TERMS AND CONDITIONS OF SERVICES

This page (together with the documents referred to on it) tells you the terms and conditions on which we supply any of the services (Services) listed on our website www.ReviewReminder.com (our Site) to you. Please read these terms and conditions (these Terms) carefully before subscribing for any Services from our Site. You should understand that by subscribing for any of our Services, you agree to be bound by these Terms.

In order to be able to use any part of www.ReviewReminder.com, you are required to complete the registration process to obtain an Account. You agree to keep your account password secret at all times and to inform us and change it if you believe that another person has become aware of it. You are solely responsible for all use or misuse of your username and password, and any losses or damages arising from such use or misuse. You confirm that all information supplied by you to us is current, complete and accurate in all respects and you agree to notify us immediately of any changes to this information.

You should print a copy of these Terms for future reference.

Please understand that if you refuse to accept these Terms and our General Terms of Website Use, you will not be able to subscribe for any Services from our Site.

For the avoidance of any doubt, these Terms are the only terms and conditions that apply to the provision of the Services, and any other terms and conditions that you purport to incorporate into the Contract are expressly excluded.

1. INFORMATION ABOUT US

www.ReviewReminder.com is a site operated by Reception One, LLC (we), a Limited Liability Corporation organized in the state of Nebraska.

2. YOUR STATUS

By subscribing for Services through our Site, you warrant that, where you are subscribing on behalf of a business, you have all due authority to make that subscription on behalf of that business, or if you subscribing personally, that you are: legally capable of entering into binding contracts; and at least 18 years old.


3. HOW THE CONTRACT IS FORMED BETWEEN YOU AND US

3.1 After subscribing for Services, you will receive an email from us acknowledging that we have received your subscription. Please note that this does not mean that your subscription has been accepted. Your subscription constitutes an offer to us to subscribe for Services. All subscriptions are subject to acceptance by us, and we will confirm such acceptance to you by sending you an email confirming that we will provide the Services to you (the Service Confirmation). The contract between us (Contract) will only be formed when we send you the Service Confirmation. Please check the Service Confirmation very carefully to ensure that it correctly records the Services that you want to subscribe for. If there is an error on the Service Confirmation, please notify us immediately and in any case within 24 hours of us sending you the Service Confirmation, or if earlier, before the commencement of the Services.

If you do not notify us within such period, we will assume that you are satisfied with the Service Confirmation, and on the expiry of such period the Contract will be deemed to come into force and will become binding on you, and may only be subsequently terminated, rescinded or varied, either in accordance with these Terms, or with our prior written consent.

3.2 The Contract will relate only to those Services which we have confirmed that we will provide in the Service Confirmation. We will not be obliged to supply any other Services which may have been part of your subscription until the provision of such Services has been confirmed in a separate Service Confirmation.

4. PROVISION OF SERVICES

Unless we notify you otherwise, the Services will start as soon as a payment method has been entered, and you have selected your number during the three step setup procedure.


5. PRICE AND PAYMENT

5.1 The price of any Services will be as quoted on our Site from time to time and shall be applicable to the Services except in cases of obvious error. Additionally, these prices exclude any applicable taxes.

5.2 Prices are subject to change at any time, but changes will not be effective until the money in the account at the time of the change has been used for Services at the old rate.

5.3 Unless agreed otherwise, payment for all Services must be by credit or debit card. Payment is in advace for the 28 day billing cycle. Overages are charged in arrears upon the start of the next billing cycle. A billing cycle begins on the corrisponding day of the moth you setup your service. If this day was on the 29th, 30th, or 31st of any month your invoice day will be assigned to the 28th of the month.

5.4 Where you have supplied details of your credit or debit card to us, you hereby authorize us to debit to that card all amounts owing from time to time under the Contract.

5.5 You shall make all payments due under the Contract in full without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless the you have a valid court order requiring an amount equal to such deduction to be paid by us to you.

5.6 If you fail to pay us any amount due under the Contract, you shall be liable to pay interest to us on that amount from the due date for payment at the maximum rate permissible by law. Also, should we have to terminate the Contract pursuant to paragraph 6.2(a) owing to your non-payment, we will not be obliged to re-commence providing the Services, even if you subsequently pay all amounts then due to us, unless we specifically agree to do so. If we do agree to re-commence the Service (without being in any way obliged to do so), before we do so, you will be required to pay such re- commencement, or set up, fee or charge, as we shall at that time require and service will be re-commenced within 48 hours.


6. TERM OF CONTRACT AND TERMINATION

6.1 Unless otherwise agreed, or as provided in the following paragraph, NO REFUNDS will be given for unused service if termination occurs prior to the end of a billing cycle. You my choose to terminate your accout immediately, otherwise your account will remain active until the end of your last billing period. Any ovreages for preivous month service will still be due.

6.2 Without prejudice to any other rights or remedies that we may have, we may immediately terminate the Contract without liability to you if:

(a) you fail to pay any amount due under the Contract on the due date of payment and remain in default not less than [7] days after being notified in writing to make such payment; or
(b) you commit a material breach of any of the terms of the Contract; or
(c) you repeatedly breach any of the terms of the Contract; or
(d) you suspend, or threaten to suspend, payment of your debts or are unable to pay your debts as they fall due or admit inability to pay your debts or seek relief under the Bankruptcy Code or suffer an involuntary bankruptcy or receivership which is not terminated within thirty (30) days;
(e) any event occurs, or proceeding is taken, with respect to you in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned above or
(f) you suspend or cease, or threatens to suspend or cease, to carry on all or a substantial part of its business.

6.3 On termination of the Contract for any reason:

(a) Our accrued rights and liabilities as at termination and the continuation of any provision expressly stated to survive or implicitly surviving termination, shall not be affected.
(b) Should we agree to recommence Service after a termination for any reason, please allow up to 48 hours for such services to be re-started.
(c) We do not guarantee that the Assigned Number(s) will be available after termination for any reason.

7. BASIS ON WHICH THE SERVICES ARE PROVIDE

Basic Message Taking
We provide a tablet kiosk device to allow solicitation of Google reviews from your customers.
You hereby indemnify us and will keep us indemnified, on demand, against any claim, damage, cost, demand, fee, fine, expense, penalty, liability, or otherwise (including any professional costs and expenses) that we may at any time, whether directly or indirectly, incur, be subject to or liable for, or be otherwise put to as a result of: (i) any Materials being illegal or immoral; (ii) any Materials, offending or defaming any third party, infringing any third party’s rights, including any copyright, trade mark, service mark, design right, and/or any other intellectual property right or license of any third party; any claim that (iii) in taking any order, we were acting in our own capacity and not as your agent on your behalf, to the effect that we became personally bound thereby; and/or (iv) without limitation to the above, any breach by you of these Terms.

We have a general and particular lien over all goods, materials, data or otherwise from time to time belonging to you, including without limitation the Materials (Goods), for all claims and money owing by you to us from time to time in any other way whatsoever, together with the following rights:

(a) to put the Goods into a saleable state;
(b) to sell the Goods;
(c) to retain from the proceeds of sale sufficient to pay all monies due from the you to us (including any costs incurred in putting the Goods into a saleable state and the expenses of the sale).

8. OUR LIABILITY

8.1 We warrant to you that any Services subscribed for through our Site will be provided with reasonable care and skill, provided that given the nature of the Services, we will not be liable nor responsible to you should we fail to record a message and/or details, and/or to pass information on to you, correctly or accurately. All other warranties (whether implied by law or otherwise) will be excluded from the Contract to the fullest extent permitted by law.

8.2 Our liability (howsoever arising, and whether arising by contract, tort, negligence, misrepresentation or otherwise) in connection with the provision of any Services is strictly limited to the price paid for those Services.

8.3 This does not include or limit in any way our liability for any matter for which it would be illegal for us to exclude, or attempt to exclude.

8.4 Notwithstanding any other provision, we accept no liability whatsoever, for any loss of: (a) income or revenue; (b) business; (c) profits or contracts; (c) reputation; (d) anticipated savings; (e) data; or for any waste of management or office time; or for any indirect, or consequential, or special, or pure economic, loss, cost or damage, of any kind, however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.

9. WRITTEN COMMUNICATIONS

Applicable laws require that some of the information or communications we send to you should be in writing. When using our Site, you accept that communication with us will be mainly electronic. We will contact you by email or provide you with information by posting notices on our Site. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.

10. NOTICES

Either of us may terminate the Contract by giving the other no less than 30 days prior notice, to expire no earlier than your next monthly invoice date (your first invoice date being one calendar month after your Services begin, and so on).All notices given by you to us must be given to Jamser LLP, c/o AnswerNet, 2325 Maryland Road, Suite 210, Willow Grove, PA 19090 (www.RealtyReceptionist.com). Notwithstanding the foregoing or anything herein to the contrary, there shall be no refunds of sums paid hereunder.

11. TRANSFER OF RIGHTS AND OBLIGATIONS

11.1 The contract between you and us is binding on you and us and on our respective successors and assigns.

11.2 You may not transfer, assign, charge or otherwise dispose of a Contract, or any of your rights or obligations arising under it, without our prior written consent.

11.3 We may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.

12. EVENTS OUTSIDE OUR CONTROL

12.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by events outside our reasonable control (Force Majeure Event).

12.2 A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:
(a) failures, omissions or delays of any of our employees, sub contractors, agents or consultants;
(b) strikes, lockouts or other industrial action;
(c) civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;
(d) fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;
(e) failure and/or breakdown of any communications equipment or public or private telecommunications networks;
(f) the acts, decrees, legislation, regulations or restrictions of any government or relevant competent authority.

12.3 Our performance under any Contract is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavors to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event.

13. WAIVER

13.1 If we fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under the Contract or any of these Terms, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.

13.2 A waiver by us of any default shall not constitute a waiver of any subsequent default.

13.3 No waiver by us of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with paragraph 11 above.

14. SEVERABILITY

If any of these Terms or any provisions of a Contract are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.


15. NO PARTNERSHIP OR AGENCY

Unless specified otherwise, nothing in the Contract is intended to, or shall be deemed to, constitute a partnership or joint venture of any kind between you and us, nor constitute either you or us the agent of the other for any purpose. Unless agreed otherwise, neither you nor we shall have authority to act as agent for, or to bind, the other in any way.

16. ENTIRE AGREEMENT

16.1 These terms and conditions and any document expressly referred to in them represent the entire agreement between us in relation to the subject matter of any Contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.

16.2 We each acknowledge that, in entering into a Contract, neither of us has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between us prior to such Contract except as expressly stated in these Terms.

16.3 Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Contract (unless such untrue statement was made fraudulently) and the other party’s only remedy shall be for breach of contract as provided in these Terms.

17. OUR RIGHT TO VARY THESE TERMS

17.1 We have the right to revise and amend these Terms from time to time.

17.2 You will be subject to the Terms in force at the time that you subscribe for Services from us, unless any change to those Terms is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to these Terms before we commence the Services (in which case we have the right to assume that you have accepted the change to these Terms, unless you notify us to the contrary within seven working days of commencement of the Services).

18 LAW AND JURISDICTION

Any dispute arising from, or related to, such Contracts shall be governed by the laws of and subject to the exclusive jurisdiction of the State of Nebraska.