Terms & Conditions

Effective Date: June 19, 2025
Last Updated: June 19, 2025

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By accessing or using any DSID service, hardware, software, or content (“Services”) provided by Digital Sign ID, Inc. (“DSID,” “we,” “us,” or “our”), the individual or legal entity that registers for, accesses, or uses the Services (the “Client”) agrees to be bound by these Terms of Service (“Terms”). If the Client does not agree, the Client must not use the Services.

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1. DEFINITIONS

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These capitalized terms in this document have the following meanings:

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• Account: The Client’s registered user account with DSID, which provides access to and management of the Services, including associated data, Authorized Users, and billing information.
  
  
• Activation / Activation Date: The date on which the System is paired to the Client’s Account and first connected online, triggering the start of the Subscription Term and billing.
  
  
• Authorized User: Any employee, contractor, agent, or other individual whom the Client authorizes to access and use the Services under the Client’s active subscription.
  
  
• Content: All materials, data, media, and information accessed, uploaded, created, provided, or used by or through the Services, including but not limited to:
• • Client Content: Content uploaded or managed by the Client or its Authorized Users.
  • Library Content: Pre-designed content and templates provided by DSID for Client use.
  • Custom Content: Content specially created or tailored by DSID at the Client’s request.
  • Third-Party Content or Data: Information or materials integrated from or provided by third-party services or platforms connected to the Services.
    
    
• Delivery Date: The date on which delivery of the System(s) to the Client is documented by courier tracking.
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• Effective Date: The date on which this Agreement becomes binding and enforceable between the parties, as stated above.
  
  

• Hardware:
  
  • Additional Hardware: Any hardware devices, equipment, or components supplied by DSID or third parties, to complement or support the System(s), excluding the primary System hardware.
  • Client Hardware: Hardware or devices owned, installed, or maintained by the Client, including but not limited to display Screens, network equipment, cabling, and accessories used in conjunction with the System(s).
    
    
• LoopOS: The cloud-based software platform used to manage all content and DSID System(s).
  
  
• Minimum Requirements: The essential onsite elements and conditions at the Client’s place of business required for the basic operation of the Services. These include, but are not limited to: (a) consistent electrical power supply; (b) stable, high-speed internet access with appropriate network permissions; and (c) at least one commercial-grade or consumer-grade TV screen equipped with an available HDMI input port.
  
  
• Order Summary: The invoice or other written record provided by DSID that outlines the selected Subscription Plan, billing cycle, hardware (if any), applicable Setup Costs, and any other fees or service components. The Order Summary is incorporated by reference into this Agreement and governs the financial terms applicable to the Client’s Subscription Plan.
  
  
• Readiness Confirmation: The Client’s written or verbal confirmation indicating readiness to install and receive the System(s), authorizing DSID to ship to the specified address.
  
  
• Screen: A display device, monitor, or television screen onto which the System displays Content.
  
  
• Setup Costs: One-time fees charged for initial system setup, installation, or hardware.
  
  
• Subscription Plan: The selected DSID service tier and billing mode (monthly or annual) as described in the Order Summary.
  
  
• Services: The collective Systems, software and cloud platform (including LoopOS), Content, support, and any related services provided by DSID to the Client under this Agreement.
  
  
• System(s): The DSID provided hardware device paired with the Client’s Account.
  
  
• Subscription Term: The period beginning on the Activation Date during which the Client has an active, paid subscription to the Services, and continuing until such subscription is cancelled, terminated, or expires in accordance with this Agreement.
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• Support Services: Technical assistance, troubleshooting, and related client service resources provided by DSID to aid in the installation, operation, and maintenance of the System(s) and access to the Services.
  
  
• WiFi-enabled System: A System configured to connect via WiFi, available only as an add-on requiring pre-configuration and additional charge.
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2. ACCEPTANCE OF TERMS

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These Terms (and any linked policies) govern your access to and use of the Services. We may revise these Terms at any time by updating this page, and your continued use of the Services constitutes acceptance of the updated Terms.

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3. ACCOUNT REGISTRATION & USERS

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The Client must provide accurate registration information when creating an Account, including but not limited to the Client’s name, email address, billing address, and primary contact and must promptly update such information as needed. The Client is responsible for all activity conducted under the associated Account and must ensure the confidentiality of all login credentials.

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Registration enables Authorized Users to access the Services through password-protected access to LoopOS. Each Authorized User is responsible for maintaining the security of their individual login credentials.

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The number of Authorized Users permitted under the Client’s Account is determined by the Subscription Plan tier selected by the Client and may be modified by DSID with at least thirty (30) days' prior written notice.

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DSID reserves the right to deny, suspend, or revoke access to any Authorized User who violates these Terms or engages in unauthorized use of the Services.

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4. SUBSCRIPTION PLANS & BILLING

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All fees and charges for DSID Services are payable in U.S. dollars.

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4.1 Annual Plan

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• The full twelve (12) month subscription fee and Setup fees are due prior to shipment.
  
• The subscription term begins upon Activation.
  
• The subscription automatically renews annually based on the Activation date unless canceled in advance in accordance with these Terms.
  
  

4.2 Monthly Plan

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• Setup Costs are due prior to shipment.
  
• Monthly billing begins on the next billing cycle following Activation:
  
  • Activation on or before the 15th of the month → billing begins on the 15th
    
  • Activation after the 15th → billing begins on the 1st of the following month
    
• Billing is not prorated; charges are aligned to these fixed billing dates.
  
  

4.3 Payments

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• Subscription fees are determined on a per-System basis.
  
• DSID accepts payment by credit card, ACH, or check.
  
• DSID uses a secure third-party billing platform to manage, process, and store invoices and payment information.
  
• If a purchase is subject to recurring charges, the Client authorizes DSID to charge the designated payment method on a recurring basis without requiring prior approval for each charge, until the Client notifies DSID of cancellation in accordance with Section 13.
  
• Clients who enable auto-pay expressly consent to these recurring charges.
  
• Unless otherwise stated, all fees are non-refundable.
  
• Invoices more than thirty (30) days overdue may incur a $15 late fee. DSID reserves the right to suspend Services if payment is not received within fifteen (15) days of the due date.
  
  

4.4 Pricing and Confidentiality

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• All pricing is confidential and must not be disclosed by the Client to any third party without DSID’s prior written consent.
  
• DSID reserves the right to modify its pricing at any time. Any changes to pricing will be communicated to the Client at least thirty (30) days in advance.
  
• DSID may, at its sole discretion, offer promotional pricing or subscription plans with different features, fees, or terms than those provided to the Client.

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5. DEPLOYMENT

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Upon receiving the System(s), the Client is responsible for installing the System(s) unless prior arrangements have been made with DSID and/or a DSID-authorized Partner for installation services.

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The Client acknowledges that the complexity and cost of installation may increase when connecting to multiple screens or incorporating external devices, including but not limited to signal distribution hardware, audio-visual receivers, and passthrough media players. 

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Each System may be connected to as many display Screens as the Client’s signal distribution setup and cabling infrastructure supports. However, DSID is not responsible for the reliability, performance, maintenance, or operation of Additional Hardware or Client Hardware, including but not limited to display screens, external devices, cabling, or related infrastructure used in conjunction with the System(s).

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If the Client elects to, or is required to, engage professional labor or third-party services to install the System(s), Additional Hardware, or Client Hardware, or to otherwise meet the Minimum Requirements at the Client’s place of business, DSID shall bear no responsibility or liability for any fees, costs, coordination, or outcomes associated with such services. All expenses related to professional labor, technical assistance, electrical work, infrastructure adjustments, or any other onsite modifications remain solely the responsibility of the Client.

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6. CONTENT

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6.1 CLIENT CONTENT

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Certain features of the Services allow Authorized Users to upload and manage content, including but not limited to messages, photos, videos, images, folders, text, data, and other materials (“Client Content”), and to display such content through the Services.

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6.1.1 Ownership

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The Client retains all copyright and proprietary rights to content uploaded to or transmitted through the Services, including but not limited to text, images, video, folders, layouts, and data (“Client Content”), provided that the Client holds the rights to such materials.

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6.1.2 License Grant

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By submitting Client Content through the Services, the Client grants DSID a worldwide, non-exclusive, royalty-free, and fully paid license to host, store, reproduce, distribute, transmit, display, render, and adapt such Client Content solely as necessary to deliver the Services as described in these Terms. This license includes the right to format and/or re-encode content for compatibility with supported systems and display configurations.

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6.1.3 Client Warranties

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The Client represents and warrants that:
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• The Client either owns or has the necessary rights and permissions to use and authorize DSID to use the Client Content as described herein.
  
• The Client Content does not infringe, violate, or misappropriate any third-party rights, including copyright, trademark, or privacy rights.
  
• The Client Content is not obscene, defamatory, harassing, discriminatory, or otherwise unlawful under applicable laws.

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DSID disclaims all liability in connection with Client Content. The Client is solely responsible for the legality, reliability, and appropriateness of the materials uploaded to the Services.

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6.1.4 Content Moderation

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DSID is not obligated to review or monitor Client Content but reserves the right to remove, disable, or restrict access to any content that, in its sole judgment, violates these Terms or applicable laws. DSID may investigate complaints and take appropriate action, including content removal or account suspension.

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6.1.5. Content Retention & Deletion

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Upon account termination, DSID will permanently delete all Client Content from our servers. Client is responsible for backing up all content prior to account deactivation.

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6.2 LIBRARY CONTENT

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Library Content refers to any visual, textual, or multimedia materials made available by DSID for general use by Clients through the System(s) and LoopOS platform. The following terms apply specifically to the access, use, and limitations related to such content:

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6.2.1 Creative Control and Standards

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DSID reserves the right to full creative freedom in the development and distribution of all Library Content. The Client understands and agrees that Library Content reflects the creative expression and professional judgment of DSID’s design team. While the Client’s views and preferences will be given diligent consideration, DSID retains sole discretion over all final decisions related to the quality, tone, effectiveness, and appropriateness of Library Content in order to maintain brand standards and content integrity.

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6.2.2 Permitted Use

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Library Content is intended solely for display through DSID System(s) and LoopOS and is licensed for use only during the active term of the Client’s Subscription. The Client shall not download, repurpose, modify, or otherwise use Library Content outside of the Services or beyond the scope of the Agreement.

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6.2.3 Copyright Protection

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All Library Content is the intellectual property of DSID or its licensors and is protected by applicable copyright and intellectual property laws. Any use of Library Content outside of a Subscription Term, without DSID’s express written permission, or in a manner that violates these Terms, constitutes copyright infringement and will be pursued to the fullest extent of all legal remedies available under U.S. and international law.

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6.2.4 Modifications and Availability

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DSID retains the right to discontinue, update, or alter any Library Content at any time, with or without prior notice. Access to specific content collections may vary based on evolving editorial direction, licensing arrangements, or platform capabilities.

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6.2.5 Disclaimer and Indemnity

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DSID makes no warranties or guarantees regarding the effect, impact, or appropriateness of Library Content for any particular audience, setting, or purpose. DSID assumes no responsibility for injury, damage, loss, or claims arising from the display or use of Library Content. The Client agrees to indemnify, defend, and hold harmless DSID and its personnel from any claims, liabilities, damages, or costs arising out of or related to the use of Library Content on the Client’s System(s).

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6.2.6 Tier-Based Access

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Access to Library Content is managed by DSID and varies based on the Client’s Subscription Plan. Higher-tier plans may include expanded or premium content collections, subject to change as DSID deems appropriate.

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6.3. CUSTOM CONTENT

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Custom Content refers to any content created by DSID at the request of the Client, tailored specifically to meet the Client’s

unique communication goals, branding, or display needs. The following terms apply to all Custom Content services:

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6.3.1 Creative Process and Delivery

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Upon request from the Client, DSID may develop Custom Content based on the goals, intended message, creative direction, and supporting materials or assets provided by the Client. DSID retains the right to exercise creative freedom in executing the content design in a way that aligns with industry design standards and helps realize the Client’s intended vision. The Client acknowledges that content design is a subjective process and that DSID may interpret creative input accordingly.

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DSID will provide estimated delivery timeframes for Custom Content projects; however, these timeframes are intended as guidelines only and do not constitute binding deadlines. 

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DSID shall not be held liable for any failure to meet time-sensitive content requests.

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6.3.2 Credit System and Pricing

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The development of Custom Content is billed through an internal DSID Credit system. Clients must maintain a sufficient balance of DSID Credits in order to initiate Custom Content projects. DSID reserves the right to reject or delay any Custom Content request if the Client’s account reflects an insufficient or negative Credit balance.

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One (1) DSID Credit is valued at forty U.S. dollars (US $40.00). DSID reserves the right to modify the value or pricing structure of Credits with a minimum of sixty (60) days' prior written notice to the Client.

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The number of Credits required for a given Custom Content request is determined solely by DSID, based on project scope, complexity, and production resources. Credit allocation is final and non-negotiable once a project has been finalized and the final draft has been delivered to the Client.

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If the Client alters the scope of a Custom Content project after development has begun, or if significant changes are requested that DSID determines to be outside the original scope, DSID may charge additional Credits to account for the added work. Any such adjustments will be communicated to the Client before proceeding.

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6.3.3 Credit Balance Management

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The Client’s Credit balance is tracked and managed exclusively by DSID. Upon request, DSID will provide a summary of Credit activity, including usage and remaining balance. DSID will notify the Client in the event the account reaches a zero or negative balance.

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Unused DSID Credits will remain valid for thirty-six (36) months from the date of Subscription termination or expiration, provided no new agreement is executed during that period. After this time, any remaining Credits will expire.

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All DSID Credit purchases are non-refundable.

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6.3.4 Additional Credit Purchases and Scope

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Clients may purchase additional DSID Credits at any time through the Services or by contacting DSID directly. DSID Credits may only be used for the commissioning and development of Custom Content and hold no cash value outside of that context. Credits may not be applied toward any other charges, including but not limited to subscription fees, hardware purchases, setup costs, support services, or other incurred expenses. Credits are non-transferable and cannot be redeemed or reallocated for any purpose beyond the creation of Custom Content as approved and executed by DSID.

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6.4 COPYRIGHT PROTECTION

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6.4.1 DMCA Compliance

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DSID complies with the Digital Millennium Copyright Act (DMCA) and will respond to proper notices of alleged copyright infringement. Any Client or third party may submit a complaint by contacting DSID’s Designated Agent at:

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Digital Sign ID, Inc.
Attn: DSID Legal Department – Copyright
200 Barr Harbor Drive, Suite 400
West Conshohocken, PA 19428
Email: support@dsid.com

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6.4.2 Notice Requirements

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A copyright notice must include:
(a) an electronic or physical signature of the copyright owner or authorized agent;
(b) identification of the copyrighted work claimed to have been infringed;
(c) identification of the material claimed to be infringing and its location;
(d) contact information of the complaining party;
(e) a good-faith statement that use of the material is not authorized; and
(f) a statement under penalty of perjury that the complaint is accurate and that the complainant is authorized to act on behalf of the copyright owner.

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6.4.3 Repeat Infringers

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DSID may suspend or terminate access for Clients and/or Authorized Users determined to be repeat infringers of copyrighted

content.

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6.5 THIRD-PARTY CONTENT

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6.5.1 Linked Services and Export Tools

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The Services may include integrations with third-party platforms (e.g., social media, review platforms, cloud storage services) to enable content sharing or data export. By using these features, the Client consents to the transfer of relevant content or data to the applicable third-party provider. DSID is not responsible for the data practices or functionality of such third-party services.

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6.5.2 Third-Party Components

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The Services may contain open-source or third-party software components subject to their own license terms. Nothing in these Terms limits the Client’s rights under those third-party licenses.

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7. SUPPORT SERVICES

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DSID shall provide Support Services to the Client for the duration of the Client’s active Subscription Term, subject to the terms and conditions set forth in this Section.

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7.1 Hours of Operation

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Support Services are available Monday through Friday, from 9:00 A.M. to 5:00 P.M. Eastern Standard Time (EST), excluding the following U.S. national holidays: New Year's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas Day. Support hours are subject to change at DSID’s discretion.

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7.2 Support Channels

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Support is provided through a combination of telephone, email, text message, live chat, and remote troubleshooting methods. Support requests received during high-volume periods may be forwarded to voicemail or inbox. DSID will make best efforts to respond and take action as promptly as possible.

Support requests submitted outside of operating hours will be routed to voicemail or inbox and will be addressed as soon as reasonably possible. However, DSID makes no guarantee of immediate action until the start of the next business day.

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7.3 Payment Status and Support Access

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DSID reserves the right to suspend Support Services if any payment due from the Client remains unpaid for more than sixty (30) days.

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7.4 System Malfunctions and Notification

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In the event of a System malfunction, it is the Client’s responsibility to promptly notify DSID. If the issue cannot be resolved remotely, the Client may choose to (a) return the System(s) to DSID headquarters for further diagnosis and resolution, or (b) request a DSID Partner site visit for in-person troubleshooting.

The Client acknowledges that onsite visits by a DSID Partner do not guarantee resolution of the issue and may result in additional charges, which are the responsibility of the Client. 

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7.5 Support Coverage Scope

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If a support issue is determined to be the direct result of a malfunction in the System(s) or DSID-supplied hardware, DSID will resolve the issue in accordance with the applicable warranty terms and support parameters defined in Section 9 of this

Agreement.

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If the issue is determined not to be caused by the System(s) or DSID-supplied hardware, DSID may, at its discretion, provide reasonable assistance. In such cases, the Client remains fully responsible for resolving the issue and agrees to bear any associated costs or third-party service requirements.

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7.6 Ongoing Validity of Agreement

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This Agreement, including all applicable charges and payment obligations, remains in full force and effect during any support issue, unless:

• The affected System(s) is/are rendered entirely inoperable for more than thirty (30) consecutive days;
  
• AND The Client has notified DSID of the issue in writing;
  
• AND DSID has acknowledged and confirmed the reported issue.

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8. OPERATION & MAINTENANCE

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The following terms govern the use, connectivity, and operational responsibilities related to the System(s) and associated hardware:

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8.1 System Management

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DSID shall retain full, exclusive authority and discretion over the management, control, and operation of the System(s), including but not limited to software configuration, system settings, and administrative access.

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8.2 Screen Connectivity

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Each System is designed to connect to a single Screen by default. If the Client wishes to display Content across multiple Screens, the use of Additional Hardware including specialized signal distribution hardware and appropriate cabling is required. Procurement, setup, and ongoing maintenance of Additional Hardware is solely the responsibility of the Client.

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8.3 Internet Access

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The Client is solely responsible for ensuring that each System maintains stable, high-speed, Internet Access. Wireless or cellular connectivity is not recommended for sustained or reliable performance.

WiFi functionality is not included by default in the System(s). If WiFi connectivity is required, the Client must request a compatible System at the time of order. WiFi-enabled Systems require pre-configuration by DSID and may incur an additional charge. Failure to request and pre-configure WiFi support prior to Deployment may result in the inability to connect the System via wireless network.

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8.4 Internet Speed Requirements

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The Client acknowledges that an average Internet Access speed of less than ten (10) megabits per second may result in delays, content delivery issues, degraded performance of certain Features, and limited ability for DSID to provide Support Services through remote login.

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8.5 Client Hardware Responsibility

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The Client is solely responsible for the installation, quality of installation, compatibility, operation, and ongoing maintenance of all Client Hardware and connected Screen(s). DSID shall not be held liable for any failure, malfunction, misconfiguration, or replacement costs related to non-DSID hardware.

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8.6 Network Configuration and Firewalls

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Should a firewall, proxy, or other network configuration interfere with the Internet Access or full functionality of the System(s), DSID will supply the necessary permission requirements, including domains, IPs, and port information. It is the Client’s responsibility to implement the required permissions and configurations within their network environment to allow for complete operation of the System(s).

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8.7 Unauthorized Software

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DSID is not responsible for the operation or performance of software installed on the System(s) by the Client, internal IT staff, or any non-DSID personnel. The Client accepts full responsibility for any negative impact such software may have on the System(s), associated network, or support capabilities.

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8.8 Hardware Lifespan

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The Client acknowledges that the System(s) and any Additional Hardware are subject to natural wear and tear and may experience degradation or malfunction over time. These items have a finite operational lifespan and may require replacement, which is not the responsibility of DSID unless otherwise covered under the Warranty in Section 9.

9. WARRANTY & LIMITATIONS

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9.1 Standard System Warranty

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DSID warrants the System(s) against defects in materials and workmanship for a period of five (5) years from the Delivery Date. This warranty applies to both labor and parts and is valid only for System(s) purchased directly from DSID and operated within the United States (including the 48 contiguous states, Alaska, and Hawaii) and Canada.

During the warranty period, DSID will, at its sole discretion, repair or replace defective System(s) with new or reconditioned units at no charge to the Client. Warranty service is available Monday through Friday, 9:00 A.M. to 5:00 P.M. EST. Shipping costs associated with any warranty return, both to and from DSID, are the sole responsibility of the Client.

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9.2 Additional Hardware

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Any Additional Hardware provided by DSID is covered exclusively under the manufacturer’s limited warranty. DSID does not extend or modify any such warranty. Costs excluded by the manufacturer’s warranty, including but not limited to shipping, insurance, or replacement parts, are the sole responsibility of the Client.

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9.3 Client Responsibilities

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The Client is responsible for maintaining a secure, stable, and operational environment for the use of the System(s) and Additional Hardware. DSID shall not be held liable for failure of the System(s) or Additional Hardware resulting from:

• Misuse, abuse, neglect, theft, improper installation, or improper shipping;
  
• Environmental conditions such as fire, flood, earthquake, lightning, power surges, or inadequate ventilation;
  
• Unauthorized service, tampering, or modification by any party not approved by DSID.

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DSID is not responsible for the loss, theft, or misplacement of System(s) or Additional Hardware after confirmed delivery has been recorded.

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9.4 Software and System Limitations

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The Client acknowledges that complex hardware and software systems may not be entirely free of defects, errors, or bugs. Subject to the other terms of this Agreement, DSID makes no representation or warranty that the System(s), LoopOS, or any Additional Hardware will be uninterrupted or error-free.

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10. MARKETING & COMMUNICATIONS

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10.1 Marketing Use

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During the Term of the Agreement:

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(a) The Client agrees to participate in reasonable marketing efforts requested by DSID, including but not limited to case studies, testimonials, or industry-specific use cases;
(b) DSID may publicly disclose that the Client is a customer of DSID and may identify the Client as such in internal and external communications;
(c) DSID may include the Client’s name, logo, website URL, general use case, and feedback (including testimonials) in DSID’s marketing materials, case studies, websites, press releases, conference presentations, and other promotional channels.

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Upon written request from the Client, DSID will cease further use or disclosure as described in this Section, except where such use has already been incorporated into existing, distributed, or publicly available materials.

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10.2 Authorized User Communications

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All Authorized Users associated with a Client Account acknowledge and consent to receive occasional communications from DSID, which may include announcements about new features, content updates, platform enhancements, or service-related notices. These communications are considered part of the standard use of the Services and are automatically opted into upon becoming an Authorized User.

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Authorized Users or Clients may opt out of non-essential communications at any time by clicking the "unsubscribe" link included in DSID email messages or by contacting support@dsid.com.

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11. INDEMNIFICATION

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Each party (the “Indemnifying Party”) shall indemnify, defend, and hold harmless the other party and its respective principals, agents, officers, partners, members, shareholders, directors, employees, and permitted assigns (collectively, “Representatives”) from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or resulting from the Indemnifying Party’s negligence, willful misconduct, or breach of this Agreement, including the negligence or wrongful acts of its Representatives. The indemnification obligations set forth in this Section shall survive the expiration or termination of this Agreement.

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12. LIMITATION OF LIABILITY

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Except as expressly provided herein or as required by applicable law, neither party nor their Representatives shall be liable to the other for any indirect, incidental, consequential, punitive, or special damages, including lost profits, loss of data, loss of business opportunity, or interruption of business, whether in contract, tort (including negligence), strict liability, or otherwise, even if advised of the possibility of such damages.

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The total aggregate liability of DSID arising out of or related to this Agreement, whether in contract, tort, or otherwise, shall not exceed the total amount paid by the Client to DSID under this Agreement during the twelve (12) months preceding the event giving rise to the claim.

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The limitations and exclusions of liability in this Section shall not apply to damages arising from gross negligence, willful misconduct, fraud, or bodily injury or death caused by a party’s negligence.

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13. TERM & TERMINATION

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13.1 Term of Agreement‍

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This Agreement shall come into force upon the Effective Date and shall remain in full force and effect from the Activation Date and continuing until terminated in accordance with this Section (the “Term”). The Agreement shall not expire at the conclusion of any individual Subscription Term, as Subscription Plans automatically renew and thereby extend the Agreement’s enforceability unless otherwise terminated or superseded by a revised agreement mutually endorsed by both parties. On the effective date of termination of this Agreement, all then-current Subscriptions under the Agreement will also terminate unless otherwise agreed in writing by DSID and Client.

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13.2 Subscription Terms and Renewal‍

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The initial Subscription Term for a monthly or annual plan will commence on the Activation Date, regardless of whether the System(s) are connected to the Screen(s), displaying Content, powered on, actively online, or impacted by local environmental conditions including signal loss, power outages, or internet disruptions.

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Unless otherwise specified in writing, all Subscription Plans shall automatically renew upon the expiration of the then-current Subscription Term for successive renewal periods of the same length (e.g., monthly or annual), at DSID’s then-current rates. DSID shall provide the Client with at least thirty (30) days’ prior written notice of any changes to subscription rates or fees applicable to the upcoming renewal term.

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The Client may cancel automatic renewal by submitting written notice of non-renewal at least fifteen (15) days prior to the end of the then-current Subscription Term. Fees for any renewed term are non-refundable once the renewal date has passed.

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13.3 Termination for Cause‍

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Either party may terminate this Agreement immediately by written notice to the other party upon the occurrence of any of the following:
a. The other party commits a material breach of any term of this Agreement and fails to cure such breach within thirty (30) days of receipt of written notice specifying the breach;
b. The other party becomes insolvent, files for bankruptcy, makes a general assignment for the benefit of creditors, has a receiver appointed, or undergoes liquidation or similar proceedings;
c. Client engages in illegal activities related to the use of the Services.

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13.4 Cancellation by Client (Termination for Convenience)‍

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The Client may cancel their subscription and terminate this Agreement at any time by giving DSID at least fifiten (15) days’ written notice. Upon cancellation, all active Subscriptions will be terminated at the end of the notice period. Any prepaid fees—including for time remaining in the current term—are non-refundable, unless otherwise required by applicable law or expressly agreed in writing. If you are not satisfied with the Service, please let DSID know.

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13.5 Effect of Termination‍

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Upon expiration or termination of this Agreement for any reason:
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a. All licenses granted under this Agreement shall immediately terminate;
b. Each party shall return or cease use of the other party’s property, equipment, or materials;
c. DSID may delete or dispose of any Client Data in its possession;
d. Client shall pay any outstanding fees due up to the date of termination.

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13.6 Modification or Discontinuation of Services‍

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DSID reserves the right to modify, limit, or discontinue the Services, or any part thereof, temporarily or permanently, at its sole discretion. Where practicable, DSID will provide advance notice of material changes. DSID shall not be liable for any modification, suspension, or discontinuation of the Services.

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13.7 Halt of Subscription Term‍

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DSID may temporarily suspend or halt a Subscription Term in cases of verified System fault or by prior arrangement with the Client or DSID’s authorized partners.

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14. GOVERNING LAW & DISPUTE RESOLUTION

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This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without regard to its conflict of laws principles. Any dispute, controversy, or claim arising out of or relating to this Agreement, including its breach, termination, or validity, shall first be subject to good faith mediation, with any mediation fees shared equally by the parties. If the dispute is not resolved through mediation within thirty (30) days, the parties agree to submit the dispute to binding arbitration administered by a mutually agreed arbitration organization in Pennsylvania, conducted in English and in accordance with the organization’s rules. The parties further consent to the exclusive jurisdiction and venue of the state and federal courts located in Pennsylvania for any litigation arising out of or relating to this Agreement that is not subject to arbitration.

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15. MODIFICATION

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DSID reserves the right to amend or modify this Agreement at any time upon at least seven (7) days’ prior written notice to the Client. Clients should review this Agreement periodically to stay informed of any changes. If a modification materially alters the Client’s rights or obligations, DSID may require the Client’s acceptance of the updated Agreement as a condition to continue using the Services. Continued use of the Services after the effective date of the modifications constitutes acceptance of the changes. If the Client objects to any material modification, the Client’s sole and exclusive remedy is to cease use of the Services and terminate this Agreement by providing written notice to DSID within thirty (30) days of receiving notice of the modification. In such case, DSID will refund any prepaid fees for the unused portion of the affected subscription term. Material modifications become effective only upon the Client’s acceptance. Non-material modifications take effect upon publication. Except as provided in this Section, any amendment or modification to this Agreement must be made in writing and signed by authorized representatives of both parties. Disputes arising under this Agreement shall be governed by the version of the Agreement in effect at the time the dispute arose.

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16. SEVERABILITY

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If any provision of this Agreement is found to be invalid, illegal, or unenforceable by a court or arbitral body of competent jurisdiction, such provision shall be severed from this Agreement and shall not affect the validity or enforceability of the remaining provisions. The parties agree to negotiate in good faith a substitute, valid provision that most closely reflects the original intent of the severed provision. The remainder of this Agreement shall remain in full force and effect.

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17. ASSIGNMENT

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Neither party may assign or transfer this Agreement, in whole or in part, without the prior written consent of the other party, except that either party may assign this Agreement without such consent: (a) to an affiliate; or (b) in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets, provided that the assignee agrees in writing to be bound by the terms of this Agreement. Any attempted assignment in violation of this section shall be null and void. This Agreement shall be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns.

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18. FORCE MAJEURE

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Neither party shall be liable for any failure or delay in performance under this Agreement due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, government actions, labor disputes, power failures, internet service disruptions, or other unforeseeable events (“Force Majeure Events”). In the event of a Force Majeure Event, the affected party shall notify the other party as soon as reasonably possible and shall use commercially reasonable efforts to resume performance promptly once the cause has been removed.

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BY USING DSID SERVICES, YOU AGREE TO THESE TERMS.

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