2. Services. Company is a marketing business which uses proprietary technology to generate appointments/results on a nonexclusive basis to Customer which then allows Customer to connect with prospects (the “Services“) in accordance with these Terms.
3. Performance Dates. Company will use its best efforts to provide the quantity of appointments ordered by Customer under the applicable Commitment Term (monthly, quarterly, or annual). Any dates related to the appointments shall be estimates only.
4. Customer’s Obligations. Customer shall:
5. Customer’s Acts or Omissions. If Company’s performance of its obligations under this Agreement is prevented or delayed by any act or omission of You or your agents, subcontractors, consultants, or employees, Company shall not be deemed in breach of its obligations under this Agreement or otherwise liable for any costs, charges, or losses sustained or incurred by You, in each case, to the extent arising directly or indirectly from such prevention or delay. Furthermore, any violation of Customer’s Obligations, including any improper use of the Services or manipulation of the Obligations, shall result in Services being suspended indefinitely without refund or replacement of appointments.
Company offers subscriptions with varying commitment periods (“Commitment Terms”), including monthly, quarterly, and annual options. By purchasing a subscription, You agree to the Commitment Term specified on the product label at checkout.
All Commitment Terms renew automatically for successive periods of the same length unless properly canceled in accordance with this Agreement.
From time to time, Company may, in its sole discretion, allow You to temporarily pause payments or Services under Your subscription. Any pause is granted as a courtesy only and does not reduce, shorten, or otherwise alter the total financial obligation owed for the Commitment Term. Upon resumption, all remaining payments for the Commitment Term shall continue until paid in full.
Revenx offers multiple Service Levels with varying appointment replacement policies. The Service Level selected at checkout governs Your entitlement to replacement of no-show appointments:
Subscriptions are binding for the full Commitment Term. Early termination is permitted only by payment of a cancellation fee equal to the lesser of (a) fifty percent (50%) of the remaining balance of the Commitment Term, or (b) two (2) months of service fees.
Services may only be discontinued if Customer provides prior written notice to Company at support@revenx.com at least thirty (30) days before the next billing cycle.
In the event of a billing failure, You will have seventy-two (72) hours to update the payment method. If You do not update the payment method within this period, Company reserves the right to suspend all Services until payment is made in full. If any payment is returned unpaid or denied, Company may assess applicable return, rejection, or insufficient funds fees to the maximum extent permitted by law.
Due to the nature of the Services, all payments are non-refundable. Credits for canceled or no-show appointments are provided only in accordance with the applicable Service Level outlined in Section 6.3.
You must provide Company with written notice of any billing dispute, including supporting documentation, within fifteen (15) days of the charge date. Failure to provide timely written notice constitutes waiver of the right to dispute that charge.
7. Company’s Rights. Company reserves the right to sell Services to any individual, group, or organization at any price. Company reserves the right to expand as a business and change the Services accordingly, which may include but is not limited to the following: increasing or decreasing the features or the methods by which appointments are generated or Services are delivered; changing the cost per appointment; changing the cost of packages; offering or ceasing to offer any package structures; and adding monthly or yearly access or membership fees at any point in time.
8. Intellectual Property. All intellectual property rights, including copyrights, patents, patent disclosures and inventions (whether patentable or not), trademarks, service marks, trade secrets, know-how and other confidential information, trade dress, trade names, logos, corporate names, and domain names, together with all of the goodwill associated therewith, derivative works and all other rights (collectively, “Intellectual Property Rights“) in and to all documents, work product, and other materials that are delivered to Customer under this Agreement or prepared by or on behalf of Company in the course of performing the Services, including any items identified as such in the Order Confirmation (collectively, the “Deliverables“) shall be owned by Company. Company hereby grants Customer a license to use all Intellectual Property Rights free of additional charge and on a non-exclusive, worldwide, non-transferable, non-sublicensable, fully paid-up, royalty-free, and perpetual basis to the extent necessary to enable Customer to make reasonable use of the Deliverables and the Services.
09. Confidential Information.
11. Limitation of Liability.
12.Termination. In addition to any remedies that may be provided under this Agreement, Company may terminate this Agreement with immediate effect upon written notice to Customer, if Customer:
14. Waiver. No waiver by Company of any of the provisions of this Agreement is effective unless explicitly set forth in writing and signed by Company. No failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this Agreement operates or may be construed as a waiver thereof. No single or partial exercise of any right, remedy, power, or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
15. Force Majeure. No party shall be liable or responsible to the other party, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes or acts of God, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services; it being understood that both parties shall use reasonable efforts which are consistent with accepted practices in the industry to resume performance as soon as practicable under the circumstances.
16. Assignment. Customer shall not assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of Company. Any purported assignment or delegation in violation of this Section is null and void. No assignment or delegation relieves Customer of any of its obligations under this Agreement.
18. Arbitration. All disputes arising under this agreement shall be governed by and interpreted in accordance with the laws of Florida, without regard to principles of conflict of laws. The parties to this agreement will submit all disputes arising under this agreement to arbitration in Pinellas County, Florida before a single arbitrator of the American Arbitration Association (“AAA”). The arbitrator shall be selected by application of the rules of the AAA, except that such arbitrator shall be an attorney admitted to practice law in Florida. No party to this agreement will challenge the jurisdiction or venue provisions as provided in this section. Nothing contained herein shall prevent either party from obtaining an injunction.
19. Notices. All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a “Notice“) shall be in writing and addressed to the parties at the addresses set forth in the Receipt. All Notices shall be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), by email (support@revenx.com) or by certified or registered mail (in each case, return receipt requested, postage prepaid). Except as otherwise provided in this Agreement, a Notice is effective only (a) upon receipt of the receiving party, and (b) if the party giving the Notice has complied with the requirements of this Section.
20. Severability. If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
21. Survival. Provisions of these Terms, which by their nature should apply beyond their terms, will remain in force after any termination or expiration of this Agreement including, but not limited to, the following provisions: Confidentiality, Intellectual Property, Indemnification, Arbitration, Survival.
22. Amendment and Modification. This Agreement may only be amended or modified in a writing which specifically states that it amends this Agreement and is signed by an authorized representative of each party.