Effective Date: March 5, 2019
Last Updated: March 5, 2019
These Trulox LLC. Terms of Service (these “Terms”) govern the access and use of all services and products offered by Trulox LLC. (“Company”). These Terms constitute a legally binding agreement between Company and any individual or entity that accesses or otherwise uses or receives any Company services or products (“Customer”).
BY ACCESSING OR USING THE WEBSITE OR SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS, YOU MAY NOT ACCESS THE WEBSITE OR USE ANY SERVICES PROVIDED THROUGH THE WEBSITE OR BY THE COMPANY.
1. APPLICABILITY OF THESE TERMS.
These Terms apply to Customer’s use of all services offered by Company described on or through Company’s website located at https://www.trulox.com/ (“Website”). In these Terms, the services described on or through Company’s Website are collectively referred to as “Services.” Company may from time to time change these Terms, and any other terms or conditions appearing on the Website that may be referred to in these Terms, in accordance with Section 5 below.
2.1 Account. To utilize certain portions of the Services, Customers may be required to register with the Company. In such cases, Customer shall sign up for an account in accordance with the Company’s processes (“Customer’s Account”).
3.1 Adding Paid Services. Customer may request to receive one or more of the paid Services described on the Website or in these Terms (“Company Paid Services”). The pricing and details of the Company Paid Services are as described in the Company’s Subscriber Terms of Service. The Customer must agree to the Company’s Subscriber Terms of Service before receiving any Company Paid Service.
Customer will select a pricing plan for each Company Paid Service requested by Customer from the pricing plans offered by Company (“Subscription Plans”), as detailed in the Company’s Subscriber Terms of Service. Prior to providing any Company Paid Services, Company shall require that Customer provide information about a credit card or other payment method to Company, which Customer authorizes Company to submit charges as permitted under these Terms (“Customer’s Credit Card”) and the Company’s Subscriber Terms of Service.
3.2 Paid Service Terms. Each Company Paid Service that Customer requests and Company agrees to provide (which agreement may be withheld by Company in its discretion) is referred to in these Terms as a “Paid Service.” Company will provide the Paid Services in accordance with the Company’s Subscriber Terms of Service.
3.3 Operation of Website and Services. We use commercially reasonable efforts to maintain our Website and Services and to keep them operating on a 24-hour, 7 day a week basis, free from bugs, errors, technical problems, or defects. If, at any time in the future, Company identifies any bugs, errors, technical problems, or defects, then Company will assign technicians to address and resolve the issue.
If a Customer become aware of an error, bug, or other technical problem, then the Customer should notify Company immediately of the incident and provide Company with a description of the incident.
Company cannot guarantee that your access to the Website or Service will be uninterrupted, or that the Website and Service will be available at all times. We disclaim any and all liability or responsibility for any delay, interruption, or downtime.
We use commercially reasonable efforts to ensure that our Website and Service are protected from viruses and other destructive software, but we cannot guarantee that either will at all times be free from viruses. We can assume no responsibility for any damage to computer equipment or other property that may result from the access and use of the Website and Service.
We reserve the right to modify or discontinue the Website and/or Service with or without notice to you. We shall not be liable to you or any third party should if at any time we exercise our right to modify or discontinue the Website and/or Service.
4.1 Pricing. The charges for each Company Paid Service may include (a) subscription charges that do not vary based on Customer’s usage of the Company Paid Service (“Subscription Charges”) and/or (b) incremental charges that are incurred based on Customer’s usage of the Company Paid Service, (“Usage Charges”). The charges for the Company Paid Services are set forth in the Company’s Subscriber Terms of Service (“Price List”). All prices quoted exclude any applicable taxes.
The Customer may change the selection of their Paid Service plan to another plan of their choosing, at any time during the duration of the Company’s Subscriber Terms of Service, by sending an email to Company at: firstname.lastname@example.org. Changes requested to a Paid Service plan may include but are not limited to changes in call configurations, message recipients elected to receive sms and/or email notifications and all other changes pertaining to the performance of the Services.
Company has the right to update / modify the Subscription Charges and/or Usage Charges of each Paid Service plan at its sole discretion. Company shall notify Customer of changes to a Paid Service plan Subscription Charges and/or Usage Charges by email, at least five (5) calendar days before any fee change is due to take effect. Customer’s continued use of the Services after notice of an update / modification of the Paid Service plan fees will constitute the Customer’s agreement to such changes.
4.2 Discounts. If Company grants to Customer any discount for any Paid Service, such discount will be applied to the applicable charges set forth in the Company’s Subscriber Terms of Service and will apply only during the period specified by Company (“Discount Period”), after which the charges set forth in the Company’s Subscriber Terms of Service will apply without such discount.
4.3 Subscription Charges. For each Paid Service, Customer agrees to complete and sign Company’s Credit Card Authorization Form (“CCAF”) as Customer’s consent to authorize Company to automatically charge Customer’s Credit Card, on the 1st day of each month for the applicable Subscription Plan fee as chosen by Customer, until cancelled. If Customer’s Credit Card payment is declined for whatever reason, Customer shall be notified by Company and be given an additional five (5) days to make payment of the outstanding Subscription Plan fee. Should Customer still fail to make payment within the additional five (5) days allocated to Customer, Company shall have the right to stop the performance of the Services to Customer without any further notice.
4.4 Taxes. Customer will be responsible for any taxes, duties, levies or other governmental charges (collectively, “Taxes”) assessed or imposed in connection with any Services provided to Customer or any payments or transactions under these Terms, excluding Company’s income taxes. If Company is obligated to collect or pay any such Taxes, Company may charge to Customer’s Credit Card the amount of such Taxes except to the extent Customer provides Company with a valid tax exemption certificate authorized by the appropriate taxing authority.
4.5 Other Payment Terms. All amounts payable by Customer to Company will be charged to Customer’s Credit Card or otherwise paid in United States dollars. If any amount payable by Customer is not paid when due (including, without limitation, due a charge to Customer’s Credit Card being declined or initially accepted but subsequently reversed), (a) Customer may be charged penalty or interest fees at the highest rate permitted by law until such amount is paid in full, and (b) Customer will be responsible for all reasonable expenses (including collection and legal fees) incurred by Company in collecting such amount.
5. CHANGES TO TERMS AND SERVICES.
Company may from time to time make changes to any Service or Paid Services (including, without limitation, the scope, nature and other details of such Services or Paid Service) or these Terms, or any other terms or conditions appearing on the Website that may be referred to in these Terms, in each case by providing notice to Customer in accordance with Section 12.3. Each such change will be effective on the date of such notice if such change is made by Company to comply with any applicable laws or to address any actual or potential third party claims. If Customer does not agree to such change, Customer may terminate these Terms in accordance with Section 7.1 below and discontinue its use of all other affected Services. If Customer does not terminate such Services or Paid Services and discontinue its use of all other affected Services prior to the effective date of such change, Customer will be deemed to have agreed to such change.
6. OTHER OBLIGATIONS OF CUSTOMER.
6.1 Information Provided by Customer. Customer represents that all information provided by Customer to Company (including, without limitation, all contact information, telephone numbers, and information regarding Customer’s Credit Card) is accurate, up-to-date and complete at the time it is provided to Company. Customer will update all such information so that it remains accurate, up-to-date and complete at all times.
6.2 Forwarding Phone Numbers. Some Services may involve the forwarding of calls or messages to phone numbers specified by Customer (“Forwarding Telephone Numbers”). Customer represents that all Forwarding Telephone Numbers are under Customer’s direct control, and Customer will not direct Company to forward calls or messages to any phone numbers not under Customer’s direct control.
6.3 Compliance with Laws. Customer will at all times comply with all applicable laws and regulations in connection with its use of Services. Customer will not use any Services to engage in, or to encourage or assist others to engage in, any illegal or fraudulent activities.
6.4 Other Prohibited Activities. Customer will not, and will have no right to:
(a) sell, resell or otherwise provide any Services to third parties, or use or otherwise exploit any Services for the purpose of selling or otherwise providing to third parties the benefit of any Services or any products or services that are similar to any Services;
(b) overburden, disable or otherwise disrupt any Services or interfere with the use of any Services by any other Company customers;
(c) obtain or attempt to obtain any materials or information regarding any Services or any other user of Services through any means not intentionally made available or provided for by Company through the Website;
(d) use the Website or Service for any illegal purpose;
(e) Take any action that disrupts, tampers with, interferes, or imposes an unreasonable burden on the Website’s or platform’s infrastructure, servers, data, or network or those of any third party via our Website;
(f) Post any computer code, files, or programs designed to interrupt, destroy, or limit functionality of the Website, or Service, or of any computer software, hardware, or telecommunications equipment; or
(g) Decipher, decompile, disassemble, copy, duplicate, aggregate, or reverse engineer any of the software, content, information, or other materials comprising or in any way make up part of the Website or Service.
Company reserves the right (but does not have the obligation) to suspend or cancel the Services of any Customer who is found to be in violation of these Terms or who does not appropriately use the Website of our Service.
If you become aware of any inappropriate use, please notify us at our email address at email@example.com.
7. SERVICE SUSPENSION.
7.1 Insufficient Funds. Company may suspend the performance of any or all Paid Services if any charge submitted by Company to Customer’s Credit Card as permitted under these Terms or Company’s Subscriber Terms of Service is declined or is initially accepted but subsequently reversed, or any amount payable by Customer under these Terms is not otherwise paid when due.
7.2 Emergency Suspension. Company may suspend the performance of any or all Paid Services and disable Customer’s access to Customer’s Account and any Services if Company has any reason to believe that (a) Customer has committed any breach of these Terms or has engaged in any activity that could disrupt any Services, or (b) unauthorized use of any Services in Customer’s name.
8. SERVICE TERMINATION.
8.1 Customer may cancel the Service(s) at any time, with immediate effect by providing the Company with written notice to the following email address: firstname.lastname@example.org. Company may cancel the provision of the Service(s) at any time with immediate effect upon giving written notice to Subscriber’s email address.
10. DISCLAIMER, LIMITATIONS OF LIABILITY, AND INDEMNIFICATION.
10.1 Disclaimer of Warranties. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER’S USE OF THE WEBSITE AND SERVICES IS AT CUSTOMER’S SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WEBSITE AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND COMPANY EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES (WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE) REGARDING ANY COMPANY WEBSITE AND SERVICES OR ANY OTHER ASPECTS OF THESE TERMS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF TITLE, SATISFACTORY QUALITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ACCURACY, QUIET ENJOYMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING OUT OF ANY INDUSTRY CUSTOM OR COURSE OF DEALING. WITHOUT LIMITING THE FOREGOING, COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE QUALITY, ACCURACY OR CONTENT OF ANY INFORMATION OR MESSAGES RECEIVED ON BEHALF OF CUSTOMER, AND COMPANY DOES NOT WARRANT THAT ANY COMPANY OFFERING WILL BE FREE OF MISTAKES, DEFECTS OR INACCURACIES, WILL BE AVAILABLE WITHOUT INTERRUPTION, OR WILL MEET CUSTOMER’S REQUIREMENTS.
10.2 Limitations of Liability. To the extent not prohibited by applicable law, and regardless of the theory of liability (contract, tort or otherwise), in no event will (a) Company be liable under or in connection with these Terms for any indirect, special, incidental, consequential, exemplary or punitive damages, or any damages for business interruption or loss of revenues, profits, business or data, even if Company knew or should have known of the possibility of such damages, or (b) Company’s aggregate liability under or in connection with these Terms exceed the total of all amounts paid by Customer to Company for the Services during the twelve (12) months immediately preceding the events giving rise to the Company’s liability. The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.
10.3 INDEMNIFICATION. CUSTOMER AGREES TO INDEMNIFY AND HOLD COMPANY AND ITS MEMBERS, MANAGERS, OFFICERS, PARENTS, SUBSIDIARIES, EMPLOYEES, AGENTS, AND CONTRACTORS HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS’ FEES AND COSTS, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF CUSTOMER’S USE OF THE WEBSITE AND/OR SERVICE, THE VIOLATION OF THESE TERMS, CUSTOMER’S INFRINGEMENT OF THE INTELLECTUAL PROPERTY, OR ANY OTHER USE OF THE WEBSITE OR SERVICE USING CUSTOMER’S COMPUTER WORKSTATION OR SERVER.
10.4 Essential Part of Bargain. Customer acknowledges that the disclaimers of warranties and limitations of liability and indemnification set forth in these Terms are essential to the bargain between Customer and Company, and that Company would not have been willing to enter into these Terms or to provide any Services to Customer absent any such disclaimers or limitations.
10.5 Exceptions. The laws of some jurisdictions may not allow the exclusion of implied warranties or limitations on applicable statutory rights of a consumer. If such laws apply to Customer, some or all of the warranty exclusions and limitations of liability set forth in these terms may not apply to Customer.
11. INTELLECTUAL PROPERTY.
11.1 Company, or its licensors, shall retain all right, title, and interest in the marks, logos, code, databases, content, text, designs, photos, videos, and other materials posted to the Website, made available through our Service, and comprising our software platform, as well as social media pages set up on behalf of Company or the Website ( collectively “Intellectual Property”). Customer may not reproduce, display, copy, republish, download, upload, post, transmit, publicly perform, make available, or display, distribute, create derivative works of, misappropriate, or otherwise use for any purpose any portion of the Website, the Service, the software platform or Company’s social media pages without the express written consent of Company. Using the Intellectual Property for any other purpose on any other Website or Service for any commercial purpose is expressly prohibited.
12. THIRD PARTY WEBSITES.
12.2 Customer’s business dealings with any third party with whom Customer connects through the Website are solely between Customer and such third party. Customer is solely responsible for conducting Customer’s own due diligence prior to entering into a business relationship with any third party with whom Customer connects. You agree that we Company not be responsible or liable for any loss, damage, or other liabilities incurred as a result of doing business with such third parties. Customer assumes the sole risk of loss and liability in doing business with any third parties. In the event that Customer has a complaint against such third party, Customer should contact such third party directly regarding the issue.
13.1 Governing Law and Venue. This Agreement shall be governed by, construed and enforced in accordance with the laws of the state of Florida, USA. The Courts within the Miami-Dade County, Florida, USA shall have exclusive jurisdiction to settle any disputes which may arise out of or in connection with this Agreement.
13.2 Force Majeure. If Company is prevented from or delayed in complying with an obligation by an event beyond its reasonable control, performance by it of that obligation is suspended during the time compliance is prevented or delayed.
13.3 Notices to Customer. Any notice from Company to Customer required, permitted or otherwise contemplated by these Terms may be provided by Company to Customer by email, text message, telephone or voicemail message.
In the event that you have any questions about these Terms, or that you need further assistance with respect to the access or use of the Website or Service, please notify us at email@example.com.