TERMS AND CONDITIONS BETWEEN Office Sense, LLC (Office Sense) AND NEW CUSTOMER (Client)
SERVICES: Office Sense upon acceptance and approval of account agrees to make reasonable efforts to provide the services selected and agreed to by the Client on Account Setup Form. Client authorizes Office Senses to be their answering service and to act as their agent in all matters relating to answering, messaging, and telecommunication services. Client agrees to use the services in accordance with the terms and conditions of this agreement. Office Sense will capture information and data as requested in the protocol, setup with the Client, utilizing their proprietary and/or third party software, calendars, e-mail, fax, pager, message ticket, online information entry, or utilizing other means of electronic transmission required for the service and within the capabilities of Office Sense. Client understands that it must provide the email, pager, fax, SMS text, forwarding service or other telecommunication service(s) or device(s) that will be used to deliver messages to the client. All telephone numbers, software and access provided by Office Sense remain the property of Office Sense upon termination of services.
If an increase in call volume is expected, Client agrees to give Office Sense at least three (3) business days written notice so that Office Sense can appropriately staff for the change. Initial staffing shall be based on the selected plan according to the Account Setup Form. Client will not use Office Sense’s service(s) for any illegal, illegitimate or fraudulent purposes. Client will not sell, transfer or otherwise make available the service to any third parties without the prior written consent of Office Sense. Service is provided for use by Client and its authorized agents.
BILLING AND PAYMENT: For all services, automatic payment by credit card or ACH is required and a valid payment authorization is to be established and maintained for the amount of the plan chosen plus overage as stated and selected in the Account Setup Form. Client agrees to inform Office Sense of any updates to payment method. Base plan rate is due in advance and overage minutes are billed the following month. If the use of services depletes the selected plan, Office Sense reserves the right to require that the plan be restored or the client upgrade to a higher plan. All calls are measured in one (1) second increments. Time of call is measured from connect to disconnect time as recorded by Office Sense’s interexchange carrier. Per minute charges include all inbound and outbound actions. Office Sense will charge the selected payment method on a monthly basis for services rendered. Office Sense reserves the right to require payment outside of the regular monthly billing cycle. Invoices will be issued and due on the date service is established and due each month thereafter until service is terminated in writing.
Client will be assessed a charge of $25.00 for each check or other payment a financial institution refuses to honor for any reason. Accounts 30 days past due will be suspended for non-payment. Accounts that are suspended for non-payment will be submitted to a collection agency and a 25% charge will be added to the total due for their fees.
DISPUTE RESOLUTION: To dispute any charges, Client agrees to provide Office Sense with written notice of the dispute within thirty (30) days of invoice date or the charges on the invoice will be deemed payable in full. Client will provide detailed information of the dispute to the best of its ability including all applicable bank and credit card transactions and agrees to cooperate with Office Sense during investigation of the dispute. If Office Sense initiates legal proceedings to collect any amount owed and the courts or verdict rules in favor of Office Sense, Client agrees to pay the attorney’s fees and court costs associated with any judicial proceedings or appeals. In accordance with this agreement, Client waives all rights to a jury trial.
PAYMENT AUTHORIZATION AND CREDIT CHECK: All service requests are subject to the approval of Office Sense. Client authorizes Office Sense to investigate my credit and hereby grant Office Sense permission to disclose to any other interested party(ies) Office Sense’s payment/credit experience with my account(s). Client authorizes Office Sense to charge the indicated payment method on a recurring basis for payment of services performed. Client understands their responsibility of payment for all charges and services rendered.
TERM AND TERMINATION: This agreement shall be on a month to month basis until terminated by either party upon twenty-four (24) hours written notice to CustomerCare@OfficeSense.com. Upon cancellation by Client, any overage amount at the time of cancellation will be due immediately. Plan base rate charged for the month of cancellation will not be refunded or pro-rated. Office Sense reserves the right to increase any of its rates or charges at any time upon thirty (30) days notice.
LIMITED WARRANTIES, REMEDIES AND DAMAGES: Office Sense does not warrant that it will have sufficient resources to handle unexpected increases in call volume. Office Sense does not warrant that the services are error-free, or will operate without delays or interruptions. Office Sense is not responsible for transmission errors, corruption of data, or the security of information carried over telecommunication services. Subject to the foregoing limitations, Office Sense will use commercially reasonable efforts to provide the services, and if Office Sense fails to do so, Client’s sole remedy will be, at Office Sense’s sole discretion, either: (1) the correction of the failure to provide the services, and/or (2) a credit of recurring charges paid to Office Sense for such services during the period of time that the services were affected. Any credits offered by Office Sense will not be refunded, but will be applied to Client’s account with Office Sense for future services. EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, OFFICE SENSE MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AS TO ANY SERVICE PROVIDED HEREUNDER. OFFICE SENSE 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, 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 THIS AGREEMENT. OFFICE SENSE’S ENTIRE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THEIR SERVICE SHALL BE LIMITED TO THE AMOUNTS I PAID TO OFFICE SENSE FOR SUCH SERVICE DURING THE THREE (3) MONTHS PRECEDING SUCH FAILURE TO PROVIDE THE SERVICE. THE PARTIES ACKNOWLEDGE THAT THESE LIMITATIONS ON POTENTIAL LIABILITIES WERE AN ESSENTIAL ELEMENT IN SETTING CONSIDERATION UNDER THIS AGREEMENT.
SEVERABILITY: If any of the provisions of this agreement are invalid or unenforceable under the laws applicable, shall not invalidate or render unenforceable the entire agreement. Instead, the entire agreement shall be construed as if not containing the particular invalid or unenforceable provision.
OTHER: This agreement shall be governed by and interpreted in accordance under the laws of the State of Florida, without regard to the principles of conflict of laws there under. In the event of legal action, Client agrees the location of venue will be in any state of federal court which has jurisdiction over business dealings and actions performed in Miami-Dade County, Florida.