This Agreement provides the general terms of service governing the purchase and use of conference call services and related products and services of Audio Conferencing ("AC Services") and its third party suppliers ("Third Party Services") (the AC Services and Third Party Services are referred to collectively as the "Services"). Audio Conferencing ("AC") may change, expand or reduce the features and scope of the Services from time to time without notice to you. You agree that AC's obligation to provide Services is conditioned upon your providing all information and assistance reasonably required to perform the Services and you hereby agree to timely provide all such information and assistance. AC reserves the right to reclaim any dial-in numbers at any time. You acknowledge that not all Services can be guaranteed from all locations including, but not limited to via mobile telephones, pay phones or satellite phones due to various in-country, carrier or other restrictions.
If you are ordering these Services on behalf of your organization, you are confirming you have authority to do so and your organization will be bound by the below Terms of Service. AC reserves the right to update and change the Terms of this Agreement from time to time without notice to you. Any new services that are enhanced or added to the current Services, including new tools, capabilities and other features, shall be subject to these Terms of Service. Continued use of the Services after any such changes shall constitute your consent to such changes. Before ordering any Services provided by AC or any one of its subsidiaries, you must agree to the Terms and Conditions. Your order or use of such Services will confirm your agreement to be bound by the Terms of Service. If you do not agree with any of these terms, DO NOT use the Services.
You are responsible for the content of any and all communications over such Services. In using the Services, you agree that anyone or organization will not use such Services to engage in any criminal or otherwise illegal activities, to violate any intellectual property rights of any party, or to communicate any defamatory, obscene, pornographic, harassing, or threatening or other offensive messages or materials. By using the Services you consent to receive periodic email communications from AC concerning the Services, including AC's material about other services and occasional service update bulletins.
The price at which the Service is offered by AC will vary. You understand and agree that prices are subject to Service provided and location of such Services, in which pricing may vary. All stated prices are exclusive of any taxes, regulatory fees, banking costs, fees and duties, or other amounts which you may be responsible to pay. AC shall also be entitled to recover from you any and all Universal Service Fund (USF) contributions (including any USF administrative fees) which may be imposed on AC by any federal, state and/or local government or taxing authority in connection with your use of the Services. AC reserves the right to modify its fees and charges and to introduce new charges at any time. Notwithstanding the foregoing, AC may terminate or suspend services at AC’s discretion. You agree that AC will not be liable to you or any third party if AC suspends or terminates your access to the Services for any reason.
Your are responsible for maintaining the confidentiality of all information related to your accounts, including, but not limited to, any account numbers, passcodes or user names. You accept all responsibility and liability for all activity related to their accounts, whether the activity is known or unknown, legal or illegal. AC is not liable for any loss that you or any end user may incur as a result of any unauthorized use of their accounts, whether that use is with or without their knowledge. AC reserves the right to refuse Services, cancel orders or terminate an account in its sole discretion. AC does not market its Services to those under the age of 18. Services to any Customers under the age of 18 shall be billed to and with the consent of a parent or guardian. You agree you will not resell or distribute the Services, without AC‘s permission. The Services may be used for internal business or personal purposes only.
By using the AC Services, you agree to pay for all Service usage and subscriptions at the rates provided by AC or its agents and resellers. Applicable fees will apply starting from the day your Services are established. All invoices will be sent electronically to your submitted primary email address and are due according to invoice terms. If payment is not received the account could be subject to a late payment fee. Services can be canceled for nonpayment of invoice. AC reserves the right to correct and receive payment for any errors on its charges for up to two years after the date of the incorrect charge.
Subject to the above Terms, for any Services you pay by credit card, AC may charge your credit card monthly for any and all Service usage charges and send a statement to your address or email on record. Monthly subscription and Service fees are charged to the subscriber's credit card on file on the date the account was created and are non-refundable. All subscriptions are automatically renewed under the previously agreed terms unless AC receives prior notice from you. All subscription changes and account cancellations MUST be submitted in writing to billing [at] audioconferencing.com.
In the event that payment is not received from you for Services rendered, without notice, AC shall have the right to suspend all or any portion of Services to you. AC may continue suspension, or at its discretion terminate you as a user, until such time as you have paid in full all charges then due, including any late fees thereon specified herein. AC reserves the right to cancel Services, without notice to you, should AC perceive fraud is occurring. AC may immediately suspend all Services, in whole or in part, if AC determines that providing such Services pursuant to this Agreement violates any local, state or federal laws or regulations.
ALL SERVICES PROVIDED BY AUDIO CONFERENCING ARE "AS IS", "WITH ALL FAULTS" AND WITHOUT ANY WARRANTY. CUSTOMER UNDERSTANDS AND AGREES THAT AC SERVICE AND WEB SITE ARE PROVIDED “AS IS” AND “AS AVAILABLE”. AC AND ITS SUPPLIERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. AC MAKES NO WARRANTY OR REPRESENTATION REGARDING ANY INFORMATION, MATERIALS, GOODS OR SERVICES OBTAINED THROUGH AC’S SERVICES OR WEBSITES OR THAT AC’S SERVICES WILL MEET ANY OF THE CUSTOMER’S REQUIREMENTS OR BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE.THE USE OF AC’S SERVICES AND WEBSITES IS AT THE CUSTOMER’S SOLE RISK. AC IS NOT LIABLE FOR ACTS OR OMISSIONS OF OTHER SERVICE PROVIDERS, FOR ANY INFORMATION OR CONTENT OF COMMUNICATIONS, THIRD PARTY SERVICES, EQUIPMENT FAILURE OR CAUSES BEYOND AC’S REASONABLE CONTROL.
AC OR ITS SUPPLIERS WILL NOT BE LIABLE TO THE CUSTOMER FOR LOST REVENUES, LOST PROFIT, LOST DATA, OTHER SPECIAL INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGE OR FOR LOSS, DAMAGE OR EXPENSE DIRECTLY OR INDIRECTLY ARISING FROM THE CUSTOMER’S OR ANY OTHER PARTY’S USE OF OR INABILITY TO USE EQUIPMENT, SERVICES OR SOFTWARE OR FOR COMMERCIAL LOSS OFANY KIND, WHETHER OR NOT AC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS, NOR SHALL ANY RECOVERY AGAINST AC WHETHER IN CONTRAST OR TORT (INCLUDING NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY) EXCEPT FOR DAMAGES THAT ARE REQUIRED BY LAW TO BE PAID, CUSTOMER AGREES THAT ALL DAMAGES ARE EXCLUDED EXCEPT FOR THE DIRECT DAMAGES THAT ARE ACTUALLY INCURRED BY CUSTOMER IN REASONABLE RELIANCE, UP TO THE GREATER OF THE AMOUNT OF A REFUND OF THE PRICE CUSTOMER ACTUALLY PAID FOR THE SERVICE DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE FILING OF SUCH CLAIM REGARDLESS OF THE FORM OF ACTION OR CLAIM (E.G. CONTRACT, TORT, WARRANTY, STRICT LIABILITY, FRAUD, NEGLIGENCE OR OTHER LEGAL THEORY) OR ONE THOUSAND DOLLARS (US $1,000)
Neither party shall be liable for any breach of this Agreement that is caused by a matter beyond its reasonable control. Such causes include (without limitation) acts of God, fire, lightning, war, disorder, flood, national emergency, riots, revolutions, explosion, labor disputes, malfunction of third-party’s telephone lines, equipment or services necessary to provide the Service, stability or availability of the Internet (or portion thereof). In addition, AC shall not be liable for any delay or failure to provide the Service caused by restrictions of a legal or regulatory nature imposed by any governmental agency. If any condition continues for more than a three (3) month period, either party may serve notice on the other for immediate termination of this Agreement.
You shall indemnify, defend and hold Audio Conferencing "AC", its affiliates, their officers, directors, employees and suppliers harmless from any and all claims, actions, suits, proceedings, costs, expenses, damages and liabilities, including reasonable attorney’s fees that arise out of or relate to Customer’s use of the Service (including and without limitation, any individual accessing the Service using the Customer’s account), any actual or alleged violation of this Agreement or applicable law, any infringement or violation by you or any individual accessing the Service using the your account of any intellectual property, privacy or other right of any individual or entity.
The laws of the State of California shall govern this Agreement.
This Agreement states the entire agreement between the parties and supersedes all prior representations, agreements, proposals, correspondence, discussions, meetings, negotiations and/or any other understandings relating to its subject matter.