Broadcaster,
its affiliates, distributors and their respective officer, directors, agents,
employees, suppliers, and shareholders ( Collectively, the “Broadcast Entities”
) shall not be liable and are not responsible for any loss or damage Client
suffers, or any party claiming through or under Client, as a result of, or
related to, the use of the service including, but not limited to: any indirect,
incidental, special, punitive, or consequential damages, resulting from or
relating in any way to the use of the service even if the Broadcaster Entities
have been advised of the possibilities of such damages. Client agrees to
indemnify and hold Broadcaster Entities harmless from any and all claims,
losses, damages, judgments, expenses, and costs ( including any attorney’s fees
and expenses ) arising out of the use of the service or the infringement of any
trademark or copyright. Broadcaster Entities make no express or implied
representations or warranties of merchantability, fitness for a particular
purpose, legal compliance, or non-infringement. Broadcaster Entities do not
authorize anyone to make any warranties on the company’s behalf and Client may
not rely on any statement of warranty as a warranty by Broadcaster Entities.
Client will not utilize the service in a manner which results in violation of any
law, rule or regulation. Client bears full responsibility for compliance with
all state and federal laws regarding the content of their messages(s). Client
certifies messages(s) used will be in compliance with 47 U.S.C § 227 or
certifies exemption from its requirements. Client acknowledges that Broadcaster
is a common carrier as defined in 47 U.S.C § 153 hired to distribute messages
on behalf of the client. Client understands the Telemarketing Sales Rules (“TSR”)
as provided by the Federal Trade Commission (“FTC”). Client agrees to maintain
its own Subscription Account Number (SAN) with the FTC if necessary. Client
certifies message(s) used and Caller ID displayed will comply with all legal
requirements. Client ensures compliance with the FTC’s identification
requirements and agrees to maintain a Do-Not-Call policy as required by law.
Client certifies message(s) used will not result in, or intended to result in the
sale or lease of goods or services to any California
consumer in violation of California
civil code § 1770. Client certifies compliance with California Business &
Professions Code §17511 et seq. or exempted there from. Client certifies
compliance with California Business & Professions code § 17500.3. Client
agrees to maintain an agent for service of process if required by the State Of California.
Client acknowledges the Broadcaster has no obligation to screen, preview, or
monitor content of message(s). Broadcaster retains the right to display scripts
and recordings used to other prospective Clients. Client understands example
messages displayed are not for actual use. Clients selecting an example for
actual use do so at their own risk, on their own initiative and are responsible
for compliance with all applicable laws. Broadcaster may disclose to a third
part any investigation or compliant regarding Client’s use of the Service.
Client agrees to pay all reasonable collection and/or attorney’s fees.
Broadcaster is authorized to debit Clients credit card for any unpaid balance.
The individual(s) signing this agreement personally guarantee all payments,
debts, obligations and liabilities incurred under this agreement. Broadcaster
is authorized to process any check payment(s) received an EFT. Broadcaster
entities shall be held harmless in the event calls cannot be affected for any
reason. Service is provided on an “as is “and “as available “basis.
Broadcaster
reserves the right to cancel any scheduled campaign anytime. Should a scheduled
campaign be canceled for any reason by the Broadcaster the limit of liability
is the refund of the percentage of any remaining unearned revenue for that
particular broadcast or show no activity for over (15) days without prior
written approval from Broadcaster are subject to immediate cancellation with no
refund. Client agrees to appropriately inform their staff and all incoming
callers that calls may be recorded or monitored. Client agrees the total
liability under ANY circumstances of Broadcaster Entities hereunder shall not
exceed $1000 (One Thousand Dollars) or the amount actually paid by the Client
under this agreement whichever is less. Any controversy or claim arising out of
or relating to this agreement shall be settled by biding arbitration in
accordance with the Commercial Arbitration Rules of the American Arbitration Association.
The place of arbitration shall be Montgomery County, OH and shall be governed in all respects by the
laws for the State Of OHIO
without regard to its conflict of law provisions. Should any part of this
Agreement be declared invalid, the remaining portions shall remain in full
force and effect as if the Agreement had been executed with the invalid portion
eliminated. Failure of Broadcaster to exercise any right under this agreement
shall not constitute a waiver of such right. This agreement is the final,
complete, enter, and exclusive agreement between Broadcaster and Client with respect
to the subject matter hereof, and supersede and prior communications, oral or
written, with respect to the subject matter hereof. No modification of, or
amendment to this Agreement, nor any waiver of any rights under this Agreement,
will be effective unless in writing and signed by both parties.