Terms and Conditions of Services
This is an important part of AnswerAmerica’s website. Please read it carefully.
In particular, your attention is drawn to Section 7 (Basis on Which the Services are Provided) and Section 8 (Our Liability).
This page (together with the documents referred to on it) tells you the terms and conditions on which AnswerAmerica (“we” or “us”) supply any of the services (“Services”) listed on our website www.answeramerica.com (“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.answeramerica.com, you are required to complete the registration process to obtain an AnswerAmerica.com Account. You agree to keep your AnswerAmerica.com 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.answeramerica.com is a site operated by Jamser, LLP (we), a South Dakota Limited Liability Partnership.
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 payment via Google checkout has been accepted, and you have selected your number on the Admin home page. We will not take any call from any person on your behalf before the Services commence. Do not publicize any of our details or any telephone number (including the Assigned Number(s)), fax number, email address or otherwise associated with us, or pass the same on to any third party, without our prior written consent.
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 in advance by credit or debit card. We accept payment with the Answer America secure payment gateway or you may sign up for automatic payments from your credit card when your account reaches a certain minimum balance.
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, the Contract will last until your balance reaches zero, or you receive no call traffic in a period longer than 30 days.
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  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.
(g) your line is inactive for longer than a 30 day period.
(h) your balance drops to zero.
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 PROVIDED
Basic Message Taking
If you have subscribed for this Service, we will use our reasonable endeavors to take messages received on the Assigned Number(s), and within such period of time as we have agreed with you, to forward the same by the method of communication that we have agreed with you, to the telephone number, fax number or email address that you have provided to us for that purpose (Contact Number) or to email post the same to you (if we have agreed to establish an email posting service with you on setting up the Services).
Notwithstanding any other term of this Contract, the provision of all the Services is specifically subject to the following:
(a) given the nature of the Services, and in particular, the fact that we receive a number of calls and a great deal of information, within a short period of time, there will be occasions on which we fail to record a message and/or details, and/or to pass information on to you, correctly or accurately, and we will not under such circumstances be liable or responsible to you;
(b) we will not provide any Service which is in any way, whether directly or indirectly, involved in or associated with, or which we suspect is in any way, whether directly or indirectly, involved in or associated with, any illegal, defamatory, obscene, sexist, racist, inflammatory or immoral activity, and/or any activity which we determine adversely affects our reputation (Unacceptable Activity). If we suspect any Unacceptable Activity, we will immediately terminate the Services provided to you (notifying the Police or relevant authorities where we feel appropriate), at which time all amounts at that time incurred by us in relation to the provision of the Services will become payable to us. For the purpose of the above, what constitutes Unacceptable Activity will be determined by us at our entire discretion, and our determination on the matter will be final and not subject to discussion;
(c) we will not accept any call which is a reverse charge or collect call, and/or on the basis that we are in any manner required to bear the cost to the caller of making the call to us;
(d) it is your responsibility to ensure that you provide us with an appropriate Contact Number and that at all relevant times the Contact Number is operational and, as you deem appropriate, manned. We will not under any circumstances be responsible nor liable, should the Contact Number be unanswered and/or out of order, or should we otherwise be unable to forward a message, or put an incoming call through, to a Contact Number;
(e) we will not under any circumstances be responsible nor liable, should we mishear and/or misunderstand or be unable to understand, a message and/or a caller, whether because the line is poor or the caller is difficult for our agent to understand;
(f) we will not under any circumstances be responsible nor liable, should we be unable to receive and/or forward a call, or forward a message to you, whether by telephone, fax, email or otherwise, as a direct or indirect result of any: equipment breakdown or malfunction; delay in or breakdown of any telecommunications or internet service; or atmospheric conditions; (g) in relation to the Customer Service Line and Order Taking and Brochure Request Services, we will not provide, nor will you require us to provide, any response or responses to callers that we have not previously agreed in writing with you. Given the nature of these Services, the fact that responses need to be given to callers in live time, and the fact that our staff are have no special knowledge of, or training in, your products, services or business, if, within their entire discretion, our staff feel at any time, and under any circumstances, that they are unable to, and/or not comfortable in, responding to a particular query and/or handling a particular order, they will not respond to that query and/or handle that order, but in such circumstances will use their reasonable endeavors to take a message, and forward the same to you in the manner referred to above under the heading Call centre;
(h) our staff will not deal with or speak to, any caller who is abusive, or unpleasant, or who shouts or uses bad, inflammatory, sexist, racist or obscene language. When confronted with such a caller, our staff will immediately terminate the call, and if the same caller calls again, not take the call;
(i) no brochures, materials, letters, parcels, documents, products, goods or things (Materials) will be sent to us without our prior written approval, (any Materials sent out without our prior written approval being Unauthorized Materials) and we will not accept and/or be required to keep any of the same on our premises. We will not be required to accept and/or to keep on our premises, and/or to send out on your behalf, any Materials which: (i) we are unable, or (entirely within our discretion) we determine that it would be impractical for us, to examine or identify the nature or contents of; or which we deem (in our absolute discretion) to be: (ii) dangerous, noxious, harmful or deteriorating; or (iii) inconvenient or impractical for us to store or send out, and/or which would constitute an excessive insurance or security risk for us (whether because such Materials are too large in number, or too bulky, or their value exceeds our applicable insurance cover, or otherwise); or (iv) in any way illegal, defamatory, obscene, sexist, racist, inflammatory or immoral, and/or which we determine adversely affect our reputation (any of (i), (ii), (iii) or (iv) being collectively, with Unauthorized Materials, Unacceptable Materials). If we receive any Unacceptable Materials, we will not be obliged to accept the same, but if we do, we will notify you to that we the Materials that we have received are Unacceptable Materials, and you must take steps to collect the same from our premises as soon as possible. Until collected by you, any Unacceptable Materials will be held at your risk and the costs to us of handling, storing and if we deem fit, insuring, the same will be payable by you on demand. If any Unacceptable
Materials are not collected by you within 7 days we reserve the right to arrange for the sale and/or removal and/or destruction of the same at your expense, entirely without liability to you, which expenses may be deducted by us from any relevant proceeds of sale. Where we feel appropriate, instead of, waiting for you to collect, and/or destroying the same, we will immediately pass any Unauthorized Materials to the Police or the relevant authorities, without any liability to you.
(j) Incoming calls will be limited to no more than 5 (five) simultaneous calls at any given time. If your needs exceed this limitation, please contact us.
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.
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, 3930 Commerce Avenue, Willow Grove, PA 19090 (www.answeramerica.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.
13.1 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.
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 Commonwealth of Pennsylvania.