RAPIDOPS, INC. (’’SALESMATE’’) PROVIDES ITS SERVICE (AS DEFINED BELOW) TO YOU THROUGH THE SALESMATE WEBSITE (THE ’’SITE’’), SUBJECT TO THIS TERMS OF SERVICE AGREEMENT (’’TOS’’). BY ACCEPTING THIS TOS OR BY ACCESSING OR USING THE SERVICE OR SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THIS TOS AND OUR PRIVACY POLICY (AVAILABLE AT HTTPS://WWW.SALESMATE.IO/PRIVACY-POLICY), WHICH IS INCORPORATED BY REFERENCE INTO THIS TOS.

IF YOU ARE ENTERING INTO THIS TOS ON BEHALF OF A COMPANY, BUSINESS OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THIS TOS, INCLUDING THE PRIVACY POLICY, IN WHICH CASE THE TERMS ’’YOU’’ OR ’’YOUR’’ WILL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THIS TOS, YOU MUST NOT ACCEPT THIS TOS AND MAY NOT USE THE SERVICE.

YOU MAY NOT USE THE SERVICE IF YOU ARE A COMPETITOR TO SALESMATE.

USING SERVICE(S)

Establishing an Account

Certain features, functions, parts or elements of the Salesmate can be used or accessed only by holders of an Account. The person who wishes to create an Account must:

  1. Complete the sign-up form on the Web Site
  2. Accept these Terms by clicking ’’Sign up’’ or other similar button

Each Client may have only one Account. If several persons need to use an Account on behalf of Client, Client must designate such persons as Users. Each such User shall be subject to the restrictions set forth in these Terms.

If Client has designated Users and granted them Authorization, such Users will be deemed to be authorized to act on behalf of Client when using the Account. Salesmate is not responsible for and shall have no liability for verifying the validity of Authorization of any User. However, Salesmate may, in its discretion, request additional information or proof of the person’s credentials. If Salesmate is not certain if a User has been granted Authorization, Salesmate may, in its sole discretion, prevent such User from accessing the Salesmate Services.

A User may be associated with multiple Clients and Accounts. Deleting a User from one Account will not remove the User from the Platform if he/she is connected to multiple Accounts.

The Client and any User associated with an Account must provide Salesmate with true, accurate, current, and complete information about the Client, Users or Account and keep it up to date.

Logging Into an Account

Salesmate shall provide Client with a username and password (’’Login Credentials’’) to be used to log in to its Account unless the Client uses the another services to log in. These Login Credentials must not be used by multiple persons. If Client has designated several Users, each User will be provided with separate Login Credentials. Client and each User are responsible for keeping confidential all login credentials associated with an Account.

Termination of Account

Client may terminate these Terms at any time as provided in ’’Suspension and Termination’’ section. Salesmate shall permanently delete the Account within six months of the effective date of the termination.

Fees

The use of an Account is subject to a Fee. Upon sign-up for an Account, the Client must select a Plan. Different rates apply to different Plans. The applicable Fee is charged in advance on monthly or annual payment intervals, unless agreed otherwise between parties. All Fees are non-refundable, i.e. there are no refunds or credits for periods where the Client did not use an activated Account, used it only partially, or deactivated the Account or terminated these Terms during an ongoing payment interval. If, after signing up, Client elects to upgrade to a more expensive Plan, the unused portion of any prepaid Fees shall be applied to the Fee of the more expensive Plan.

All Fees are exclusive of all taxes, levies or duties applicable under any applicable law, unless stated otherwise stated herein. Client is solely responsible for the payment of such taxes, levies or duties.

Changing Plans

Any Client has the right to upgrade or downgrade a current Plan at any time by selecting a new Plan among the collection of Plans determined by the Salesmate. In such an event, the Client’s credit card on file with the Salesmate will automatically be charged with a Fee for the next payment interval with the rate stipulated in the new Plan.

Downgrading of the current Plan may cause the loss of features or capacity of the Account, as well as the loss of Client Data.

Free Trial

A new Client may be entitled to a Free Trial, unless the Client has applied for the Account as a result of an ongoing marketing campaign organized by the Salesmate in co-operation with its partners. The Client is not required to provide any credit card information during the period of Free Trial. If the period of Free Trial has expired, the Account will be automatically deactivated. In order to prevent deactivation or to reactivate the Account, the Client is required to select a suitable Plan and pay the first Fee. If the Client does not pay the first Fee within 2 weeks as of the expiry of the Free Trial, Salesmate has the right to permanently delete the Account, including all Client Data therein.

ACCESSING SERVICE(S)

You are responsible for procuring and maintaining the network connections that connect You to the Service(s). Your access to and use of the Service(s) may require You to use or maintain specific browser software, security certifications and other procedures that supports protocols used by the Service(s).

You may not be able to access or use the Service(s)

  1. during planned downtime for upgrades and maintenance to the Service(s) (of which We will use commercially reasonable efforts to notify You in advance through Our Service(s)) (’’Planned Downtime’’)
  2. during any unavailability caused by circumstances beyond Our reasonable control, such as, but not limited to, acts of God, acts of government, acts of terror or civil unrest, technical failures beyond Our reasonable control (including, without limitation, inability to access the internet), or acts undertaken by third parties, including without limitation, distributed denial of service attacks.

We will use commercially reasonable efforts to schedule Planned Downtime for weekends (Eastern Time zone) and other off-peak hours.

CHANGES TO THE SERVICE(S) AND WEBSITES

Our Service(s): We may update the Service(s) from time to time and You may receive notifications of such upgrades, enhancements or updates (’’Updates’’). Any new or modified features added to or augmenting or otherwise modifying the Service(s) or other updates, modifications or enhancements to the Service(s) are also subject to these Terms and We reserve the right to deploy Updates at any time.

Third party services and network connections: We are not responsible for notifying You of any upgrades, fixes or enhancements to any such services or for any compromise of data, including Your Data, transmitted across computer networks or telecommunications facilities (including but not limited to the internet) which are not owned, operated or controlled by Us. You agree that We are not responsible for the reliability or performance of any services or connections as described in this sub-section.

Websites: We may also change content on Our Websites at any time. However, please note that any of the content on Our Websites may be out of date at any given time, and We are under no obligation to update it. For clarity, this sub-section refers to Our Websites excluding the Service(s). We may discontinue or change any part of Our Websites, that does not affect the Service(s), without notifying You. Our Websites may contain links to websites, content and resources provided by third parties (’’Third Party Links’’). These Third Party Links are governed by their own terms and privacy policies and You agree that We have no control over these Third Party Links and are not responsible for Your access or use of these Third Party Links.

INTELLECTUAL PROPERTY RIGHTS

Ownership of IPR: All Our patents, inventions, copyrights, trademarks, domain names, trade secrets, know-how and any other intellectual property and/or proprietary rights in or related to the Service(s), including the Websites, and any part of it (collectively, ’’Intellectual Property Rights’’) shall belong to and remain exclusively with Us. We are the owner or the licensee of all Intellectual Property Rights in Our Websites, and the content or material published on it. Those works are protected by copyright laws and treaties around the world. You must not use any part of the content on Our Websites for commercial purposes without obtaining a license to do so from Us or Our licensors. Further, We claim no intellectual property rights over the content You upload or provide to the Service(s).

Grant of License to Us: We shall have a royalty-free, worldwide, transferable, sub-licensable, irrevocable and perpetual license to incorporate into the Service(s) or Websites or otherwise use any suggestions, enhancement requests, recommendations or other feedback We receive from You.

Unless You notify Us otherwise by an e-mail to hello@salesmate.io, You agree to grant Us a royalty-free, worldwide, transferable license to use Your trademark or logo to identify You as Our customer on Our Websites and/or marketing collateral.

We may obtain and aggregate technical and other data about Your use of the Service(s) that is non-personally identifiable with respect to You (’’Aggregated Anonymous Data’’), and We may use the Aggregated Anonymous Data to improve, support and operate the Service(s). For clarity, You are not identified as the source of any Aggregated Anonymous Data and no Personal Data is collected as a part of Aggregate Anonymous Data.

Grant of License to You: Our product and service names, and logos used or displayed on the Service(s) or Websites are Our registered or unregistered trademarks (collectively, ’’Marks’’), and You may only use such Marks to identify You as a user of the Service(s) You have subscribed to.

Reservation of Rights: All rights not expressly provided to You herein are reserved.

VOICE SERVICE(S)

If You use the phone/voice service, You understand and agree that

  1. The phone/voice service is not intended to support or carry emergency calls to any emergency services such as public safety answering points
  2. We will not be held liable for any claim, damages or loss (and You hereby waive any and all such claims or causes of action), arising from or relating to Your (or Users or End-Customers) inability to use the phone service to make such emergency calls
  3. You are solely responsible for Your operation of the phone service in compliance with all applicable laws in all jurisdictions governing use of the Service(s) by You, Your Affiliates, Users and End-Customers, including but not limited to telephone recording and wiretapping laws
  4. You will defend, hold harmless and indemnify Us from and against any third party claim arising from any of the foregoing. We may disable the phone numbers provided to You if Your subscription to the Service(s), Account or rights to access and/or use the Service(s) are otherwise suspended, or terminated.

In the event that You wish to port-out Your phone number upon termination of Your subscription to the Service(s) or for any other reason, You agree to notify support@salesmate.io. Upon receipt of such request, We shall use reasonable efforts to assist You in the port-out to the third-party service provider of Your choice. Use of this phone service is subject to the payment of additional fees and charges, including, without limitation, the phone call rates as detailed on the Websites. When enabling the phone service, You are consenting, on behalf of You and Your Users and End-Customers to the Processing of Your Data (as generated by or necessary for the provision or operation of the phone service) by the third-party service provider We utilize to provide the phone service.

OTHER SERVICE(S)

Certain third party services such as Integratios are made available to You through the Apps & Addons section or other forums where applications are developed for their integration with the Service(s) such as Custom Apps. You have the option to enable these third party services and integrate them into Our Service(s). These third party services are governed by their own terms and privacy policies and You agree that We are not responsible for Your use of these third party services. You may be notified that You are downloading or integrating Apps or applications not developed by Us.

By downloading and installing such Apps or applications within Your Account, You understand and agree that We do not provide any warranties whatsoever for such Apps or applications and We are not liable for any damage or loss caused or alleged to be caused by or in connection with Your enablement, access or use of any such third party services, or Your reliance on the privacy practices, data security processes or other policies of such third party services. For clarity, We may publish Apps in the Apps and Addon section that are developed and maintained by Us. Such Apps published by Us will be governed by these Terms.

SUPPORT AND MAINTENANCE FOR OTHER SERVICES

You understand that We are not responsible for providing technical support for Other Services. To this extent, You shall address any comments, queries, complaints or feedback about such Other Services to the respective developers or publishers as specified in the Apps & Addon section or other forums.

BILLING, PLAN MODIFICATIONS AND PAYMENTS

Subscription Charges

Except during Your free trial, all charges associated with Your Account (’’Subscription Charges’’) are due in full and payable in advance when You subscribe to the Service(s). Unless specified otherwise in a Form, the Subscription Charges are based on the Service Plans You choose and are payable in full until You terminate Your Account. You will receive a receipt upon each receipt of payment by Us. You may also obtain a payment receipt from within the Service(s).

Payment methods

You may pay the Subscription Charges through Your credit card, or other accepted payment method as specified in a Form. For credit card payments, Your payment is due immediately upon Your renewal date. You hereby authorize Us or Our authorized agents, as applicable, to bill Your credit card upon Your subscription to the Service(s) (and any renewal thereof). For payments through other accepted methods, Your payment is due within thirty (30) days of Our invoice date unless otherwise stated in a Form.

Renewal

Your subscription to the Service(s) will renew automatically for a Subscription Term equivalent in length to the then expiring Subscription Term. Unless otherwise provided for in any Form, the Subscription Charges applicable to Your subscription to the Service(s) for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan to which You have subscribed as of the time such subsequent Subscription Term commences. You acknowledge and agree that, unless You terminate Your Account, Your credit card will be charged automatically for the applicable Subscription Charges.

We may use a third party service provider to manage credit card and other payment processing; provided, that such service provider is not permitted to store, retain or use Your payment account information except to process Your credit card and other payment information for Us. You must notify Us of any change in Your credit card or other payment account information, either by updating Your Account or by e-mailing Us at support@salesmate.io.

Refunds: Unless otherwise specified in these Terms or a Form or a Service Plan, all Subscription Charges are nonrefundable. No refunds shall be issued for partial use or non-use of the Service(s) by You.

Late Payments/Non-payment of Subscription Charges

We will notify You if We do not receive payment towards the Subscription Charges within the due date for Your Account. For payments made through credit cards, We must receive payments due within a maximum of five (5) days from the date of Our notice and for payments through other accepted methods, We must receive payments within a maximum of fifteen (15) days from the date of Our notice. If We do not receive payment within the foregoing time period, in addition to Our right to other remedies available under law, We may (i) charge an interest for late payment @ 1.5% per month and/or; (ii) suspend Your access to and use of the Service(s) until We receive Your payment towards the Subscription Charges as specified herein and/or; (iii) terminate Your Account as explained in ’’Suspension and Termination’’ section.

Upgrades and Downgrades

You may upgrade or downgrade within a Service Plan or between two Service Plans. You understand that downgrading may cause loss of content, features, or capacity of the Service(s) as available to You before downgrading Your Account. We will not be liable for such loss. When You upgrade, the new Subscription Charges become immediately applicable. Upon upgrade, the new Subscription Charges for the subsisting month would be charged on pro-rated basis and Your credit card will be charged automatically. Subsequent months will be charged in full according to the new Subscription Charges. Upon downgrade, no refunds will be provided. Your account will be auto downgraded from next billing period.

Applicable Taxes

Unless otherwise stated, the Subscription Charges do not include any taxes, levies, duties or similar governmental assessments, including value-added, sales, use or withholding taxes assessable by any local, state, provincial or foreign jurisdiction (collectively ’’Taxes’’). You are responsible for paying the Taxes that would be levied against You by government authorities. We will invoice You for such Taxes if We believe We have a legal obligation to do so and You agree to pay such Taxes if so invoiced.

User Benefits

Apart from the credits provided to You when You downgrade, We may, at Our sole discretion, offer You certain benefits such as discounts on Subscription Charges, extension in Subscription Term for no extra payments from You, with regard to the Service(s). These benefits are specific to Your Account and the Service(s) identified while offering these benefits. They are not transferable. The benefits may have an expiry date. If they do not have an expiry date, they will expire upon completion of twelve (12) months from their date of offer.

Charges for Add-Ons

Some features are offered as add-ons inside Salesmate. If you add on a feature that has a charge, then you’ll be billed that additional amount with each billing cycle for as long as the add-on is active. Some add-ons are intended for particular use cases and may have additional terms or restrictions (’’Additional Terms.’’) If you use an add-on in a way that violates these Terms or the Additional Terms, then we may terminate your account.

Billing (Subscription Price) Changes

We may change our fees at any time by posting a new pricing structure to our Website and/or sending you a notification by email.

RESTRICTIONS

Client and its authorized Users may use the Salesmate Services and any part or element thereof only in the scope, with the means and for purposes as identified in these Terms and applicable law. By way of example, neither the Client nor any User may:

  1. license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Service(s) available to any third party, other than Users and End-Customers in furtherance of Your internal business purposes as expressly permitted by these Terms;
  2. use the Service(s) to Process data on behalf of any third party other than Your Users and End- Customers;
  3. modify, adapt, or hack the Service(s) or otherwise attempt to gain or gain unauthorized access to the Service(s) or related systems or networks;
  4. falsely imply any sponsorship or association with Us;
  5. use the Service(s) in any unlawful manner, including but not limited to violation of any person’s privacy rights;
  6. use the Service(s) to send unsolicited communications junk mail, spam, pyramid schemes or other forms of duplicative or unsolicited messages;
  7. use the Service(s) to store or transmit any content that infringes upon any person’s intellectual property rights;
  8. use the Service(s) in any manner that interferes with or disrupts the integrity or performance of the Service(s) and its components;
  9. attempt to decipher, decompile, reverse engineer, disassemble, reproduce, or copy or otherwise access or discover the source code or underlying program of any Software making up the Service(s);
  10. use the Service(s) to knowingly post, transmit, upload, link to, send or store any content that is unlawful, racist, hateful, abusive, libelous, obscene, or discriminatory;
  11. use the Service(s) to store or transmit any ’’protected health information’’ as that term is defined in 45 C.F.R. 160.103 unless expressly agreed to otherwise in writing by Us;
  12. use the Service(s) to knowingly post, transmit, upload, link to, send or store any viruses, malware, Trojan horses, time bombs, or any other similar harmful software (’’Malicious Software’’);
  13. establish a link to Our Websites in such a way as to suggest any form of association, approval or endorsement on Our part where none exists;
  14. use the Service(s) for the purposes of cookie tracking, ad exchanges, ad networks, data brokerages, or sending electronic communications (including e-mail) in violation of applicable law;
  15. try to use, or use the Service(s) in violation of these Terms.

You shall be responsible for any loss of data or attempted or actual access or use of the Service(s) through Your Account in violation of these Terms.

If We inform You that a specified activity or purpose is prohibited with respect to the Service(s), You will ensure that You immediately cease use of the Service(s) for such prohibited activity or purpose.

SUSPENSION AND TERMINATION

We shall not be liable to You or any other third party for suspension or termination of Your Account or access to and use the Service(s), if such suspension or termination is in accordance with these Terms.

Suspension and Termination by Us : In addition to suspension for late payment or non-payment of Subscription Charges, We may suspend Your access to and use of Your Account or the Service(s) if You are in violation of the Terms. We will notify You of Your activities that violate these Terms and, at Our sole discretion, provide You with a period of fifteen (15) days (’’Cure Period’’) to cure or cease such activities. If You do not cure or cease such activities within said Cure Period or if We believe that Your breach of these Terms cannot be cured, Your Account shall be terminated.

Termination by You: If You pay for Your Account through credit card, You may elect to terminate Your Account at any time by clicking on the Subscription Settings’ link in the ’’Setup’ page when You log in to Our Service(s). If payments for Your Account is made through other accepted payment methods, You may terminate Your Account by writing to support@salesmate.io.

Immediately by either party: if proceedings are initiated for the other party’s liquidation or insolvency or a negotiated settlement with the other party’s creditors is concluded or an assignment is made on behalf of the other party for the benefit of creditors.

Effect of Terminating Your Account

  1. Data Export: We strongly recommend that You export all Your Data before You terminate Your Account. In any event, following the termination of Your Account either by You or Us or if You do not subscribe to a Service Plan on expiry of Your free trial, Your Data will be retained for a period of 14 days (’’Data Retention Period’’) from such termination or expiry of free trial within which You may contact Us to export Your Data. Beyond this Data Retention Period, We reserve the right to delete all Your Data in the normal course of operation. Your Data cannot be recovered once it is deleted.
  2. Charges: If You terminate Your Account prior to the end of Your then-effective Subscription Term or We effect such termination, in addition to other amounts You may owe Us, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term, unless waived by Us in writing. This amount will not be payable by You in the event You terminate Your subscription to the Service(s) or terminate Your Account as a result of a material breach of these Terms by Us, provided that You provide advance notice of such breach to Us and afford Us not less than thirty (30) days to reasonably cure such breach.

DATA PRIVACY AND SECURITY; CONFIDENTIALITY

If You choose, or You are provided with, a user identification code, password or any other piece of information as part of Our security procedures, You must treat such information as confidential. You must not disclose it to any third party. We have the right to disable any user identification code or password, whether chosen by You or allocated by Us, at any time, if in Our reasonable opinion, You have failed to comply with any of the provisions of these Terms.

Confidentiality obligations: Each of us will protect the other’s Confidential Information from unauthorized use, access or disclosure in the same manner as each of us protects our own Confidential Information, and in any event, no less than reasonable care. Except as otherwise expressly permitted pursuant to these Terms, each of us may use the other’s Confidential Information solely to exercise our respective rights and perform our respective obligations under these Terms and shall disclose such Confidential Information solely to those of our respective employees, representatives and agents who have a need to know such Confidential Information for such purposes and who are bound to maintain the confidentiality of, and not misuse, such Confidential Information. The provisions of this sub-section shall supersede any non-disclosure agreement by and between You and Us entered prior to these Terms that would purport to address the confidentiality of Your Data and such agreement shall have no further force or effect with respect to Your Data.

Security of Your Data: We will maintain commercially reasonable administrative, physical and technical safeguards to protect the security, confidentiality and integrity of Your Data. These safeguards may include encryption of Your Data in transmission (using SSL or similar technologies) as described further in the Security Policy on Our Websites.

You agree that We, and the service providers We utilize to assist in providing the Service(s) to You, shall have the right to access Your Account and to use, modify, reproduce, distribute, display and disclose Your Data solely to the extent necessary to provide the Service(s), including, without limitation, in response to Your support requests. Any third party service providers We utilize will only be given access to Your Account and Your Data as is reasonably necessary to provide the Service(s) and will be subject to confidentiality obligations. Group Companies may also access or disclose information about You, Your Account, Users or End-Customers, including Your Data, in order to (a) comply with the law or respond to lawful requests or legal process; (b) protect Group Companies’ or Our customers’ or partners’ rights or property, including enforcement of these Terms or other policies associated with the Service(s); (c) act on a good faith belief that such disclosure is necessary to protect personal safety or avoid violation of applicable law or regulation. Further, at Our sole discretion, any suspected fraudulent, abusive, or illegal activity by You may be referred to law enforcement authorities.

To the extent We Process any Personal Data on Your behalf in connection with use of the Service(s) by You, Your Users and/or End-Customers, You and We hereby agree that You shall be deemed to be the data controller and We shall be deemed to be the data processor as those terms are understood under the Directive (and any applicable national legislation implementing the Directive). By utilizing the Service(s), You consent, on behalf of You and Your Users and End-Customers (and represent that You have the authority to consent on behalf of Your Users and End-Customers) to the Processing of Your Data, including, without limitation, any Personal Data, within the Group Companies and to other authorized service providers pursuant to these Terms and Our Privacy Policy.

Data collection and privacy: We collect certain information about You as well as Your customers and their respective devices, computers and use of the Service(s). We use, disclose, and protect this information as described in Our Privacy Policy, which is incorporated into these Terms by reference.

COMMUNICATIONS FROM US

Apart from the communications specified in Our Privacy Policy, We may contact You directly via e-mail to notify You if

  1. You are in violation of these Terms;
  2. A specific activity or purpose is prohibited with respect to the Service(s), so that You immediately cease use of the Service(s) for such prohibited activity or purpose; or
  3. You maintain an exceptionally high number of Users, an unusually high monthly ticket ratio per Users, an unusually high level of open tickets or other excessive stress on the Service(s).

DISCLAIMER OF WARRANTIES

THE WEBSITES AND THE SERVICE(S), INCLUDING ALL SERVER AND NETWORK COMPONENTS ARE PROVIDED ON AN ’’AS IS’’ AND ’’AS AVAILABLE’’ BASIS, WITHOUT ANY WARRANTIES OF ANY KIND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. WE EXPRESSLY DISCLAIM ANY AND ALL CONDITIONS, REPRESENTATIONS, WARRANTIES OR OTHER TERMS, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

YOU ACKNOWLEDGE THAT WE DO NOT WARRANT THAT THE SERVICE(S) OR WEBSITES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE AND YOU FURTHER ACKNOWLEDGE THAT WE DO NOT WARRANT THAT THE ACCESS TO THE SERVICE(S), WHICH IS PROVIDED OVER INTERNET AND VARIOUS TELECOMMUNICATIONS NETWORKS, ALL OF WHICH ARE BEYOND OUR CONTROL, WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR FREE FROM VIRUSES OR OTHER MALICIOUS SOFTWARE.

THE CONTENT ON OUR WEBSITES IS PROVIDED FOR GENERAL INFORMATION ONLY. IT IS NOT INTENDED TO AMOUNT TO ADVICE ON WHICH YOU SHOULD RELY. YOU MUST OBTAIN PROFESSIONAL OR SPECIALIST ADVICE BEFORE TAKING, OR REFRAINING FROM, ANY ACTION ON THE BASIS OF THE CONTENT ON OUR WEBSITES. NO INFORMATION OR ADVICE OBTAINED BY YOU FROM US OR THROUGH THE SERVICE(S) OR WEBSITES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE, OUR AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE TO ANY PERSON FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COVER OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST REVENUE, LOST SALES, LOST GOODWILL, LOSS OF USE OR LOST CONTENT, IMPACT ON BUSINESS, BUSINESS INTERRUPTION, LOSS OF ANTICIPATED SAVINGS, LOSS OF BUSINESS OPPORTUNITY) HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, CONTRACT, TORT, WARRANTY, BREACH OF STATUTORY DUTY,NEGLIGENCE OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES OR COULD HAVE FORESEEN SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR AGGREGATE LIABILITY AND THAT OF OUR AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS, RELATING TO THE SERVICE(S), WILL BE LIMITED TO AN AMOUNT EQUAL TO THE LOWER OF (A) TWELVE MONTHS OF THE SUBSCRIPTION CHARGES FOR THE SERVICE(S) TO WHICH THE CLAIM RELATES; OR (B) THE SUBSCRIPTION CHARGES PAID BY YOU, FOR THE SERVICE(S) TO WHICH THE CLAIM RELATES PRIOR TO THE FIRST EVENT OR OCCURRENCE GIVING RISE TO SUCH LIABILITY.

THE LIMITATIONS AND EXCLUSIONS ALSO APPLY IF THIS REMEDY DOES NOT FULLY COMPENSATE YOU FOR ANY LOSSES OR FAILS OF ITS ESSENTIAL PURPOSE.

So basically we mean:

Our liability is limited to fees you paid for Salesmate in the prior 12 months.

INDEMNIFICATION

You agree to defend, indemnify and hold harmless Salesmate and its licensee and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees), resulting from or arising out of a) your use and access of the Service, by you or any person using your account and password; b) a breach of these Terms, or c) Content posted on the Service.

DISCLAIMER

Your use of the Service is at your sole risk. The Service is provided on an ’’AS IS’’ and ’’AS AVAILABLE’’ basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

Salesmate its subsidiaries, affiliates, and its licensors do not warrant that a) the Service will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Service is free of viruses or other harmful components; or d) the results of using the Service will meet your requirements.

EXCLUSIONS

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.

GOVERNING LAW

These Terms shall be governed and construed in accordance with the laws of North Carolina, United States, without regard to its conflict of law provisions.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have had between us regarding the Service.

CHANGES

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will provide at least 15 days notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Service after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Service.

Contact Us

If you have any questions about these Terms, please contact us.