Terms of Service
MyLivePRO, ChamberLivePRO, and LivePRO Communications are wholly owned subsidies of Broider Consulting Group, LLC ("Provider"). This Terms of Service Agreement (hereinafter "Agreement") sets forth the terms and conditions by which Provider, provides the Managed Live Chat Services ("LivePRO") to site visitors, users, registered members and account holders ("You"). By visiting our site, using any of the tools and services provided via our site, or registering an account, you thereby agree to be bound by each of the terms and conditions of this Agreement.
We may automatically amend this Agreement at any time by informing you of the amended terms via email to an email address you provide to us, if you are a registered account holder. Such amendments will be effective when sent to your last known email address. It is your duty to keep your email address up to date and to maintain a valid email address and to ensure that emails we send you are not filtered or stopped by spam filters or other types of email blocking functionality. Alternatively, we may merely post the amended terms and make them available to be read by current account holders. In such cases, the modified terms and conditions of this Agreement are effective and in force when posted by us.
For those visitors to LivePRO who have not registered as users, or who have let their subscriptions elapse, it is their responsibility to read this Terms of Service each time they access any portion of our site. Any usage of this site by you, including merely viewing our home page or any page published on our site, as an unregistered LivePRO user, means that you agree to be bound by each and every one of the terms and conditions of this Terms of Service Agreement.
Our Commitment to You
Provider is committed to bringing you the best possible tools and services designed to meet your needs and expectations. We promise you that our LivePRO Application Computer Network will be available at least 99.95% of the time, excluding those periods where we conduct regularly scheduled maintenance or where unforeseeable and unavoidable service outages occur due to Internet, router, electrical or Internet Service Provider related downtime outside of our control. While we are not and cannot be responsible for your own connection to the Internet, or the functionality of your own private systems or software existing outside of our LivePRO Computer Network, we guarantee that you and your website visitors will, except for those conditions mentioned above, be able to access the LivePRO Application Computer Network 99.95% of the time. Due to varying website traffic-flow patterns, this guarantee does not apply to LivePRO Live Chat Agent Availability.
You have the power and authority to carry on your business as it is conducted, are duly authorized to enter into this Agreement and that no other authorizations, consents or approvals are required in connection with the validity and enforceability of this Agreement or the execution, delivery and performance of this Agreement by You.
Provider is a business solutions outsourcing company which offers an interactive Internet based real-time chat answering service. The "Service" is branded, registered, and sold as LivePRO.
After YOU agree to be bound by this Agreement and complete the Registration "Sign up Now" form, Provider will establish an account for YOU "Account". YOU may establish more than one website for the different Services YOU wish to receive "Additional Website(s)". This Agreement shall be binding upon the main Account and all Additional Websites(s); therefore the main Account and all Additional Websites shall be governed by this Agreement. Only one (1) additional website can be subscribed under same plan. For more than two (2) websites, a separate account will be created.
Intellectual Property Ownership
You own or otherwise have the full right and authority to use and disseminate (1) all information, data, graphics, text, video, music, or other intellectual property which forms or does not form a part of your web site, or which is used by YOU in advertising and promotional efforts, and (2) the products YOU supply to potential customers.
To enable Provider to use the information YOU supply to Provider, including without limitation, the intellectual property, frequently asked questions, scripting, images, trademarks, trade names, chat buttons, and logos found on your website(s), without violating any rights YOU might have in the information and the frequently asked questions, scripting, images, trademarks, trade names, chat buttons, and logos found on your website, YOU agree to grant, and hereby do grant, Provider a royalty free, worldwide, nonexclusive, perpetual and irrevocable license to exercise the copyright, publicity and database rights, and to sub-license such rights through multiple tiers, that YOU have in such intellectual property, information, frequently asked questions, scripting, images, trademarks, trade names, chat buttons, and logos, in any media now known or not currently known, with respect to the information under.
If for some reason the LivePRO Application Computer Network does not meet our stringent standard of availability, you may request a refund in the amount of 5% of your Monthly License Fee for each 30 minutes of continuous downtime. This guarantee is limited to a sum no greater than the amount that equals 50% of your Monthly License Fee. In the alternative, if no single period of downtime was 30 minutes are longer in duration, you may request a refund equal to the percentage of actual downtime that took place during the affected month multiplied by the amount of your Monthly License Fee. Although you may elect either remedy, either refund is your sole remedy for the failure of Provider to maintain 99.95% availability, subject to the limitations above stated, during any given calendar month. Refunds will be issued in the form of a credit towards your next invoice, unless the affected month was pre-established by you as your final month of service, and you have informed us of that in writing prior to the service outage and in such cases your refund will be issued via check or credit card payment (at our sole option) within 60 days of your request and upon our verification of the service outage, including the actual amount of downtime. Due to varying website traffic-flow patterns, this guarantee does not apply to LivePRO Live Chat Agent Availability.
Provider makes every effort to perform all service maintenance activities during pre-scheduled maintenance windows. Currently, the maintenance windows are set for Friday and Saturday evenings, from 11:00 p.m. to 12:00 a.m. U.S. Eastern Standard Time, We may not utilize every maintenance window. If system downtime is planned during any maintenance window, we will issue an announcement prior to the date of the planned maintenance activity.
Provider will readily provide up to 12 daily hours of coverage, currently scheduled between 7am to 7pm, our local time, excluding weekends and holidays as annually defined by the U.S. Office of Personnel Management. Actual coverage hours are at the sole discretion of Provider and based on recent and global individual account trends.
In order to provide only the best service to you and your website visitors, Provider's coverage will be reduced 2 weeks a year for our Semiannual Training Convention ("Convention"). Providers Convention dates will align with the first week of every July and the last week of every December. Live chat coverage will be minimal during Convention. As such, your site visitors will not receive pro-active invites from Agents to chat. Should one of your site visitors request Live chat through your site's chat button during this time period, our system will search for an operator to assist them. If no agents are available, the visitor will be given a chance to leave a short message that will be automatically and instantly forwarded to your organization.
Regarding substantial changes to your website, Free Live Chat Button and Window redesigns are included with your service. If your URL's change to your online static website resources, then all of the URL's in your knowledgebase will need to be updated by Provider's Discovery Team. URL updates will be free, so long as Provider can update your knowledgebase on an as-needed trial and error basis (most clients are ok with this). However, if you would like us to expedite the process immediately and all at once, you will be assessed a re-discovery $295 fee during your upcoming billing cycle.
Our charges are based upon the number of actual chat sessions conducted as part of your LivePRO service.
- You will be billed for services you have selected to receive on a recurring basis until and unless the service(s) we are providing is canceled by you (see "Termination" below).
- We accept Automated Clearing House (ACH), MasterCard, Visa, and Discover.
- You may select from recurring monthly or quarterly ACH payment, OR monthly for credit card payments. For valuable consideration of discounts received, all pre-payment amounts that are credited to your account are non-refundable.
- By accepting any of our services, you agree to keep us updated as to your billing information.
- Unless otherwise stated, No refunds will be issued after thirty (30) days. Upon our approval, account balances may be used as a credit towards service purchases.
- Accounts that have become delinquent (more than 10 days past due) are subject to deactivation without further notice being given to you.
- Unless otherwise indicated, all prices are quoted and billed in U.S. dollars.
You may see a prorated charge on your statement whenever you initiate service, add service, change service plans or add features to your account.
- When You Initiate Service: You agree to pay Provider a "Payment for First Month’s Service," for each Account. The Payment for First Month’s Service will be billed the day that your "Live Chat Button" is first displayed on your site to the public,or the next business day. If you are participating in a free trial, the Payment for First Month’s Service will be billed on the first business day after your trial period expires. YOU may be billed for any setup fees and by the day until your 1st full monthly billing cycle. In addition, you will be billed one full month in advance for your service.
- Continuing Payments for Services: Unless cancellation occurs during your trial period, you agree and are responsible to pay Provider all Transaction fees, maintenance fees, training fees, setup fees, surcharges, and "per minutes charges" and other amounts required by this or any other agreement when due. All subsequent bills will reflect your monthly service and feature charges plus any extra usage. The Monthly Service Fee for the main Account and each Additional Website(s) will be automatically charged monthly to your selected payment method.
- When You Add or Change Service or Features: Additional services and features will be prorated by the day beginning on the first day of activation until the first full monthly billing cycle. All account changes are subject to additional maintenance fees for re-discovery and account maintenance. Additionally, you will be billed one month in advance for your added service or feature. All subsequent bills will reflect your monthly service and feature charges plus any extra usage.
- Payment by Credit Card or Bank Account: When you provide credit card or bank account information to Provider, you represent to Provider that you are the authorized user of the credit card or bank account that is used to pay your monthly fees, per minute fees and any other fees incurred by Provider on your behalf. You expressly authorize Provider to charge all fees incurred in connection with the Services to the credit or debit card or bank account provided, including charges that may occur on an automatic or recurring basis, and such authorization shall remain valid until revoked by you by canceling any Service for which a fee is charged as described herein. You agree to promptly notify Provider of any changes to your credit card account number, its expiration date and/or your billing address, or change of status. Provider is not responsible for any additional bank fees, interest charges, finance charges, over draft charges, or other fees resulting from charges billed by Provider. Currency exchange settlements will be based on agreement between you and the provider of your credit card or bank account. If you have any billing-related questions, please contact us at firstname.lastname@example.org.
- Payment declined: We will send notice (to the email address we have on file for you) to you of any declined transaction and will give you up to 5 days to respond and update your billing information. After the second unsuccessful attempt to charge your credit card or bank account, we will place your account on hold pending payment.
- Pricing: You understand and agree that prices are subject to change without prior notification. Should Provider increase its price on any product within 10 calendar days of Your initial purchase, You may contact Provider Sales Support either by phone or mail to request a refund or credit of the difference between the price you were charged and the current selling price. Provider reserves all rights to correct any errors in its online price page prior to billing. If you suspect an error in pricing or billing, please contact us at email@example.com.
- By YOU: YOU may terminate this Agreement, any Account, or any Additional Accounts with Provider at any time upon providing a notice of the intent to terminate at least 5 days prior to the desired date of termination. Upon termination, any and all collected revenues from you, including pre-payments for your Account(s) or Additional Website(s) shall be non-refundable, even though your service will be discontinued and canceled for those Account(s) or Additional Website(s).
- By Provider: Provider may terminate this Agreement, Your Account or any Additional Accounts of yours at any time for any reason, or for no reason. Provider may suspend your access to Provider's website and/or Services, or any other transactions immediately and without notice if YOU are in breach of any of its obligations hereunder. If the termination is at the convenience of Provider, Provider shall provide YOU with notice 2 days in advance of the date of termination.
- Notice of Cancellation: If a party to this Agreement intends to terminate the Agreement, it must send a notice to the other party of its intent to terminate ("Notice of Cancellation"). The Notice of Cancellation shall contain the date upon which the termination shall become effective and shall be delivered to the addresses provided below ("Notices"). Provided, however, that in the event Provider determines it is necessary to immediately terminate the Agreement, Provider may provide notice to YOU via telephone, followed by electronic delivery of a Notice of Cancellation. Such termination shall be effective as of the time of the telephone call to YOU. When these Terms come to an end, all of the legal rights, obligations and liabilities that you and Provider have benefited from, been subject to or which are expressed to continue indefinitely, shall be unaffected by this cessation.
- Payments/Obligations to be completed after Termination: Upon termination of this Agreement, any outstanding and unpaid fees, surcharges, maintenance fees, Per Chat Charges" and charges of YOU to Provider shall become immediately due and payable.
Any written notices will be addressed as follows:
Mail: PO BOX 3781, Concord, NH 03302-3781
Electronic Communication: firstname.lastname@example.org
to YOU: Mail: To the last address provided to Provider by YOU. Electronic Communication: To the last e-mail address provided to Provider by YOU
- Provider may terminate this Agreement immediately for any reason without notice to you for any violation of the Provider Policy, the determination of such violation being at the sole discretion of the company. Your account will be terminated if you violate any of the terms and conditions of this Agreement.
- WE PROVIDE YOUR ACCOUNT AND OUR SERVICES ON AN "AS IS" BASIS, SUBJECT TO THE LIMITED WARRANTY PROVIDED HEREIN, OUR SUPPLIERS, PARTNERS AND AFFILIATES, IF ANY, AND WE EXPRESSLY DISCLAIM ALL WARRANTIES OR CONDITIONS OF ANY KIND, SAVE FOR OUR LIMITED WARRANTY PROVIDED HEREIN, INCLUDING ALL FURTHER AND ADDITIONAL EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. You understand and agree that our services may be unavailable for extended periods of time, and we do not warrant or ensure the continuous availability of our services. We may discontinue any or all services provided to you at any time without notice to you. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. We shall not be liable for any delay or failure to perform resulting directly or indirectly from any causes beyond our control.
- IN NO EVENT SHALL OUR SUPPLIERS, PARTNERS, AFFILIATES OR WE BE LIABLE FOR ANY LOST PROFITS OR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH YOUR ACCOUNT OR THIS AGREEMENT. OUR LIABILITY TO YOU OR ANY THIRD PARTIES IS LIMITED TO THE REMEDIES PROVIDED THROUGH OUR LIMITED WARRANTY. Some states do not allow the foregoing limitations of liability, so they may not apply to you.
- If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, all unaffected provisions or elements shall remain in full force and effect. Any failure on our part to enforce any portion of this Agreement does not serve to waive the enforceability of the remaining portions or other breaches on your part regarding this Agreement.
- This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof.
- ANY DISPUTES RELATED TO THIS AGREEMENT OR ITS SUBJECT MATTER WILL BE SUBJECT TO THE JURISDICTION OF THE APPLICABLE STATE AND FEDERAL COURTS LOCATED IN CONCORD, NEW HAMPSHIRE, AND LICENSEE AND COMPANY AGREE TO THE PERSONAL JURISDICTION OF SUCH COURTS, AND LICENSEE AND COMPANY WAIVE ANY RIGHT EITHER MAY HAVE TO MOVE OR DISMISS ANY CASE BROUGHT IN SUCH COURTS.
- YOU acknowledge
- That you have read and understood this Agreement;
- That this Agreement has the same force and effect as a signed agreement; and
- That this Agreement constitutes the entire agreement between Provider and YOU and governs Your use of the Services, superseding any prior agreements between Provider and YOU pertaining to the Services.
- The relationship between Provider and YOU shall be that of independent contractors. Neither party will be considered an official agent, employee, joint venturer, or partner of the other, unless otherwise specifically provided herein.
Rev. Date: 08.01.2011