Last Updated: February 22, 2024
This Service Agreement ("Agreement") is entered into by and between ASI (referred to as "ASI," "we," "us," or "our") and the subscribing customer (referred to as "CLIENT," "you," or "your"). By engaging ASI's services, CLIENT agrees to the following terms and conditions.
ASI agrees to provide CLIENT with professional phone answering services, voicemail services, and related communication services as outlined in the selected service plan. The specific scope of services, including call handling procedures and message delivery methods, will be determined based on CLIENT's selected plan and account configuration.
This Agreement shall commence on the date CLIENT's account is activated and shall continue on a month-to-month basis. The Agreement will automatically renew each month unless terminated by either party in accordance with the termination provisions outlined in this Agreement.
CLIENT agrees to pay all monthly charges, overage fees, and any additional service fees associated with the selected plan. Charges are billed in advance at the beginning of each billing cycle and are non-refundable.
All fees are quoted and payable in United States Dollars (USD). Payment shall be made via credit card or another approved payment method on file with ASI.
All currency conversions are the responsibility of CLIENT. Payment terms are Net-10 from the date of invoice. Late payments are subject to a late fee of 1.5% per month or the maximum rate permitted by law, whichever is less, on any outstanding balance. ASI reserves the right to suspend or terminate services for accounts with overdue balances.
CLIENT must notify ASI of any billing errors or disputes within thirty (30) days of the invoice date. Failure to provide timely notice constitutes acceptance of the charges as accurate.
Cooperation and open communication between ASI and CLIENT are essential to the effective delivery of services. CLIENT agrees to provide timely and accurate information necessary for ASI to perform its obligations under this Agreement, including but not limited to call handling instructions, contact lists, and escalation procedures. ASI shall not be liable for any service deficiencies resulting from CLIENT's failure to provide accurate or timely information.
Both parties agree to maintain the confidentiality of all proprietary and sensitive information disclosed during the course of this Agreement. Neither party shall disclose, share, or use the other party's confidential information for any purpose other than fulfilling obligations under this Agreement without prior written consent. This obligation of confidentiality shall survive the termination of this Agreement.
ASI retains all rights, title, and interest in and to its intellectual property, including but not limited to its proprietary software, systems, processes, scripts, training materials, and methodologies used in the delivery of services. Nothing in this Agreement grants CLIENT any ownership or license rights to ASI's intellectual property.
All phone numbers provided by ASI to CLIENT in connection with the services are and shall remain the exclusive property of ASI. Upon termination of this Agreement, CLIENT shall have no right to retain, transfer, or port any phone numbers assigned by ASI.
To the fullest extent permitted by applicable law:
In the event of any dispute, legal action, or collection effort arising from this Agreement, the prevailing party shall be entitled to recover all reasonable attorney fees, court costs, and collection expenses from the non-prevailing party. Additionally, CLIENT agrees to pay a fee of $25.00 for each chargeback or payment reversal initiated against ASI, regardless of the outcome of the dispute.
Either party may terminate this Agreement by providing written notice to the other party. Termination will be effective at the end of the current billing cycle following receipt of the termination notice. There shall be no proration of fees for partial billing periods. All charges incurred through the end of the billing cycle remain due and payable regardless of whether CLIENT continues to use the services during the remainder of the billing period.
This Agreement shall be governed by and construed in accordance with the laws of the State of Idaho, without regard to its conflict of law provisions. Any legal action or proceeding arising under this Agreement shall be brought exclusively in the courts located in Boundary County, Idaho, and both parties hereby consent to the personal jurisdiction and venue of such courts.
This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, executors, administrators, successors, and permitted assigns. If CLIENT is entering into this Agreement on behalf of a business entity, the individual executing this Agreement personally guarantees all obligations of the business entity under this Agreement.
By subscribing to ASI's services, CLIENT acknowledges that they have read, understood, and agree to be bound by all terms and conditions set forth in this Agreement. CLIENT further acknowledges that they have been given full opportunity to review this Agreement and seek independent legal counsel prior to acceptance. CLIENT agrees to waive any claims of liability against ASI except as expressly permitted under this Agreement.
This Agreement constitutes the entire agreement between ASI and CLIENT with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written. No amendment or modification of this Agreement shall be valid or binding unless made in writing and signed by both parties.
