Answer United is hereinafter referred to as “Service Provider” or “We”, or “Us”.
Invoices are submitted every (4) weeks (“billing cycle”) and include the base rate in advance, plus any usage charges for the previous 28 days. Services beginning or added during a billing cycle will be pro-rated. For billing purposes, staff minutes and usage charges are rounded in (6) second increments, (30) second minimum. Service Provider reserves the right to require payment outside the regular billing cycle should actual staff minutes exceed estimates. Billing data beyond 90 days is considered closed and not open for review.
Payment is due each billing cycle by the “due date” on the face of the invoice. Payment terms are Net 20 days. Payments not made by the due date are considered past due. Past due balances are subject to a service charge of 2% per billing cycle ($10.00 minimum). In addition we may without notice interrupt or terminate service if payment is not received within four (4) weeks from invoice date. Such interruption or termination does not relieve the Client of the responsibility for all accrued charges and other charges as set forth herein. The Client shall also be liable to us for all costs of collection including actual attorney’s fees, and other costs incurred in the collection of moneys due us. Service Provider reserves the right to use any Client credit card or banking information on file to pay any past due amounts.
Credit Card and Electronic Payments
Service Provider is authorized to charge the credit card provided or debit the Clients designated bank account for payment of services performed or to be performed on Client’s behalf. These services include base rates, staff minutes, and any ancillary fees associated with Client’s account. Client further authorizes Service Provider to immediately charge Client’s credit card or bank account, after invoice has been generated and during the course of a billing cycle, if Client incurs charges or staff time in excess of the minutes subscribed to in the Application for Service. Client agrees that if Client has any problems or issues regarding service, Client will contact Service Provider for assistance, and agrees that Client will not dispute any charges unless Client has already attempted to rectify the situation directly with Service Provider. Client agrees that any credits offered by Service Provider will not be refunded to Client’s credit card, but will be applied to Client’s account. Client agrees to promptly inform Service Provider of any changes, including expiration date, regarding the credit card used as payment for these services. Client guarantees and warrants that Client is the legal cardholder for the card provided and that the Client is legally authorized to enter into this billing agreement.
If Client’s check, bankcard (debit or credit) charge or other instrument or electronic transfer transaction used to pay for services is dishonored, refused, returned unpaid, or otherwise invalid for any reason, a processing fee of $35 will be added to Client’s bill per event. In addition, Service Provider reserves the right to electronically debit the Client’s bank account on file for the amount of the attempted payment, plus the amount of such processing fee, to the full extent permissible under applicable law. Client’s bank account may be debited for such amounts as early as the same day such initial payment is dishonored, refused, or returned. Service Provider reserves the right to interrupt service until the insufficient fund matter has been resolved.
Service Provider will provide to the Client, the telephone answering, voice messaging and associated services agreed to until either canceled by Service Provider, or until Client terminates service by providing four (4) weeks prior written notice to Service Provider. No credit will be given for termination during the course of a billing cycle. Service Provider reserves the right to terminate service without cause upon written notification. Service Provider may also interrupt or terminate service without notice, as above stated, if Client fails to make all required payments within four (4) weeks of the invoice date. If Service Provider has reasonable cause to believe that its services are being used for an unlawful purpose; or in a way that may adversely affect Service Provider; or if Client provided inaccurate credit information; or Service Provider believes Client’s credit has deteriorated and Client refuses to pay any requested advance payments or deposits, provider can terminate Client’s service.
One Cycle Cancellation Period
Client may terminate this agreement within four (4) weeks after initially activating service. Client has a minimum liability of the one cycle of base fees for services rendered. In addition, Client will pay for all service fees and charges incurred through the termination date by the due date on the invoice. If Client fails to pay said sums when due they will be responsible for those sums in addition to all other charges as set forth in the Payment Policy provision.
Limited Warranties, Remedies, and Damages
Service Provider does not warrant that it will have sufficient resources to handle unexpected increases in call volume. Service Provider does not warrant that the service is error-free, or will operate without delays or interruptions. Service Provider is not responsible for transmission errors, corruption of data, or the security of information carried over telecommunication services. Subject to the foregoing limitations, Service Provider will use commercially reasonable efforts to provide the services, and if Service Provider fails to do so, Client’s remedy will be, at Service Provider’s sole discretion, either: (1) the correction of the failure to provide the services, or (2) a refund of the reoccurring charges payable by the Client to Service Provider for the payment period in which the conduct giving rise to the claim took place. EXCEPT AS SPECIFICALLY SET FORTH IN THESE TERMS AND CONDITIONS OF SERVICE, SERVICE PROVIDER MAKES NO WARRANTIES, EXPRESS, OR IMPLIED, AS TO ANY SERVICE PROVIDED HEREUNDER. SERVICE PROVIDER SPECIFICALLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ANY LIABILITY HEREUNDER WILL BE LIMITED TO DIRECT DAMAGES, (AS BELOW LIMITED) AND NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES (INCLUDING LOST PROFITS, LOSS OF BUSINESS OPPORTUNITY, LOST REVENUE, OR LOSS OF GOODWILL) FOR ANY CAUSE OF ACTION, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, ARISING OUT OF OR RELATED TO THE SERVICES PROVIDED. SERVICE PROVIDER’S ENTIRE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THE SERVICES PROVIDED SHALL BE LIMITED TO THE AMOUNT CLIENT PAID TO SERVICE PROVIDER FOR SUCH SERVICE DURING THE ONE (1) BILLING CYCLE PRECEDING SUCH FAILURE TO PROVIDE THE SERVICE. THE PARTIES ACKNOWLEDGE THAT THESE LIMITATIONS ON POTENTIAL LIABILITIES WERE AN ESSENTIAL ELEMENT IN NEGOTIATING THE CONSIDERATION FOR THESE TERMS AND CONDITIONS OF SERVICE.
The Client agrees to defend, indemnify and hold Service Provider and its employees and agents harmless as against any and all claims, obligations, liabilities, losses, damages, injuries, suits, judgments, settlements, awards, costs, charges and expenses, including but not limited to any attorney fees, costs, and any other charges and expenses incurred by Service Provider for investigation, defense and resolution, for, based upon, or arising out of a claim for performance or failure to perform any services provided by Service Provider.
Authorization and Credit Check
All service requests are subject to the approval of Service Provider. Client hereby authorizes Service Provider to investigate Client’s credit. Service Provider reserves the right to request a letter of credit and/or a security deposit to ensure prompt payment. Client understands and agrees that responsibility of payment for all charges survives any termination of the Service.
Legal & Ethical Business Practices
It is Service Provider’s expectation and understanding that the Client is conducting a legal and ethical business activity. Notwithstanding, Service Provider will cooperate fully with any law enforcement investigation of the Client and Client authorizes Service Provider to do so. In the event that Client asks Service Provider to act in an illegal, unethical, or questionable manner, or Service Provider believes Client may be causing Service Provider to do so, Service Provider may immediately suspend any and all services to Client until the matter can be resolved to Service Provider’s complete satisfaction.
Ownership and Property Rights
All technologies, software, hardware, operating applications, procedures, scripts, telephone numbers, or other materials of any nature or type prepared, furnished, or utilized by Service Provider, other than those items furnished by the Client to Service Provider, shall be considered the sole and exclusive property of Service Provider and shall be retained by Service Provider upon the termination of Service.
Orders, messages and all Service Provider work product taken by Service Provider staff, on behalf of the Client, are only accessible to the Client for 7 days after delivery. Client may, for a fee, make arrangements for extended storage time.
Monitoring and Recording of Calls
To ensure quality and accuracy, Service Provider monitors and or records all telephone calls and Client agrees to such monitoring.
All claims arising out of the relationship between Service Provider and Client shall be governed by, enforced, and interpreted under the laws of the State of Michigan, County of Kalamazoo, there are no other oral or written agreements concerning the matters covered herein, time is deemed of the very essence of this Agreement, and this Agreement will not be construed against Us as the drafter of the document.
Acceptance of Terms and Conditions of Service
Unless Client notifies Service Provider in writing; your continued use of Service Provider’s services will constitute your acceptance of and agreement with these Terms and Conditions of Service. Client agrees that the provisions set forth herein will survive any termination of service.
COPYRIGHT AND TRADEMARK NOTICES:
All contents of the Answering Service Web Site are: Copyright 2009-2015 by Answer United and/or its suppliers. All rights reserved.
The names of actual companies and products mentioned herein may be the trademarks of their respective owners.
The example companies, organizations, products, people and events depicted herein are fictitious. No association with any real company, organization, product, person, or event is intended or should be inferred.
Any rights not expressly granted herein are reserved.
NOTICES AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT
Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement under United States copyright law should be sent to Service Provider’s Designated Agent. ALL INQUIRIES NOT RELEVANT TO THE FOLLOWING PROCEDURE WILL RECEIVE NO RESPONSE. See Notice and Procedure for Making Claims of Copyright Infringement.