Terms & Conditions
The service agreement is between Samespace Inc. and the customer. Services provided are based on the Terms and Conditions contained herein and are subject to change with updated versions of this document available for viewing and download on https://www.samespace.com. Customer should therefore check the site regularly for updated versions. Customer accepts said Terms and Conditions, as acknowledged by signature on the relevant Service Order Form ("SOF"), and agrees to be bound by them.
Provided that Customer is not in default of its obligations stated herein, Samespace shall provide Customer with the Service ordered in the Samespace Service Order Form, which Service Order Form is incorporated herein by reference, for the Service Term, the Service Term being defined in Section 5. If Customer has purchased or leased Equipment from Samespace or its certified third party leasing company then the Customer must install Equipment in accordance with instructions provided by Samespace (or its third-party vendor). In addition, Samespace equipment must be used solely for the purpose of Service utilization. Customer is solely responsible to obtain, use and operate any equipment not provided by Samespace that may be used in association with the Service.
Samespace contact centre technology includes a complete contact centre solution hosted out of Samespace’s datacenter (or customer’s data centre), whereby agents of the customer can be distributed anywhere as long as they can connect to the Samespace stack via internet or MPLS or MetroEthernet etc. Ideally, Samespace would like customers to use its Chrome-based WebRTC endpoint for agents but if needed, any SIP-compliant endpoint can also be used. The technology offers all standard call centre features like customized IVR, Voicemail, Call forwarding, ACD, recording, live monitoring or barge-in, various kind of reports, CRM Integrations etc.
The Service is available throughout the Service Term, except in the case of scheduled maintenance of the Samespace platform/technology. Samespace will use commercially reasonable efforts to provide prior notification via electronic mail ("email") to Customer regarding any scheduled maintenance of Service. Samespace may interrupt its provision of Service for unscheduled emergency maintenance without notice to Customer or Customer's customers.
Service Activation Date
Samespace will work with the Customer to establish an initial activation date upon which their service will be activated. This date will be based on the mutual agreement between the customer and Samespace. If the Customer wishes to change the requested service activation date, Customer must communicate, in writing, within forty-eight(48) hours of the issuance of the service activation date. Such further date changes by Customer will be met by Samespace on a best effort basis.
Service Agreement Term and Service Term
The initial Service Agreement Term shall be at least one (1) year and up to three (3) years from the Effective Date of the unique, or any, Service Order Form(s) signed by Customer, with the specific initial Term of the Service Agreement as stated on each such Service Order Form. The term of the Service Agreement will automatically renew for successive one (1) year period unless terminated in writing by Samespace or by Customer pursuant to the Termination Section of this Agreement at least forty (40) days prior to the expiration of the then-existing Term of the Service Agreement. When the Term of the Service Agreement expires or is terminated, existing Services continue in effect for the remainder of the Service Term(s) and will continue to be governed by the Agreement. In the event of automatic renewal, Samespace reserves the right to (i) maintain the same prices and rates for the Service(s) as stated on affected Service Order Form, or (ii) Terminate the Service(s) as stated on affected Service Order Form.
Charges for Service
The monthly recurring charge(s) ("MRC") and any non- recurring charge(s) ("NRC") for Service shall be the ones which are displayed within the customer portal. Service charges are exclusive of applicable taxes and surcharges. All rates and charges are subject to change immediately in the event there are mandated surcharges or taxes imposed by federal, state or governmental agency.
Customers shall prepay Samespace for all Services unless defined differently in the contract. Each pre-payment shall be for US$ One hundred (100/-) or above. Payment shall be accepted through Cheque, Wire Transfer, Paypal and Online Payment (Credit/Debit cards).
Customer acknowledges that it is technically impracticable to provide service free of faults. The service is provided on an "as is" and "as available" basis without warranties of any kind, express or implied, including but not limited to warranties of title, non-infringement or implied warranties of merchantability or fitness for a particular purpose.
Credit Card Details
You agree, understand and confirm that the credit card details provided by you for availing of services of Samespace will be correct and accurate and you shall not use the credit card which is not lawfully owned by you, i.e. in a credit card transaction, you must use your own credit card. You further agree and undertake to provide the correct and valid credit card details to Samespace. Further, the said information will not be stored by Samespace but only the payment gateway. Samespace will not be liable for any credit card fraud. The liability for use of a card fraudulently will be on you and the onus to 'prove otherwise' shall be exclusively on you.
Samespace reserves the right to recover the cost of services, collection charges and lawyers fees from persons using the Site fraudulently. Samespace reserves the right to initiate legal proceedings against such persons for fraudulent use of the Site and any other unlawful acts or acts or omissions in breach of these terms and conditions.
In case of a declined transaction, Samespace shall credit the customer's account in the scenario where no confirmation notification has been received from the payment gateway but Samespace’s account has been credited by the respective payment amount. In case the customer's account has been debited but Samespace’s account is yet to be credited with the same, Samespace will not be liable to credit the customer's account as this issue is between the customer and the respective bank. We as a merchant shall be under no liability whatsoever in respect of any loss or damage arising directly or indirectly out of the decline of authorization for any Transaction, on Account of the Cardholder having exceeded the preset limit mutually agreed by us with our acquiring bank from time to time.
Limitation of Liability
Samespace shall not be liable or responsible in any way for the failure of calls to be completed, for any reason whatsoever or for no reason, including, without limitation, the failure of other vendors to terminate such calls, or the failure of such calls to be completed.
Except for a breach of any obligation or limitation with respect to the use or protection of confidential information and intellectual property as set forth in section 16 (confidentiality) in no event shall either party be liable for any incidental, indirect, special, punitive, consequential or similar damages of any kind including without limitation, loss of profits, loss of business or interruption of business, whether such liability is predicated on contract, strict liability or any other theory without regard to whether such party has been advised of the possibility of such damages.
Customer and its respective agents, employees or other representatives (the "Indemnifying Party") will defend, indemnify and hold harmless Samespace and its affiliates, directors, officers, employees, proprietors, independent contractors, consultants, partners, shareholders, representatives, customers, agents, predecessors, successors, and permitted assigns from and against any claim, suit, demand, loss, damage, expense (including reasonable attorneys' fees and costs) or liability that may result from, arise out of or relate to: (a) any breach of express representations, warranties or covenants contained in this Agreement; (b) violations by Customer of any applicable laws or governmental regulation; (c) any claim against the Indemnified Party by a third party with a contractual relationship or in privities with Customer; or (d) the transmission, reception, and/or content of information of whatever nature transmitted or received by Customer or Customer's users.
The words and phrases used herein shall have the meaning generally understood in the telecommunications industry. This Agreement shall be construed in accordance with its fair meaning and not for or against either Party on account of which Party drafted this Agreement.
"Confidential Information" means any information, technical data, or know-how, including, but not limited to, that which relates to research, product plans, products services, customers, markets, software, developments, inventions, processes, designs, drawings, engineering, hardware configuration information, marketing or financial data, which Confidential Information is designated in writing to be confidential or proprietary, or if given orally, is confirmed promptly in writing as having been disclosed as confidential or proprietary. Confidential Information does not include information, technical data or know-how which: (i) is in the possession of the receiving party at the time of disclosure as shown by the receiving party's files and records immediately prior to the time of disclosure, (ii) prior or after the time of disclosure becomes part of the public knowledge or literature, not as a result of any inaction or action of the receiving party; or (iii) is approved for release by the disclosing Company in writing. Both Parties agree that it will take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information of the other in order to prevent it from falling into the public domain or the possession of persons other than those persons authorized hereunder to have any such information, which measures shall include the highest degree of care that Both Parties utilize to protect its own respective Confidential Information of a similar nature.
Samespace does not sell or rent your personal information to third parties for their marketing purposes. Samespace views the protection of your privacy as a very important community principle. We understand clearly that you and your Information is one of our most important assets. Samespace uses 256-bit SSL encryption for its customer portal. If you object to your Information being transferred or used in this way please do not use the services.
In unfortunate situations when the customer is not in a position to use Samespace services and has prepaid balance in excess of Rs. One Thousand (1000/-), Samespace abides to refund the same after adjusting all outstanding dues. The outstanding dues could be on account of foreclosure charges for certain services, or cost of hardware/software if provided by Samespace. The refund shall be paid 30 days after customers account has deactivated and shall be paid through cheque in the name of the customer.
Loss on account of Misuse/Phishing
Customer shall be responsible for ensuring that the information provided by Samespace to use its services i.e. username, passwords are not misused. Customers shall be liable to pay for the charges in situations when the said information is compromised and misused. Samespace reserves the right to revoke customer accounts whenever it detects that it is being misused.
Governing Law and Jurisdiction
All legal proceedings shall be subject to the jurisdiction of the courts in San Francisco, United States of America and shall be governed by and construed in accordance with the laws of the United States of America. We as a merchant shall be under no liability whatsoever in respect of any loss or damage arising directly or indirectly out of the decline of authorization for any Transaction, on Account of the Cardholder having exceeded the preset limit mutually agreed by us with our acquiring bank from time to time.