspicious activity.

If you administer a team or organization account, you control its users, their permissions and its Customer Content, and you are responsible for your users’ compliance with these Terms.

4. Orders, prices and payment

4.1 Prices and taxes

Our corporate website, skynetera.com, does not sell anything directly and does not publish prices. The price of each Offering is shown on the relevant brand website, checkout page, proposal or quote before you pay, and is in U.S. dollars unless stated otherwise. Taxes, and shipping charges for Products, are calculated at checkout or stated in your proposal or quote, based on your address, and are shown before you pay. You are responsible for all taxes on your purchase other than taxes on our net income. Tax-exempt customers, such as eligible schools, must send a valid exemption certificate before ordering. International shipments may incur import duties and fees as described in the Refund & Shipping Policy.

4.2 Payment processing and authorization

Card payments are processed by Stripe. You enter your card details directly with Stripe, and we never receive or store your full card number, only limited details such as the card brand, last four digits and expiry date. Charges appear on your statement as SKYNETERA, whichever brand you bought from. By providing a payment method, you confirm that you are authorized to use it, and you authorize us and Stripe to charge it for each Order, including taxes and shipping, for balance top-ups you request or automatic top-ups you switch on under Section 5.2, and for recurring charges under Section 5.3 until you cancel. Where we agree in writing to invoice you, such as for Professional Services or Products ordered through a written quote, payment is due as stated on the invoice, the quote or the Statement of Work.

4.3 Failed payments

If a charge fails or is reversed, we will notify you and may retry it. If the amount remains unpaid after that notice, we may suspend paid features or phone numbers, pause Professional Services, hold shipments or cancel the Order. If you think a charge is wrong, please contact [email protected] before disputing it with your bank.

4.4 Order acceptance and fraud review

An order confirmation email confirms that we received your Order; it is not acceptance. We accept an Order when we ship the Product, credit your balance, or activate the phone number or paid feature. An Order for Professional Services is accepted when both of us have agreed to the Statement of Work in writing, as described in Section 6.1. We may review Orders for fraud, export compliance, sanctions and resale, request verification, limit quantities, or decline or cancel an Order. If we cancel after charging you, we refund the full amount charged for the cancelled items.

4.5 Price errors and promotions

If an Offering is shown at the wrong price or with wrong information because of a typographical or system error, we may cancel affected Orders, even after confirmation, and refund you, or ask whether you want to proceed at the correct price. We will never charge you more than the price you agreed to without your consent. Promotions and credits are subject to their stated conditions.

5. Online services such as Callston

This section applies to Callston and to any other online service we provide under one of our brands. Brand-specific terms published on the brand’s website add detail for that service, as described in Section 1.

5.1 Your right to use the Online Services

While your account is in good standing, you and your authorized users may use the Online Services in a supported web browser, and through any apps or interfaces we make available, for your own business or personal purposes, within the limits shown in your account. Callston places and receives calls and messages over the internet through our telecommunications carrier and network partners. Call quality and message delivery depend on your internet connection, device and browser, and on the networks of the carriers that connect each call or message, which we do not control.

5.2 Prepaid balance

Calls, text messages and other usage are charged against a prepaid balance at the rates shown on the brand’s website or in your account when the usage occurs. You add funds by topping up your balance. If you switch on automatic top-up, you authorize us to charge your payment method the amount you choose whenever your balance falls below the level you set, until you switch it off. Usage is deducted from your balance as it occurs, and features that need funds stop when your balance runs out.

Your balance is a prepayment for Online Services of the brand where you added it. It is not a bank account or deposit, does not earn interest, and cannot be transferred to another account or exchanged for cash except as the Refund & Shipping Policy allows. You may ask for a refund of unused prepaid balance within 30 days of the top-up, on the terms set out in the Refund & Shipping Policy.

5.3 Recurring charges and automatic renewal

Some charges recur automatically. Phone numbers are rented by the month, and each number’s rental renews automatically for another month, charged to your prepaid balance or your payment method on file as shown in your account, until you release the number or close your account. Any other recurring service or add-on that a brand offers also renews automatically for another period of the same length unless you cancel before the current period ends.

The amount, billing period and next renewal date are shown before you buy and in your account. For any recurring charge with an annual term, we email you a reminder at least 30 days before each renewal date stating the date, the amount and how to cancel, along with any other notice required where you live. If your balance and payment method cannot cover a renewal, the number or feature may be suspended and later released, as Section 5.6 explains.

5.4 Rates and price changes

Rates for calls and messages can change, for example when carrier or regulatory charges change. The rate that applies to a call or message is the one shown on the brand’s website or in your account when the usage occurs. We will give you at least 30 days’ notice by email before a higher price for a recurring charge, such as a number’s monthly rental, applies to you, and you can cancel before then if you do not accept it.

5.5 How to cancel

There is no long-term contract, and you may cancel at any time:

• Online: in your account, where you can release individual phone numbers, cancel other recurring charges, switch off automatic top-up or close the account.
• By email: write to [email protected] from the account email address, or include enough detail for us to identify the account. We will confirm by email.

Cancelling a recurring charge takes effect at the end of the period you have already paid for. You keep the number or feature until then and will not be charged for it again. Simply not using a Service does not cancel recurring charges. A released number may be reassigned and cannot always be recovered, so port out any number you want to keep, where the number can be ported, before you release it or close your account. Section 17.3 explains how to export your data afterward.

5.6 Phone numbers

Phone numbers are provided through telecommunications carriers and are subject to the carrier and regulatory requirements of the country that issues them. Availability, features such as SMS, and requirements vary by country and number type. To activate or keep a number, you may need to provide and keep current identity, business and address information and supporting documents, and you authorize us to share that information with carriers and regulators for that purpose.

You do not own a phone number assigned to you. You receive the right to use it while you pay for it and comply with these Terms, and you keep any right to port it to another provider that applicable porting rules give you. We will process valid port-out requests as those rules require.

We may change, suspend or reclaim a number if a carrier or regulator requires it, if required verification is not provided or is found to be inaccurate, if the number’s rental remains unpaid after the notice described in Section 4.3, or if the number is used in violation of Section 10. Where practical, we will give you advance notice. A number that has been released or reclaimed may be reassigned to someone else.

5.7 Emergency calls

Callston is not a replacement for a traditional telephone line or mobile phone service and must not be relied on to make emergency calls, including calls to 911, 112 or any other emergency number, unless the brand’s terms for your service expressly state that emergency calling is supported. Internet calls depend on power, your internet connection, your device and your browser, and may fail to connect or fail to give emergency services your location. Always keep another way to reach emergency services available.

You must make sure that everyone who uses the Online Services through your account knows about this limitation.

5.8 Call recording, messaging and consent

Call recording is optional and is switched on and off by the account holder. If you record or monitor calls, or send text messages, you are responsible for giving every notice and obtaining every consent the law requires, including:

• the consent of every party to a call where state or national law requires it, as in U.S. states that require all-party consent to recording;
• the prior express consent, or prior express written consent, that the Telephone Consumer Protection Act requires for autodialed or prerecorded calls and for marketing text messages;
• the requirements of the CAN-SPAM Act and similar laws for commercial messages; and
• honoring opt-out requests, such as STOP replies, promptly and keeping a record of them.

Recordings and messages are Customer Content under Section 9. Section 10.2 lists further laws that apply to calls and messages.

5.9 Developer tools

Callston’s Click2Call widget and HTTP API let you add calling to your own software. You must keep API credentials secret, use the widget and API only as documented, and respect any rate limits we set. You are responsible for your integration, for the calls and messages it places, and for its compliance with Section 10, and charges for usage through your integration are deducted from your balance. We may change the API with reasonable notice, and we may suspend credentials that are compromised or misused.

5.10 Refunds

Refunds of prepaid balance and recurring charges are governed by the Refund & Shipping Policy. Except as stated there or required by law, charges for usage that has already occurred, and for recurring periods that have already started, are non-refundable.

6. Professional services such as Logicron

This section applies to Logicron and to any other software engineering, IT, consulting or engineering work we perform for you, including custom electronics and firmware work by Skynetera Hardware & Robotics.

6.1 Proposals and statements of work

Each engagement is defined in a written proposal, quote or statement of work (a “Statement of Work”) that describes the scope, Deliverables, assumptions, schedule, fees and payment terms. A proposal is valid for 30 days from its date unless it states otherwise. An engagement begins when both of us have accepted the Statement of Work in writing, which may be by electronic signature or email, and any deposit it requires has been paid. Work outside the Statement of Work is not included. Schedules are good-faith estimates that depend on you meeting your responsibilities under Section 6.4.

6.2 Fees, invoices and expenses

Fees are fixed-price, milestone-based or a monthly retainer, as the Statement of Work states. Fixed-price and milestone work is invoiced as the Statement of Work sets out, which may include a deposit before work starts. Retainers are invoiced in advance for each month and cover the hours or scope the Statement of Work describes, including whether unused hours carry over. Third-party costs that you approve, such as hosting, software licenses, app store accounts or cloud usage, are either billed to you at cost or paid by you directly. If an invoice remains unpaid after our reminder, we may pause work until it is paid, and the schedule moves accordingly.

6.3 Change requests

Either of us may propose a change to the scope, Deliverables or schedule. We will describe the effect of the change on fees and schedule in writing, and the change takes effect only when both of us have approved it in writing (a “Change Request”). Until then, we continue to work under the current Statement of Work.

6.4 Your responsibilities

You will provide, on time and at no cost to us:

• access to the systems, accounts, environments and people we reasonably need;
• the content, data, brand assets and other materials the work requires, which you have the right to let us use;
• timely feedback, decisions and approvals; and
• a contact person with authority to make decisions about the engagement.

You are responsible for backing up your systems and data before we work on them, and for the legal and compliance obligations of the software we build for you, such as privacy notices, app store requirements and the licenses for any data you supply. If a delay or failure on your side affects the work, we are not responsible for the resulting delay, and the schedule, and where reasonable the fees, will be adjusted through a Change Request.

6.5 Acceptance

When we deliver a Deliverable or milestone, you have 10 days to review it against the Statement of Work. If it does not conform in a material way, tell us in writing with enough detail for us to reproduce the problem, and we will correct it and deliver it again, after which a new review period begins. A Deliverable is deemed accepted when you approve it in writing, when the review period ends without a written report of a material defect, or when you use it in live operation, whichever happens first. Minor issues that do not prevent use do not delay acceptance, and we will address them as the Statement of Work provides.

6.6 Intellectual property in Deliverables

When you have paid all fees for a Deliverable in full, we assign to you our rights in the custom code, designs and documentation we created specifically for you in that Deliverable. Until then, you may use the Deliverable for review and testing only.

We keep ownership of the tools, libraries, templates, know-how and general-purpose components we created before or independently of the engagement, and of improvements to them that are not specific to you (“Background Materials”). Where Background Materials are part of a Deliverable, we grant you, from the time of full payment, a perpetual, worldwide, non-exclusive and royalty-free license to use, copy and modify them as part of that Deliverable. Open-source components and third-party software included in a Deliverable remain the property of their owners and are licensed to you under their own licenses. We may reuse the general skills and experience we gain during an engagement, but not your Confidential Information.

6.7 Confidentiality

Each of us will keep confidential the non-public business, technical and financial information the other shares in connection with an engagement that is marked confidential or would reasonably be understood to be confidential (“Confidential Information”). The receiving party will use it only for the engagement and share it only with employees and contractors who need it and are bound by confidentiality obligations at least as protective as these. These obligations do not apply to information that is or becomes public through no fault of the receiving party, was already known to it, is lawfully received from someone else, or is developed independently. A party may disclose Confidential Information when the law requires it, after giving the other party notice where lawful. These obligations last during the engagement and for three years afterward, and for as long as the information remains a trade secret or an access credential. A non-disclosure agreement signed by both of us controls where it differs.

6.8 Ending an engagement

Either of us may end an engagement at any time by giving the other 14 days’ written notice. Either of us may also end it under Section 17 if the other materially breaches these Terms or the Statement of Work. When an engagement ends:

• you pay for the work performed up to the end of the notice period, calculated at the rates in the Statement of Work or, for fixed-price work, in proportion to the work completed, together with approved expenses and costs we cannot cancel;
• we deliver the work in progress that you have paid for, and Section 6.6 applies to it; and
• we refund any amount you prepaid for work not performed.

6.9 Support after launch

Support, maintenance and hosting after launch are included only if the Statement of Work says so or you agree a separate support plan with us in writing. Support plans describe their own scope, response goals and fees, and these Terms apply to them.

7. Physical products

This section applies to Products of Skynetera Hardware & Robotics, such as educational electronics kits, robotics kits, automation modules and vision modules.

7.1 Descriptions, title and shipping

Products are ordered through a written quote, which you pay by card through a Stripe invoice or payment link that we send you. Product descriptions and photos are illustrative, and if a component becomes unavailable we may substitute a part of equal or better specification. Title and risk of loss pass to you when Products are delivered to the shipping address in your Order. We ship from the United States. Destinations, processing times, shipping methods and costs, and the handling of damaged or lost shipments, are covered by the Refund & Shipping Policy. Large orders, such as kits for a school or training program, may ship by freight under a quote confirmed before payment. Delivery dates are estimates.

7.2 Intended use

Products are designed for education, prototyping and hobby use. They are not designed, tested or certified for, and must not be used in, life-safety systems, medical devices, automotive or aviation systems, weapons, or anything connected to mains (line) voltage, or in any application where a failure could cause death, injury or serious property damage. Automation modules must only switch low-voltage loads within the ratings published in their documentation. Never connect an automation module, or any other Product, to household AC wiring.

7.3 Safety, age and supervision

• WARNING: CHOKING HAZARD. Small parts. Not for children under 3 years.
• Unless a Product’s documentation or packaging states a higher age, kits are designed for ages 14 and up, and kits marked for supervised use may be used by children aged 10 to 13 only with adult supervision. Some Products, such as automation modules, are for adults only, as their documentation states.
• An adult should supervise any soldering, tool use and battery handling by a young learner.
• Batteries are not included unless the documentation says otherwise. Use only the type specified, never mix old and new batteries or short-circuit the terminals, and disconnect power before rewiring.

7.4 Modifications

Our hardware is meant to be opened, rewired and reprogrammed, and doing so does not by itself void your warranty. However, modifications, custom firmware and the devices you build are at your own risk, and Section 8 does not cover damage they cause. If you sell a device built with our Products, you are its manufacturer and are responsible for its safety, labeling and certification.

7.5 Radio equipment

Some Products contain Wi-Fi or Bluetooth radios. Operate them under the radio rules of the country where they are used (in the United States, the FCC’s rules). Do not modify radios, antennas or firmware to operate outside permitted frequencies or power levels, and never use a Product to cause interference. A device you build with our radio modules may need its own equipment authorization before it is sold.

7.6 Custom engineering, prototypes and pilots

Electronics design, firmware, prototyping and other engineering work that Skynetera Hardware & Robotics performs for you under a written quote is a Professional Service governed by Section 6. Unless the Statement of Work says otherwise, prototypes, pilot units and small-batch units are engineering samples for development and evaluation. They are not certified for sale to consumers, and you are responsible for any testing and certification needed before you sell or deploy a product based on them.

8. Limited hardware warranty

8.1 Coverage

We warrant to the original purchaser that each new Product bought from us will be free from defects in materials and workmanship under normal use for 12 months from the date of delivery (the “Warranty Period”).

8.2 Exclusions

This warranty does not cover normal wear, cosmetic damage or consumable items; damage from accidents, misuse, liquids or fire; damage from soldering, wiring errors, short circuits or exceeding published power or load ratings; damage caused by modifications, custom firmware, third-party parts or repairs by others; use outside Section 7.2; lost or stolen Products; prototypes and engineering samples under Section 7.6, unless the Statement of Work provides a warranty; or Online Services, Professional Services and Software.

8.3 Remedies and claims

If you report a covered defect during the Warranty Period, we will, at our option, repair or replace the Product or the defective part with a new or functionally equivalent one, or refund its purchase price. A repaired or replacement Product is covered for the rest of the original Warranty Period. Repair, replacement or refund is your exclusive remedy under this warranty, except where law provides otherwise.

To make a claim, email [email protected] before the Warranty Period ends with your order number, a description of the problem and photos if possible. Where a return is needed, we will issue a return authorization under the Refund & Shipping Policy, which also explains shipping costs for claims.

8.4 Your statutory rights

This warranty gives you specific legal rights, and you may have other rights that vary by state or country. TO THE EXTENT PERMITTED BY LAW, ANY IMPLIED WARRANTIES THAT APPLY TO PRODUCTS, INCLUDING MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE LIMITED IN DURATION TO THE WARRANTY PERIOD. Some states do not allow limits on how long an implied warranty lasts, so this may not apply to you. For consumers in the United Kingdom, the European Union, Australia, New Zealand and other countries with mandatory consumer guarantees, this warranty is in addition to those rights. For consumers in Australia:

Our goods come with guarantees that cannot be excluded under the Australian Consumer Law. You are entitled to a replacement or refund for a major failure and compensation for any other reasonably foreseeable loss or damage. You are also entitled to have the goods repaired or replaced if the goods fail to be of acceptable quality and the failure does not amount to a major failure.

9. Your content and data

You, or your licensors, own your Customer Content. We do not claim ownership of it, and we do not sell it. You grant us a worldwide, non-exclusive, royalty-free license to host, store, process, transmit, display and back up Customer Content only as needed to provide, secure and support the Services, comply with law and follow your instructions, such as routing a call, delivering a message or syncing an integration you enable. You are responsible for having the rights and consents needed to submit Customer Content, including personal information about your contacts, callers and message recipients, and about the people whose data appears in materials you give us for Professional Services.

We collect technical and usage data, including call and message records needed for routing, billing and fraud prevention, to operate, secure and improve the Offerings, and may use it in aggregated or de-identified form that does not identify you, your users or your contacts.

Our Privacy Policy explains how we handle personal information. When you upload personal information about other people, or give us access to it during Professional Services, we process it on your behalf to provide the Services. You can request our standard data processing agreement (DPA) at [email protected].

10. Acceptable use

10.1 General rules

You must not use the Offerings, or allow others to use them, to:

• break any law, or infringe anyone’s intellectual property, privacy or publicity rights;
• send spam, phishing or malware;
• probe or breach our security without our written authorization (please report suspected vulnerabilities to [email protected]), or disrupt or overload the Offerings;
• scrape or harvest data by automated means, except through interfaces we document for that purpose;
• reverse engineer the Online Services or Software, except as law expressly permits, or circumvent usage limits, balance checks or other technical protections; or
• impersonate, harass, threaten or defraud anyone.

We may decline or stop Professional Services work that we reasonably believe would breach this Section or help someone else breach it.

10.2 Callston and calling laws

Callston carries your calls and messages through our carrier partners, but you decide whom to contact, when and how. You are solely responsible for complying with every law and carrier rule that applies to your calls and messages, including:

• the Telephone Consumer Protection Act and FCC rules, including their consent requirements for autodialed, prerecorded and artificial-voice calls and texts;
• the Telemarketing Sales Rule, the National Do Not Call Registry, state do-not-call and telemarketing laws, and your own internal do-not-call list and opt-out requests;
• call-recording and monitoring laws, including state laws that require every party’s consent;
• caller ID rules, including the Truth in Caller ID Act;
• carrier registration and content requirements for business text messaging; and
• the CAN-SPAM Act and equivalent laws in other countries where the people you contact are located.

You must not use Callston, alone or with other tools, to:

• make robocalls, or send autodialed or prerecorded calls or texts without the consent the law requires;
• send spam, unsolicited bulk messages, or fraudulent, deceptive or harassing calls or messages;
• spoof caller ID, or display a number you do not have the right to use;
• call or text numbers on a do-not-call list without a valid exemption, or contact people who have asked you to stop;
• record calls without the consent the law requires;
• generate artificial or inflated traffic; or
• call, message or obtain numbers in countries or regions subject to comprehensive U.S. sanctions, or otherwise breach Section 19.

We, and the carriers we work with, may block destinations, limit call or message volumes, and suspend numbers or accounts that show signs of fraud or abuse.

10.3 Robotics and vision products

You must not use any Product, vision module, or our firmware or models to build or operate weapons or devices meant to injure people or animals; for covert surveillance, or to record, identify or track people without their knowledge and any consent the law requires; or to collect biometric data without complying with biometric privacy laws. Our vision modules process images on the device and do not send them to us, and you are responsible for the images you capture.

We may investigate suspected violations and suspend or terminate access under Section 17.

11. Intellectual property, licenses and feedback

11.1 Ownership

We and our licensors own the Offerings, including our websites, Online Services, Software, firmware, designs, documentation and Background Materials, and all intellectual property in them. Except for the rights expressly granted in these Terms, in a Statement of Work and in open-source licenses, we grant no rights by implication or otherwise. Buying a Product transfers ownership of the physical item, not of its design. Section 6.6 covers ownership of Deliverables.

11.2 Your right to use our software

The Online Services and Software are licensed, not sold. Subject to these Terms and payment of applicable charges, we grant you a limited, non-exclusive and non-transferable right to use them, including the Click2Call widget and the firmware supplied with Products, while your account is active or, for firmware, while you own the Product, and only as these Terms and the documentation allow.

11.3 Open-source components

Where we publish firmware, schematics, libraries, developer frameworks or models under an open-source license identified in their files or documentation, that license, including its warranty disclaimer, governs that component, and nothing in these Terms limits the rights it grants you. Open-source licenses do not grant trademark rights.

11.4 Restrictions

Except as allowed by these Terms, a Statement of Work, an open-source license or a law that cannot be waived, you may not:

• copy, modify or create derivative works of the Online Services or Software;
• decompile or reverse engineer them, except where law expressly permits it despite this restriction;
• rent, sell, resell or sublicense them, or offer them to third parties as a hosted service, unless a brand’s terms or a written agreement with us allows it;
• share account credentials or API keys, or circumvent usage limits, balance checks or other technical protections; or
• remove copyright, trademark or other proprietary notices.

These restrictions do not limit your rights in Deliverables you own under Section 6.6.

11.5 Trademarks, feedback and copyright notices

Skynetera, Callston, Logicron, Skynetera Hardware & Robotics and our other brand names and logos are trademarks of Skynetera, LLC. You may refer to them truthfully, for example to say that a device uses a Skynetera Hardware & Robotics module or that your software integrates with Callston, but you may not otherwise use them without our written permission.

If you send us feedback or ideas, we may use them without obligation to you. Copyright owners may send infringement notices that meet 17 U.S.C. § 512(c)(3) to [email protected]. We may remove infringing content and terminate repeat infringers’ accounts.

12. Third-party services

The Offerings work with services we do not control, including telecommunications carriers, cloud hosting providers, app stores, software you connect through an integration, Stripe and shipping carriers. Their own terms govern your use of them, and you pay any fees they charge you directly. When you connect one, you authorize us to exchange data with it for that integration. For Professional Services, we set up third-party accounts such as hosting or app store accounts in your name where practical, and you are responsible for their terms and fees. We are not responsible for third-party services, and if a carrier or provider changes or withdraws its service or interface, we may need to change or end the related feature, number or integration.

13. Changes, availability and support

We may add, change or remove features of the Online Services. If a change materially reduces the core functionality of an Online Service you pay for and you close your account because of it within 30 days after the change takes effect, we will refund your unused prepaid balance and any prepaid recurring charges for the unused remainder of the period.

The Online Services may be interrupted for maintenance, repairs or events beyond our control, and call and message delivery also depends on carriers and networks we do not control. We do not guarantee uptime, and no service credits are owed unless you have a signed agreement that includes a service level agreement. Any credit or refund we give for an outage under the Refund & Shipping Policy is at our discretion. Beta and preview features are provided “as is” and may change or be withdrawn.

Support is available by email at [email protected], Monday to Friday, 9:00 a.m. to 6:00 p.m. Eastern European Time. Excluding Holidays.. A brand may also offer support through its own website. Response times are goals, not guarantees, unless a signed agreement or Statement of Work says otherwise.

14. Disclaimers

EXCEPT AS EXPRESSLY STATED IN SECTION 8, IN A STATEMENT OF WORK OR IN ANOTHER SIGNED AGREEMENT, AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE OFFERINGS ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. Implied warranties for Products that cannot be disclaimed under applicable law are instead limited in duration as described in Section 8.4.

WE DO NOT WARRANT THAT THE OFFERINGS WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, OR THAT ANY RESULTS WILL BE ACCURATE. In particular:

• Callston is not a replacement for a traditional phone line. Do not rely on it for emergency calls, as Section 5.7 explains.
• No legal advice. Our features do not make your calls or messages lawful, and nothing we provide, including in Professional Services, is legal advice.
• Software we build. Deliverables are built to the Statement of Work. You are responsible for testing them in your own environment and deciding when to put them into live operation.
• Models and projects. The detection models in our vision modules can be wrong and must not be relied on for safety, security or identification decisions. Project guides and lesson material are educational, not professional engineering advice.

15. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER WE NOR OUR MEMBERS, MANAGERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL OR DATA, ARISING OUT OF OR RELATING TO THESE TERMS OR THE OFFERINGS, UNDER ANY THEORY OF LIABILITY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES.

TO THE FULLEST EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS AND THE OFFERINGS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID US DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE LIABILITY AND (B) ONE HUNDRED U.S. DOLLARS.

Nothing in these Terms limits or excludes liability that cannot be limited or excluded by law, including liability for death or personal injury caused by our negligence, for fraud, for gross negligence or willful misconduct, or under consumer rights that cannot be waived. Some jurisdictions do not allow certain exclusions or limits, so some of the above may not apply to you. These limits are an essential part of the prices we charge and apply even if a limited remedy fails of its essential purpose.

16. Indemnification

To the extent permitted by law, you will defend, indemnify and hold harmless Skynetera, LLC and its members, managers, employees and agents against third-party claims, and related losses, fines, settlements and reasonable attorneys’ fees, arising from:

• your Customer Content, and the materials you give us for Professional Services;
• calls and messages you make or send using Callston, including claims under telemarketing, do-not-call, consent, messaging or call-recording laws;
• your violation of these Terms or any law; or
• devices and products you build, modify or sell using our Offerings.

This does not apply to the extent a claim results from our own breach of these Terms, negligence or willful misconduct. We will notify you promptly of any claim. You will control its defense, but you may not settle it in a way that imposes obligations on us or admits fault on our behalf without our written consent.

17. Suspension and termination

17.1 By you

You may stop using the Offerings at any time, cancel recurring charges as described in Section 5.5, end a Professional Services engagement as described in Section 6.8, and close your account in your account settings or by contacting [email protected].

17.2 By us

We may suspend your access, with notice where practical, if a payment remains overdue after we notify you, if required verification under Section 5.6 is not provided, if you violate Section 10, if your use threatens the security or availability of the Services or exposes others to liability, or if a carrier, regulator or the law requires it. We will limit any suspension to what is reasonably necessary.

We may terminate your access, or an engagement, if you materially breach these Terms or a Statement of Work and do not cure the breach within 30 days after our notice (or immediately if it cannot be cured or involves illegal activity or a serious violation of Section 10), or if the law requires it. You have the same right to end an engagement if we materially breach a Statement of Work and do not cure the breach within 30 days after your notice. We may also discontinue an Online Service, or close an account that has no remaining balance or active recurring charges, with at least 30 days’ notice. If we discontinue an Online Service you pay for, we will refund your unused prepaid balance and any prepaid recurring charges for the unused remainder of the period.

17.3 Effect of termination

• Your access to the Online Services ends on the termination date, and phone numbers you have not ported out are released.
• For 30 days after your account closes, you may export your Customer Content, such as call history, messages and recordings, unless the law prohibits it or we terminated your account because the content itself is unlawful. After that period, we delete or de-identify it as described in our Privacy Policy, except copies the law requires us to keep and backups that are overwritten in the ordinary course.
• Unused prepaid balance is handled as described in the Refund & Shipping Policy, and amounts owed for an ended engagement are settled under Section 6.8.
• Your rights in paid Deliverables under Section 6.6, your open-source rights, your ownership of Products and the remaining hardware warranty continue, unless a license is terminated for your material breach.
• Amounts you owe remain payable, and Sections 6.6, 6.7, 9, 11, 14, 15, 16, 17.3, 18, 19 and 21 survive.

18. Governing law and disputes

18.1 Informal resolution first

Before either of us files a claim, the party raising a dispute must send the other a written notice describing it and the relief sought. Send notices to us at [email protected]; we will send notices to the email address on your account. We both agree to try in good faith to resolve the dispute informally for 30 days after the notice is received, and any deadline for bringing the claim is paused during that period.

18.2 Governing law and courts

These Terms, and any dispute arising out of or relating to them or the Offerings, are governed by the laws of Delaware and applicable U.S. federal law, without regard to conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Any dispute not resolved informally must be brought exclusively in the state or federal courts located in Delaware, and you and we consent to the personal jurisdiction of, and venue in, those courts.

18.3 Exceptions

• Small claims. Either of us may bring an individual claim in small claims court in the county where you live or in Delaware, if the claim qualifies.
• Consumers outside the United States. You keep the protection of the mandatory laws of your country of residence and may bring proceedings in its courts where that law allows.
• Urgent relief. Either of us may seek an injunction in any competent court to stop infringement of intellectual property, misuse of Confidential Information, unauthorized use of the Services or a threat to the security of our systems.

19. Export controls and sanctions

The Offerings may be subject to U.S. export control and sanctions laws, including the Export Administration Regulations and sanctions administered by the Office of Foreign Assets Control. You represent that you are not located or ordinarily resident in a country or region subject to comprehensive U.S. sanctions, and that you are not named on, or owned or controlled by a party named on, a U.S. restricted-party list such as the Specially Designated Nationals List or the Entity List. You will not export, re-export or transfer any Offering in violation of these laws, call or message sanctioned destinations, or use any Offering for prohibited military, nuclear, chemical, biological or missile end uses. We may refuse Orders, block destinations or suspend accounts and numbers where needed to comply.

20. Changes to these terms

We may update these Terms, and the “Last updated” date at the top of this page shows the current version. We will give at least 30 days’ notice of material changes by email or in the Online Services. Other changes, such as clarifications or changes required by law, take effect when posted. If you keep using the Offerings after a change takes effect, the updated Terms apply to you; if you do not agree, stop using the Offerings and close your account before then. If a material change adversely affects you and you close your account within 30 days after it takes effect, we will refund your unused prepaid balance and any prepaid recurring charges for the unused remainder of the period. A Statement of Work already in progress stays under the version of these Terms in effect when it was accepted, unless both of us agree otherwise. Changes do not apply to disputes already notified.

21. General provisions

• Entire agreement. These Terms, the documents they incorporate, any brand-specific terms and your Order or Statement of Work are the entire agreement between you and us on their subject and replace any earlier understandings. Additional or different terms in your purchase orders have no effect.
• Order of precedence. If documents conflict: (1) a Statement of Work accepted under Section 6.1, including by email or electronic signature, or an order form or other agreement signed by both of us, controls for the Offerings it covers; (2) brand-specific terms published on a brand’s website control for that brand’s service; (3) an open-source license controls for the component it covers; (4) the Refund & Shipping Policy controls on refunds, returns, shipping and warranty claims; and (5) these Terms control on everything else. A signed DPA controls over the Privacy Policy for the data it covers.
• Assignment. You may not assign these Terms without our written consent, which we will not unreasonably withhold. We may assign them to an affiliate or to a successor in a merger, acquisition or sale of all or part of our business, including the business of a single brand, and will notify you if we do.
• Independent contractors. When we perform Professional Services, we act as an independent contractor, and we may use qualified subcontractors while remaining responsible for their work.
• Severability and waiver. If a provision is unenforceable, it will be enforced to the maximum extent permitted and the rest of these Terms remain in effect. Not enforcing a provision is not a waiver of it.
• Force majeure. Neither of us is liable for delays caused by events beyond our reasonable control, such as natural disasters, epidemics, war, government action, utility, carrier or network failures or cyberattacks, but this does not excuse payment obligations. If such an event delays shipment of a Product for more than 30 days, either of us may cancel the affected Order for a refund.
• Notices and electronic communications. We send notices to the email address on your account or through the Online Services. Legal notices to us go to [email protected], and notices of breach or legal process should also be mailed to the address in Section 22. You agree that agreements and notices we provide electronically, including proposals and Statements of Work accepted by email or electronic signature, satisfy any requirement that they be in writing.
• No third-party beneficiaries. These Terms give no rights to anyone other than you and us, and create no partnership, agency or employment relationship.
• Interpretation. Headings are for convenience only, “including” means “including without limitation,” and the English version controls.

22. Contact information

If you have questions about these Terms, or need to send us a notice, please contact us:

• Legal name: Skynetera, LLC
• Legal notices: [email protected]
• Billing and cancellations: [email protected]
• Customer support: [email protected]
• Projects and hardware enquiries: [email protected]
• Postal address: aristeidou 3, 101, limassol, Cyprus 3095, United States
• Phone: +35794550204
• Brand websites: callston.com and logicron.com