TERMS AND CONDITIONS OF
SERVICE AGREEMENT
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TERMS
Activation
Agreement for Services
By subscribing
to and utilizing Call Desk Inc Services, you agree to and are bound
by the following Terms and Conditions.
Definitions
"Service" or "Services" means any and all services
provided to you by Call Desk, Inc., a
Right to
Change Terms and Conditions
You agree that
Call Desk Inc may change these Terms and Conditions, or its rates,
for any or all portions of the Services at any time with ten (10)
days notice. You agree that Call Desk Inc may provide notice of such
changes by posting the changes on the Call Desk Inc web site, or by
e-mail or conventional mail to the address currently on file for
your account. By continuing to use the Services after the tenth day
of such notice, you agree to be bound by the modified Terms and
Conditions of the Services.
Billing and
Payment
All Call Desk
Inc transactions are based and calculated on the U.S. Dollar and you
agree to pay Call Desk Inc for all rates and charges. Charges will
begin accruing on the date Call Desk Inc receives your written,
verbal or online application. A subscription to the Service may
require a credit card number or voided check for billing, depending
on your program. By providing your credit card information or a
voided check, you grant Call Desk Inc authorization to submit
charges to that credit card number or to debit your bank account for
your use of the Service each month.
The rates for
a Service period are charged in advance of the upcoming period of
service. All usage charges based on "per minute" rates will be
billed in arrears based on actual usage. Any other applicable
charges (such as setup fee, payphone surcharges, taxes, etc.) will
also be billed to you. You acknowledge that the amount charged by
Call Desk Inc may vary based on your usage of the Service. All
invoices are due upon receipt. Any charges left unpaid for 30 days
will be subject to a monthly service fee of the lesser of 1.5% of
the outstanding balance, or the maximum legally allowable interest
rate. If charges applied to your credit card or bank account are
rejected, Call Desk Inc reserves the right to assess a processing
fee of not less than $50.00.
If you place
your account “on hold” or “on vacation,” some charges may be
suspended. However, you acknowledge that you are responsible for any
usage charges that may have accrued before that time, as well as the
current month’s service fee and all service fees debited to your
account while the service is “on hold” or “on vacation.” Please
contact Call Desk Inc customer service for specific information
regarding your service plan.
You understand
that failure to pay charges as required will result in the
disruption of your Service and your account being turned over to an
outside collection agency. You agree to pay account balance, late
fees and collection charges if Call Desk Inc places your account
with an outside collections agency.
You grant
permission to Call Desk Inc to check your credit history and rating,
and to refuse you service or suspend your account at any time based
on our evaluation of your creditworthiness. A credit limit will be
established for you and if the amount owing on your account exceeds
your credit limit at any time, you are required to make immediate
payment in order to avoid disruption of your Service.
Billing
Statements
You will have
access to a billing statement for each month that you incur Service
charges. Unless you notify Call Desk Inc in writing of any dispute
regarding your statement within forty-five (45) days (or such longer
period as may be required by law, if any) after the date the
statement was made available to you, the charges on the statement
will be deemed to be accepted by you for all purposes, including
resolution of any inquiries made by your credit card issuer, if
applicable.
Right to
Monitor and Record all Interactions
As a quality control measure and in pursuit of
continuous improvement, Call Desk Inc maintains the right to record
and/or monitor all interactions received and made by your account.
These recordings may be used for training, quality control,
continuous improvement practices or as otherwise deemed necessary by
Call Desk Inc. You agree that interactions
made to or by your Call Desk Inc Service may be monitored and/or
recorded.
Service
Levels
TELEPHONE
ANSWERING SERVICES
Call Desk Inc
’s reputation depends on providing a high level of customer service
when answering the telephones. In order to maintain this high level
of service, we need to know about any expected periods of unusually
high call volume. If you plan to conduct any media campaigns that
direct the audience to call your Call Desk Inc Service, you are
required to obtain advance written consent.
BOOKKEEPING
SERVICES
Call Desk Inc will provide you with bookkeeping
services based on the package you select on the Service Agreement.
You agree to send us your
statements (bank, credit card etc.) through email/fax/mail.
For Monthly, Weekly or Daily packages you agree to send in your
invoices, bills, receipts and payments information on a monthly,
weekly or daily basis respectively. Once we receive your financial
data, we will process it
and make the financial
reports available to you. We will make every reasonable effort to
provide you with the financial reports within 10 business days for
monthly reports, 3 business days for weekly reports and 2 business
days for daily reports.
However, we cannot offer any guarantees or warranties that the work
will always be completed within a specific time frame.
Cancellation
Your Service
may be canceled with a 30 day written notice by either party, with
or without cause. Call Desk Inc may suspend, interrupt, or cancel
your service, without notice, for non-payment, or if Call Desk Inc
reasonably suspects it will not receive payment, or for any
violation by you of these Terms and Conditions.
After your
Service is cancelled for any reason, you agree that Call Desk Inc is
authorized to invoice you for any outstanding balance and you agree
to pay it. Call Desk Inc will not refund a prorated portion of
monthly service fees in the event that you cancel Service part way
through your billing cycle. Subsequent reinstatements of Service
after cancellation are subject to a Service reinstatement fee.
Ownership of Numbers
You understand
that all CallDesk.com numbers, whether toll or toll-free, are rented
and are non-transferable. CallDesk.com does not release numbers for
direct billing to you through another service provider. Attempting
to transfer a number without the approval of CallDesk.com will cause
you to be liable for any and all fees associated with retrieving
that number.
Compliance
and Cooperation
Call Desk Inc
requires its Services to be used lawfully and in compliance with all
regulations and governing bodies. You agree that your access to and
your use of your Service account is subject to all applicable
federal, state and local laws and regulations.
Call Desk Inc
will cooperate with federal, state and local authorities and with
injured third parties when asked for information about an account or
a toll-free number or during the investigation of any suspected
crime or civil wrong attempted or perpetrated by using, or
attempting to use, the Service. You understand that Call Desk Inc
will examine any and all portions of your Service to cooperate with
such requests and you hereby consent to such examination. You also
understand that Call Desk Inc will provide the contact information
for your account to any federal, state or local authority who makes
a reasonable written request for such information or if necessary to
clear up Call Desk Inc’s involvement in a regulated activity
associated with your Service. You grant consent to Call Desk Inc to
provide this information.
Call Desk Inc
reserves the right to identify and restrict the same or
substantially similar electronic mail and/or fax messages, whether
or not commercial, to a large number of recipients (spamming).
Because Call Desk Inc has no practical ability to restrict all
communication, conduct, or content which might violate these Terms
and Conditions prior to its transmission on Call Desk Inc 's
systems, and because Call Desk Inc cannot ensure prompt removal of
any such communications or content after transmission or posting,
Call Desk Inc does not assume liability for you or others for any
failure to enforce the terms of these Terms and Conditions.
Fraudulent
and Abusive Use of the Services
Call Desk Inc
helps protect you against fraudulent use of your Services with
private user names and passwords, credit card verification upon sign
up, and daily and monthly usage limits. You are responsible for
controlling access to and maintaining the security of your user name
and password. You shall notify Call Desk Inc of any user names and
passwords which are lost, stolen, or suspected of being used
fraudulently by contacting Call Desk Inc customer service. You agree
you are liable for all charges incurred prior to and within thirty
(30) minutes after you request Call Desk Inc customer service to
deactivate your user names and passwords. You agree to not engage in
or assist others in fraudulent or abusive use of the Services.
Indemnification and Release
You agree to
indemnify and hold harmless Call Desk Inc and its directors,
officers, affiliates, employees, agents, suppliers, subcontractors,
and vendors from any damages, losses, obligations, liabilities,
claims and expenses (including reasonable attorneys' fees and other
costs and expenses of any suit, action, investigation, claim, or
proceeding) of any kind whatsoever, sustained, incurred or required
to be paid by Call Desk Inc by reason of or arising out of, directly
or indirectly, your use of the Services, or the use of your Service
account by another (whether or not authorized by you), including
without limitation, any claim of libel, defamation, violation of
rights of privacy or publicity. Call Desk Inc reserves the right to
assume the exclusive defense and control of any such claim subject
to indemnification, but, notwithstanding Call Desk Inc 's control of
the defense of such claim, you will remain obligated under this
indemnity.
Disclaimer
of Warranty
You
acknowledge and agree that Call Desk Inc has not made, and does not
make, any warranty or guarantee with respect to the Service, whether
express or implied, and that the Service is offered to you "AS IS"
and "AS AVAILABLE." Without limitation of the foregoing, Call Desk
Inc makes no warranty that the Service (i) is merchantable, (ii) is
fit for a particular purpose, (iii) is or will operate "error-free",
or (iv) is non-infringing of the rights of any third party. You
acknowledge and agree that Call Desk Inc cannot and does not
guarantee (i) that the Service will be available at all times, (ii)
that voice mail, fax mail or e-mail messages or other services will
be delivered or received within a particular time, or will be
transmitted accurately, (iii) that voice mail, fax mail or e-mail
messages will be stored for any particular time, or (iv) that each
and every country will be accessible through its access numbers. You
acknowledge and agree (i) that Call Desk Inc cannot and does not
guarantee, and assumes no liability for, the security or
confidentiality of data transmitted to or from the Service, (ii)
that no computer system is immune from intrusion, (iii) that data
transmitted to or from the Service may pass through many computer
systems, and (iv) even encrypted data is only as secure as the
encryption method used to protect it and may not offer complete
security.
Limitation
of Liability
YOU AGREE THAT Call Desk Inc WILL NOT BE LIABLE OR
RESPONSIBLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE,
CONSEQUENTIAL, OR SPECIAL DAMAGES, LOSSES, LOST PROFITS,
OBLIGATIONS, LIABILITIES, CLAIMS
PROCEEDING) OF ANY KIND WHATSOEVER (WHETHER BASED
IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE), SUSTAINED OR
INCURRED BY YOU AS A RESULT OF YOUR USE OF THE SERVICE OR THE USE OF
YOUR SERVICE ACCOUNT BY ANOTHER (WHETHER OR NOT AUTHORIZED BY YOU),
INCLUDING THE LOSS, DELAY OR INACCURACY OF ANY VOICE
Copyright/Trademarks
The
trademarks, logos and service marks displayed on Service materials
or any Service web sites are the property of Call Desk Inc , its
affiliates and other parties. You agree that you may not use any
such trademark, logo or service mark without the written permission
of Call Desk Inc or such third party, which may own them. You agree
that the Service, and all programs, services, processes,
technologies, designs, inventions, materials and software used by
Call Desk Inc for or in connection with the Service are owned by
and/or are proprietary to Call Desk Inc , and you agree not to
duplicate, or attempt to duplicate, such Service, or provide any
similar service, in whole or in part, directly or indirectly, alone
or in cooperation with others; or to translate, reverse engineer,
disassemble or de-compile any software used or owned by Call Desk
Inc for or in connection with the Services.
Arbitration
and Governing Law
Any dispute arising out of or related to these
Terms and Conditions or the use of the Service by you (or by another
person using your Service account, with or without your permission)
shall be submitted exclusively to binding arbitration before the
American Arbitration Association in
Discovery
appropriate to the dispute between the parties and the desire of the
parties for a prompt and efficient resolution of the dispute will be
permitted. The arbitrator will be bound by these Terms and
Conditions and applicable law, and the decision of the arbitrator
will be binding on Call Desk Inc and you. The arbitrator will have
the power to award costs and expenses (including attorneys’ fees) to
the prevailing party. The arbitrator's decision may be enforced in
any court of competent jurisdiction. These Terms and Conditions
shall be governed by the laws of
Acceptance
of Privacy Policy
By using our
web site, you signify your assent to the Call Desk Inc Privacy
Policy. Call Desk Inc reserves the right to modify our Privacy
Policy at any time without prior written notice and only the current
Privacy Policy may be deemed effective. Your continued use of our
web site following such changes will be considered your acceptance
of such changes.