EFFECTIVE DATE: AUGUST 1, 2023
TERMS OF SERVICE
Please read on to learn the rules and restrictions that govern your use of our website(s), products, services and applications, which include, but are not limited to, Agentline.app website, Agentline Mobile application, Agentline Cloud Voice and Data Storage, Agentline Digital Voice Services (the “Service(s)”) that are included when you order directly through our website. For the avoidance of doubt, if you order services through a Master Service Agreement with us, any such services are governed by the terms of the Master Service Agreement and not these online terms. If you have any questions, comments, or concerns regarding these terms or the Services, please contact us at support@agentline.app.
These Terms of Service (the “Terms” or “Agreement”) are a binding contract between the subscriber (“You,” “Your” or “Subscriber”) and RTCLogic, LLC - the owner of Agentline.app (“Agentline,” “we” and “us”). You must agree to and accept all of the Terms, or you don’t have the right to use the Services. Your use of the Services in any way means that you agree to all of these Terms, and these Terms will remain in effect while you use the Services. Your use of the Services and our website constitutes your agreement with and to be bound by all terms and conditions included in these Terms as well as the terms outlined in the Privacy Policy, which are incorporated herein by reference.
PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.
1. EMERGENCY SERVICES – 911 DIALING
1.1 Alternate 911 Arrangements.
We do not provide 911 or E911 emergency services. You should not attempt to dial 911 using the Agentline phone number dialer. You should make arrangements for an alternate means of accessing traditional 911 or E911 services or disconnecting the Service. You understand that additional arrangements should be made to access emergency services. To access emergency services, you acknowledge and accept that it is Your sole responsibility to purchase, with a third-party separately from Agentline, traditional wireless or wireline telephone service that offers access to emergency services. You further recognize that Agentline is not a replacement for Your primary telephone service and you are hereby advised to maintain a traditional wireline or wire-based telephone service at all times. By agreeing to these terms of service and by Your use of the Agentline services, you acknowledge and accept that the Agentline does not support or provide emergency service. You represent and warrant to Agentline that you already have made additional arrangements with a third party to access emergency services.
1.2 Disclaimer of Liability and Indemnification.
Neither Agentline nor any of its officers, directors, members or employees may be held liable for any claim, damage, or loss, and you hereby waive any and all such claims or causes of action, arising from or relating to 911 Dialing service. You shall defend, indemnify, and hold harmless Agentline, its officers, directors, members, employees, affiliates and agents and any other service provider who furnishes services to you in connection the Service, from any and all claims, losses, damages, fines, penalties, costs and expenses (including, without limitation, attorneys fees) by, or on behalf of, you or any third party relating to the failure of the Service to provide 911 Dialing, and/or the inability of any user of the Service to be able to use 911 Dialing or access emergency service personnel.
2. SUBSCRIBER INFORMATION.
You acknowledge that you are eighteen (18) years of age or older, and you agree that you have the legal authority to enter into this Agreement and affirm that the information you supply to us is correct and complete. You understand that Agentline relies on the information you supply and that providing false or incorrect information may result in Service delays or the suspension or termination of Your Service. You agree to promptly notify Agentline whenever Your personal or billing information changes, including without limitation, Your name, address, telephone number, and credit card number and expiration date, if applicable.
3. GENERAL PRICING AND FEES.
Agentline prices are shown in the Pricing section of the web site and you will be charged based on the plan you select during the ordering process. A Subscriber who selects the monthly plan (a “Monthly Subscriber”) will pay the monthly price(s) listed under the plan at the time of order. Pricing information is visible on our website or completed separately in the Service Proposal provided to you prior to starting service. However, such monthly prices are subject at any time to change to Agentline then current prices.
3.1 Taxes and Fees on Free Services.
Any plan that comes with free service will be assessed applicable taxes, surcharges, and fees periodically, based on the details of the plan selected. These fees will be calculated based on the standard price for the service. Services are subject to suspension and termination if balances are not paid in a timely manner per Section 4 of Agentline Terms of Service.
4. PAYMENT, LATE FEES AND OTHER CHARGES.
There is no money back guarantee for any Services unless specifically written in a special one time promotion. There are no prorated refunds for unused time. All services will be charged via automatic credit card withdrawal. Unless otherwise stated in the Pricing plan, Agentline will invoice and charge Subscribers monthly. Subscribers are responsible for paying monthly subscription fees while Services are suspended due to non-payment. In the event that an account is terminated for any reason with an outstanding balance, Agentline will continue to electronically charge the credit card on file for the outstanding balance until all balances are fully resolved. All disconnected accounts and all accounts suspended for non-payment are subject to a fifteen dollar ($15.00) reconnection fee. Subscribers are responsible for any disputed charges beyond sixty (60) days from the date of the charge. Any account which goes into collection status will be transferred to a collection agency and incur a twenty-five dollar ($25.00) processing fee and all other applicable fees and charges. Subscribers must pay a twenty-five dollar ($25.00) service charge on disputed credit cards and credit card chargebacks. Past due accounts will accrue a monthly charge of one and one-half percent (1.5%) of the past due balance or one dollar ($1.00), whichever is greater.
You are responsible for all charges attributable to Your account incurred with respect to the Services. You agree to review Your invoices or statements regularly and notify Agentline immediately, in writing to report any errors or problems with Your bill. Agentline agrees to make corrections to any errors in the current billing period and the preceding billing period if it is determined an error caused the charge. Agentline may, depending on circumstances and at Agentline sole discretion, agree to refund charges on Your account if Agentline actions caused erroneous charges in previous billing periods. You agree that Agentline will not provide refunds on any charges in any period 90 days prior to when the error was reported to Agentline, regardless of whether the error resulted from Your error, Agentline error, or miscommunications between parties. You further agree that you are responsible for updating payment methods on Your account in the Agentline user portal and any errors in the portal are Your sole responsibility.
You agree to notify Agentline immediately, in writing if you become aware at any time that Services are being stolen or fraudulently used. You are responsible for all usage charges attributable to Your account, even if incurred as a result of fraudulent or unauthorized use by third parties, until you report the theft or fraudulent use of the Services. You are solely responsible for securing all passwords and access numbers to guard against and prevent unauthorized access to Services by third parties. Agentline, may, but is not obligated to, detect or report unauthorized use or fraudulent use of Services. You agree to save, defend, indemnify and hold Agentline harmless from all claims, costs, liabilities and damages arising out of such fraudulent use.
4.1 Directory Assistance and Operator Services
Agentline does not provide Directory Assistance service, so you should not attempt to reach that service using Agenline.app phone dialer. Operator calling is also not provided by Agentline.
4.2 Answer to Seizure Ratio (ASR)
For each billing cycle, if more than 20% of a Subscriber’s traffic is 6 seconds or less in duration, Agentline reserves the right to charge an additional one-cent ($0.01) per call for all calls that are 6 seconds or less above the 20% limit. Subscriber acknowledges that calls that surpass the call duration threshold and are charged accordingly, as defined above, are due and owing to Agentline. These charges are non-negotiable and Subscriber waives the right to dispute these valid charges.
4.3 Reasonable Use Policy
Unless otherwise specified Agentline platform and service is meant for person to person conversational traffic. Every person using the service should be assigned their own unique User credentials. Usage patterns beyond this, defined as approximately 5000 minutes per month per user, or evidence of credential sharing, may be subject to additional charges for misuse of the network. Based on such usage, Agentline may determine that abnormal or unreasonable usage is occurring, and may charge additional User fees, or an overage fee of $0.02 per minute over 5000 minutes, or take appropriate steps to enforce this Policy and the Terms of Service (“Agentline Rights”) including suspension or cancellation of service.
5. TERM.
This Agreement is effective upon Subscriber’s acceptance as provided above and shall continue until terminated by Subscriber or Agentline pursuant to this Agreement.
5.1 Monthly Subscribers.
Each Monthly Subscriber is on automatically renewing monthly terms billed on the anniversary of their service commencement.
6. TERMINATION.
In the event that you wish to stop using the Agentline Services, you may do so at any time, by contacting us at support@agentline.app. Agentline may terminate (or suspend access to) your use of the Services or your Account, for any reason in our sole discretion, including, but not limited to, your breach of these Terms.
Upon termination of your Account, all information associated with your Account will be deleted or destroyed in accordance with Agentline Privacy Policy. As such, you should perform regular backups in order to avoid losing information upon termination. If you have deleted your Account by mistake, contact us immediately at support@agentline.app; if possible, we will attempt to assist in recovering any lost information following an accidental account closure (though we make no representations that we will be able to recover or restore any information).
7. TECHNICAL SUPPORT.
Agentline agrees to provide technical support to Subscriber. Subscriber understands that support is provided on an as needed basis and the timeliness is conditional based on the needs of other Subscribers. Agentline assumes that all Subscribers possess a basic understanding of their computers and their limitations. Agentline will not train you in basic computer skills (e.g., deleting files or creating directories). Technical support is intended to facilitate the setup of Your properly functioning computer system for access to our services. Support is provided at the request of the Subscriber and is performed as part of Agentline service. Agentline relies on Subscriber to provide accurate information and feedback to make appropriate adjustments to Your service settings. Agentline does not test changes. Subscriber is responsible for testing any changes made by Agentline and providing feedback to make corrections or changes.
Subscriber’s computer must have an active working connection to the internet before any technical support will be dispensed. If Subscriber is having problems connecting to the internet, you will need to contact Your Internet Service Provider (ISP) for assistance getting connected first. Our technical support staff is not trained to, has no obligation to, and will not assist you in installing and/or troubleshooting modems, network cards, routers, complex network configurations or telephone lines, nor will they provide any technical assistance or support for any third party Software. The scope of support is limited to Agentline supplied devices and services. Agentline is not responsible for connection problems due to a computer that is infected with viruses, spyware or malware. It is the Subscriber’s responsibility to initiate and be available for technical support during Agentline hours of operation. If a Subscriber wishes to utilize Agentline technical support, the Subscriber must be available at the same location as the hardware to help troubleshoot the connection or computer setup. Agentline assumes no obligation to provide support services for any third party products or services, including but not limited to the quality of the connection provided by the Internet Service Provider (ISP) or for problems with our service caused by third party products or services. It is the responsibility of the subscriber to troubleshoot any issues with third party products or services with the provider of that service. Agentline does not provide on-site technical support.
7.1 Incompatibility With Other Services
(a) Non-Voice Equipment Limitations. You acknowledge that our service may not be compatible with all non-voice communications equipment, including but not limited to home security systems, TTY, medical monitoring equipment, set-top boxes, satellite or cable television systems, PBX, Centrex, other private telephone networks, and any modems. You waive any claim against Agentline for interference with or disruption of these services and equipment, as well as any claim that Agentline is responsible for any disruption to Your business, if applicable.
(b) Hardware Compatibility Issues. There may be other internet services or hardware with which our service may be incompatible, including but not limited to: Fixed Wireless, Satellite, and Power over Ethernet connections. Some providers of broadband service may provide modems that prevent the transmission of communications using our service. We do not warrant that our services will be compatible with all broadband services and expressly disclaim any express or implied warranties regarding the compatibility of our service with any particular broadband service.
8. WARRANTIES AND LIMITATIONS OF LIABILITY.
You acknowledge and agree that the Service, and Software supplied hereunder are provided on an “as is” or “as available” basis, with all faults. Except as otherwise specifically set forth in this agreement and as otherwise specifically set forth in any manufacturer warranty for any Software provided by Agentline (but only if such warranty is included with such Software). Agentline (and its officers, employees, subsidiaries, and affiliates), its third party licensors, providers and suppliers disclaim any and all warranties for the Service and Software whether expressed or implied, including but not limited to the implied warranties of merchantability and fitness for a particular purpose, accuracy, non-infringement, non-interference, title, compatibility of computer systems, integration, and those arising from a course of dealing, course of trade, or arising under statute. No advice or information given by Agentline or its representatives shall create a warranty. Use of Agentline technical support is at Your own risk and is not warranted. Agentline assumes no liability for any damages or penalties incurred by Subscriber for failure due to system malfunction or support misconfiguration of any feature Subscriber uses.
Agentline does not warrant or guarantee that voip service can be provisioned to Your location, or that provisioning will occur according to a specified schedule, even if Agentline has accepted Your order for service. The provisioning of service is subject to circuit availability and other factors. In the event Your account is not provisioned for any reason, neither you nor Agentline shall have any duties or obligations under this agreement.
Agentline does not warrant that the service, or Software provided by Agentline will perform at a particular speed, bandwidth or data throughput rate, or will be uninterrupted or error-free. Agentline shall not be liable for loss of Your data, or if changes in operation, procedures, or services require modification or alteration of Your equipment, render the same obsolete or otherwise affect its performance. Agentline makes no warranty regarding any transactions executed using the Service, the Software in combination with any of Your equipment or the internet. You expressly assume all risk and responsibility for the use of the Service, the Software in combination with any of Your equipment and the internet generally. You agree not to use the Service, or the Software in any high risk activities where damage or injury to person, property, environment, or business may result if an error occurs.
In no event shall Agentline (or any of its officers, directors, employees, members, parent, subsidiaries, or affiliates), its third party licensors, providers or suppliers be liable for: (a) any direct, indirect, special, consequential or incidental damages, including without limitation, lost profits or loss of revenue or damage to data arising out of the use, partial use or inability to use the Service, the Software in combination with any of Your equipment, regardless of the type of claim or the nature of the cause of action, including without limitation, those arising under contract, tort, negligence or strict liability, even if Agentline has been advised of the possibility of such claim or damages, or (b) any claims against you by any other party.
All limitations and disclaimers stated in this section also apply to Agentline third party licensors, providers and suppliers as third party beneficiaries of this agreement.
Any rights or limits stated herein are the maximum for which Agentline (and its officers, employees, subsidiaries, and affiliates), Agentline third party licensors, providers and suppliers are collectively responsible.
The remedies expressly set forth in this agreement are Your sole and exclusive remedies. You may have additional rights under certain laws (such as consumer laws), which do not allow the exclusion of implied warranties, or the exclusion or limitation of certain damages. If these laws apply, our exclusions or limitations may not apply to you.
Agentline reserves the right to pursue any and all legal and equitable claims against you pertaining to Your use or misuse of the Service, the software or for Your breach of the agreement (including any policies relating to the service.)
Without (a) increasing any of the liabilities or other obligations Agentline (or its officers, employees, parent, subsidiaries or affiliates), its third party licensors, providers or suppliers are otherwise subject to pursuant to this agreement or subjecting Agentline (or its officers, employees, parent, subsidiaries or affiliates), its third party licensors, providers or suppliers to any additional liabilities or other obligations or (b) increasing any of the rights you are otherwise entitled to pursuant to this agreement or providing you with any additional rights, the maximum aggregate liability of Agentline (and its officers, employees, subsidiaries and affiliates), its third party licensors, providers and suppliers for damages hereunder shall not exceed the unused portion of Your prepaid fees, if any.
9. INDEMNIFICATION.
You agree to defend, indemnify and hold harmless Agentline and its officers, directors, members and employees from and against all liabilities, costs and expenses, including reasonable attorney’s fees, related to or arising from: (a) any violation of applicable laws, regulations or this Agreement by you (or any parties who use Your account, with or without Your permission, to access the Service); (b) the use of the Service, the Software, or the Internet or the placement or transmission of any message, information, software or other materials on the Internet by you (or any parties who use Your account, with or without Your permission, to access the Service); (c) negligent acts, errors, or omissions by you (or any parties who use Your account, with or without Your permission, to access the Service); (d) injuries to or death of any person and for damages to or loss of any property, which may in any way arise out of or result from or in connection with this Agreement, except to the extent that such liabilities arise from the active negligence or willful misconduct of the other party; or (e) claims for infringement of any intellectual property rights arising from the use of the Service, the Software, or the Internet.
10. REVISIONS.
We are constantly trying to improve our Services, so these Terms may need to change along with the Services. We reserve the right to change the Terms at any time, but if we do, we will bring it to your attention by placing a notice on the Agentline.app website, by sending you an email, and/or by some other means. If you don’t agree with the new Terms, you are free to reject them by discontinuing your use of the Services; unfortunately, that means you will no longer be able to use the Services. Your use of the Services in any way after a change to the Terms is effective and serves as your acceptance of and agreement with any such changes.
Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us.
11. ASSIGNMENT.
You agree not to assign or otherwise transfer this Agreement in whole or in part, including the Software or Your rights or obligations under it. Any attempt to do so shall be void. Agentline may assign all or any part of this Agreement without notice and you agree to make all subsequent payments as directed.
12. DISPUTE RESOLUTION WITH Agentline BY BINDING ARBITRATION. PLEASE READ THIS CAREFULLY AS IT AFFECTS YOUR RIGHTS.
Most customer concerns can be resolved quickly and to the customer’s satisfaction by contacting Agentline customer care at support@agentline.app. In the unlikely event that Agentline customer care department is unable to resolve a complaint you may have to Your satisfaction, both parties agree to resolve such disputes through binding arbitration, for claims of $5,000 and greater, or small claims court, in the event the claim is less than $5,000, instead of in courts of general jurisdiction. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Any arbitration under this Agreement will take place on an individual basis; class arbitrations and class actions are not permitted. For any non-frivolous claim that does not exceed $75,000, Agentline agrees to pay all costs of the arbitration, but in no event shall Agentline be responsible for costs incurred in bringing an action in small claims court, unless directed otherwise by the court. In arbitration you are entitled to recover attorneys’ fees from Agentline to at least the same extent as you would be in court. Further, under certain circumstances (as explained below), Agentline will pay you more than the amount of the arbitrator’s award and will pay Your attorney (if any) his or her reasonable attorneys’ fees if the arbitrator awards you an amount that is greater than what Agentline has offered you to settle the dispute.
12.1 Arbitration Agreement.
(a) Agentline and you agree to arbitrate all disputes and claims between you and Agentline of $5,000 and greater. All claims less than $5,000 shall be addressed in small claims court. This agreement to arbitrate is intended to be broadly interpreted. It includes, but is not limited to:
claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory;
claims that arose before this or any prior Agreement (including, but not limited to, claims relating to advertising);
claims that are currently the subject of purported class action litigation in which you are not a member of a certified class; and
claims that may arise after the termination of this Agreement.
References to “Agentline”, “you,” and “us” includes our respective subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services under this or prior Agreements between us. Notwithstanding the foregoing, either party may bring an individual action in small claims court. This arbitration agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies. Such agencies can, if the law allows, seek relief against us on Your behalf. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND Agentline ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY AND TO PARTICIPATE IN A CLASS ACTION. This Agreement evidences a transaction in interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision. This arbitration provision shall survive termination of this Agreement.
(b) A party who intends to seek arbitration must first send to the other a written notice of the dispute by certified mail (“Notice”). The Notice to Agentline should be addressed to: Agentline 114 E. Haley Street. Suite L, Santa Barbara, Ca (“Notice Address”). The Notice must (1) describe the nature and basis of the claim or dispute; and (2) set forth the specific relief sought (“Demand”). If Agentline and you do not reach an agreement to resolve the claim within thirty (30) days after the Notice is received, you or Agentline may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Agentline or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Agentline is entitled. You may download or copy a form Notice and a form to initiate arbitration from http://www.adr.org/aaa/ShowPDF?doc=ADRSTG_004175.
(c) After Agentline receives notice at the Notice Address that you have commenced arbitration, it will promptly reimburse you for Your payment of the filing fee, unless Your claim is for greater than $75,000. (The filing fee currently is $125 for claims under $10,000, but is subject to change by the arbitration provider. If you are unable to pay this fee, Agentline will pay it directly upon receiving a written request at the Notice Address.) The arbitration will be governed by the Commercial Arbitration Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by this Agreement, and will be administered by the AAA. The AAA Rules are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by writing to the Notice Address. The arbitrator is bound by the terms of this agreement. All issues are for the arbitrator to decide, except that issues relating to the scope and enforceability of the arbitration provision are for the court to decide. Unless Agentline and you agree otherwise, any arbitration hearings will take place in the county (or parish) of Your billing address. If Your claim is for $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If Your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. Except as otherwise provided for herein, Agentline will pay all AAA filing, administration and arbitrator fees for any arbitration initiated in accordance with the notice requirements above. If, however, the arbitrator finds that either the substance of Your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all such fees will be governed by the AAA Rules. In such case, you agree to reimburse Agentline for all monies previously disbursed by it that are otherwise Your obligation to pay under the AAA Rules. In addition, if you initiate an arbitration in which you seek more than $75,000 in damages, the payment of these fees will be governed by the AAA rules.
(d) If, after a finding in Your favor in any respect on the merits of Your claim, the arbitrator issues you an award that is greater than the value of Agentline last written settlement offer made before an arbitrator was selected, then Agentline will:
pay you the amount of the award; and
pay Your attorney, if any, the amount of attorneys’ fees, and reimburse any expenses (including expert witness fees and costs) that Your attorney reasonably accrues for investigating, preparing, and pursuing Your claim in arbitration (“the attorney premium”).
If Agentline did not make a written offer to settle the dispute before an arbitrator was selected, you and Your attorney will be entitled to receive the alternative payment and the attorney premium, respectively, if the arbitrator awards you any relief on the merits. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees, expenses, and the alternative payment and the attorney premium at any time during the proceeding and upon request from either party made within fourteen (14) days of the arbitrator’s ruling on the merits.
(e) The right to attorneys’ fees and expenses discussed in paragraph (d) supplements any right to attorneys’ fees and expenses you may have under applicable law. Thus, if you would be entitled to a larger amount under the applicable law, this provision does not preclude the arbitrator from awarding you that amount. However, you may not recover duplicative awards of attorneys’ fees or costs. Although under some laws Agentline may have a right to an award of attorneys’ fees and expenses if it prevails in an arbitration, Agentline agrees that it will not seek such an award.
(f) The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. YOU AND Agentline AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Agentline agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void.
(g) Notwithstanding any provision in this Agreement to the contrary, we agree that if Agentline makes any future change to this arbitration provision (other than a change to the Notice Address) during the period of time that you are receiving Services, you may reject any such change by sending us written notice within 30 days of the change to the Arbitration Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this provision.
13. CHOICE OF LAW.
You and Agentline agree that the substantive laws of the state of New Hampshire, except to the extent such law is preempted for inconsistent with Federal law, will be applied to govern, construe and enforce all of the rights and duties of the parties arising from or relating in any way to the subject matter of this Agreement. In the event of a dispute between us, the law of the state of New Hampshire at the time the dispute is commenced, whether in litigation or arbitration, shall govern except to the extent that such law is preempted by or inconsistent with applicable Federal law. To the fullest extent permitted by law, you and Agentline agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
14. COMPLIANCE WITH AGREEMENT.
Agentline failure at any time to insist upon strict compliance with any of the provisions of this Agreement in any instance shall not be construed to be a waiver of such terms in the future. If any provision of this Agreement is determined to be invalid, illegal or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby, and the unenforceable portion shall be construed as nearly as possible to reflect the original intentions of the parties. The foregoing does not apply to the prohibition against class or representative actions that is part of the arbitration clause; if that provision is found to be unenforceable, the arbitration clause (but only the arbitration clause) shall be null and void.
15. THINGS BEYOND Agentline CONTROL.
Agentline will not be liable for delays, damages or failures in performance due to causes beyond its reasonable control, including, but not limited to, acts of a governmental body, acts of God, acts of third parties, fires, floods, strikes or other labor-related disputes, of other things we do not control, or an inability to obtain necessary equipment or services.
16. ENTIRE AGREEMENT.
This Agreement, including all policies posted on Agentline website, which are fully incorporated into this Agreement by reference, constitutes the entire agreement between you and Agentline with respect to the subject matter hereto and supersedes any and all prior or contemporaneous agreements whether written or oral. Any changes by you to this Agreement, or any additional or different terms in Your purchase orders, acknowledgements or other documents, written or electronic, are void.
17. NOTICE.
Notices by Agentline to you shall be deemed given: (a) when sent to Your primary contact email address, (b) when deposited in the United States mail addressed to you at the address you have specified in Your account options or (c) when hand delivered to Your address, as applicable.
18. ACCEPTABLE USE.
All Agentline Services may only be used for normal business use and are provided only for communications dialog between two individuals or among groups.
You understand and agree to use the Service only for lawful purposes and that you shall not, at any time, use the Service for any illegal, improper, or abusive purpose or in any way which interferes with our ability to provide Service to other customers, prevents or restricts other customers from using the Service, or damages any Agentline or other customer’s property. Prohibited uses include, but are not limited to:
Behavior that is obscene, threatening, harassing, defamatory, libelous, deceptive, fraudulent, malicious, infringing, or invasive of another’s privacy.
Knowingly transmitting any material that contains viruses, time bombs, trojan horses, worms, or any other programs that may be harmful or dangerous.
Creating a false identity (“ID spoofing”) or forged email address or header, or otherwise attempting to mislead others as to the identity of the sender or the origin of any communication made using the Services.
Transmitting any material that may infringe the intellectual property rights or other rights of third parties.
Transmitting unsolicited information to users with no existing professional or personal relationship or other communication considered spamming.
Using or employing methods and/or devices that are designed or likely to take advantage of, bypass, exploit, or otherwise avoid any Reasonable Use Policy.
Violating any U.S. or foreign law regarding the transmission of technical data, protected health information, or software exported through the Service.
You further understand and agree that:
You shall be solely liable for any transmissions sent through the Service and that Agentline has no control over the content of any transmission.
You will abide by all applicable Agentline policies, procedures, and agreements related to the Services.
You shall not attempt to gain unauthorized access to the Service, other accounts, computer systems or networks connected to the Service, through password mining or any other means.
You shall not interfere with other customers’ or third-parties’ use and enjoyment of the Service or use the Service in any manner which disrupts, prevents, or restricts any other customer from using the Service.
Your use of the Service is subject to all applicable local, state, national, and international laws and regulations (including without limitation those governing account collection, export control, consumer protection, unfair competition, anti-discrimination, securities laws, HIPAA and HITECH laws, and false advertising).
You are responsible for knowing and complying with all local, state and federal laws regarding recording of telephone calls through the Service.
You are solely responsible for all acts or omissions that occur under Your account or password, including the content of Your transmissions through the Service.
Agentline reserves the right, upon prior notice, to disconnect or suspend Your Service if Agentline determines that Your use of the Service violates this Reasonable Use Policy. Agentline reserves the right to add to, modify, or amend the Reasonable Use Policy at any time for any reason in its sole discretion.
19. REGULATORY COMPLIANCE
Agentline is a service provider for Medicare recipients servicing agencies and has product and security features that facilitate Subscriber to protect patient health information (“PHI”).
All warranties, conditions, and responsibilities of regulatory compliance between subscriber and Agentline are spelled out in the business associate agreement (“BAA”). A fully executed BAA is required to ensure compliance.
No language on our website, or any other material supersedes the description of guarantees made in this agreement
This agreement along with the BAA subscriber signs represents the full extent of our compliance guarantee.
Subscriber acknowledges that while our service is designed with security precautions and features that protect PHI and facilitate subscriber’s compliance, records, messages, and other content that is generated in the course of using Agentline service, can be used, modified, or transferred to other systems, in such a way by subscriber and subscriber’s staff as to jeopardize subscriber’s compliance. Specifically, messages, texts, recordings, faxes, can be copied, downloaded, or sent to unauthorized persons intentionally or unintentionally by subscriber’s users. Such actions are beyond Agentline control, and such activity is not the responsibility of Agentline in any way and are not covered practices in this agreement or in any BAA subscriber signs with Agentline. Subscriber acknowledges that if any text or voice message, fax, contact, or any other piece of information contained in Agentline service is downloaded, copied, transferred, or otherwise removed from Agentline systems, Agentline no longer has responsibility for its security.
Some features in Agentline service can be enabled or configured in such a way that are not considered secure under HIPAA guidelines. It is the subscriber’s responsibility to ensure features are used in a manner considered acceptable by its HIPAA policies.
Agentline makes no representation that any guidance, suggestions, or advice its representatives provide to subscribers constitute legal advice relating to HIPAA or any other laws or regulations. Subscribers should contact its own legal counsel for such advice.
20. PRIVACY POLICY.
Agentline will treat each Subscriber’s personal information in accordance with Agentline privacy policy (“Privacy Policy”) published at https://Agentline.app/privacy-policy/. Subscriber agrees to the terms of the Privacy Policy. Agentline reserves the right to make changes to the Privacy Policy without notice.
21. PROPRIETARY RIGHTS
Agentline owns and shall at all times retain sole and exclusive right, title and interest to the Service, including all copyrights, trademarks, trade secrets, and all other intellectual property rights thereto, including without limitation with respect to all technology used in connection with or provided as part of the Services. All rights not expressly granted under this Agreement are retained by Agentline. Any new features or products provided by Agentline shall also constitute “Services'' and shall be subject to this Agreement.
You may not, and shall not allow any third party to: copy, distribute, sell, resell, license, sub-license, reproduce, disclose, lend, transfer, convey, modify, decompile, disassemble or reverse engineer the Services and/or any of Agentline technology or software for any purpose whatsoever.
Agentline shall have a royalty-free, worldwide, irrevocable, perpetual license to use and incorporate into the Services any suggestions, enhancement requests, recommendations or other feedback provided by You, including Users, relating to the operation of the Services.
22. SURVIVAL.
All obligations of the parties under this Agreement, which, by their nature, would continue beyond the termination, cancellation or expiration of this Agreement, including without limitation, those provisions relating to Warranties and Limitation of Liability and Indemnification, shall survive such termination, cancellation or expiration.
23. TRANSFERRING NUMBERS.
Agentline gives subscribers the option of transferring telephone numbers to or from our service (aka “porting”). If transferring a number away from Agentline, it is the subscriber’s responsibility to cancel their service after the number has successfully transferred. Disconnected telephone numbers are not eligible for transfer to or from our service. Canceling an order to transfer a telephone number to Agentline will require a $100 expedite fee to cancel.
24. EXPEDITE FEE.
Any modifications made to an order prior to the port date will incur an expedite fee of $100.
25. ELECTRONIC COMMUNICATIONS
When you visit Agentline, sign up for service with us, or send emails to us, you are communicating with us electronically. By doing so, you consent to receive communications from us electronically in return. It is the responsibility of the subscriber to maintain and update a valid email address with Agentline at all times. Agentline will not be held responsible for interruptions in service or cancellation of service for non payment due to an email not being received by the subscriber or filtered out by the email provider being utilized by the subscriber. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. Agentline sends regular account notifications, balance notifications, and subscription renewal emails, these emails cannot be opted out of. Periodic newsletters and feature update announcements can be opted out of by the subscriber by clicking a link at the bottom of all optional email correspondence.