VAULT ROOMS & COOL LIFE TERMS AND CONDITIONS
ATTENTION: THIS AGREEMENT GOVERNS THE SERVICES PROVIDED BY COOL LIFE CRM, INC. FOR VAULT ROOM and/or CRM ACCOUNT. THIS AGREEMENT CONTAINS LIMITATIONS ON WARRANTIES AND OR REMEDIES.
This Agreement is made between Cool Life CRM, Inc. (“we,” “us,” “our,” “COOL LIFE CRM, “Vault Rooms” or “Company”) and you (“Client,” “You,” “Your,” or “Buyer”). PLEASE READ IT CAREFULLY BEFORE ACCEPTING OR USING PRODUCTS FROM COOL LIFE CRM. BY CONTRACTING COOL LIFE CRM, YOU AGREE TO BE LEGALLY BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT PROCEED WITH THIS SERVICE.
1. Cool Life CRM Services: COOL LIFE CRM, Vault Rooms, is a web-based Software-as-a-Service (SaaS) platform. You are not buying any part of Cool Life CRM or COOL LIFE CRM, but rather the services provided by Cool Life CRM. You purchase for the use and Service of Cool Life CRM Vault Room on a monthly OR annualized term to better manage your VDR NEEDS.
2. WE ARE NOT RESPONSIBLE for the functionality of, nor defects in, any third-party software or any of your hardware.
3. Client Responsibilities: The Client acknowledges their responsibility to (a) Notify the Company of any change in Clients ownership and or financial responsibility, (b) Provide the Company with graphics, logo, images, existing web administration, and access, (as necessary), (c) Provide timely payment for services via preauthorize payment with approval contained herein, and (d) Client is solely responsible for the accuracy of the DOCUMENTS AND information you enter. You are responsible for compliance with all local email and data collection laws.
4. EMAIL COMPLIANCE: Cool Life CRM will not willingly violate or abuse any email address in your database. It will take corrective measures when the Company deems it necessary and appropriate.
5. TAXES: If we are required to pay or collect any federal, state, local, or any other tax on fees charged under this Agreement or any other similar taxes or duties levied by any governmental authority, excluding taxes levied on our net income, then such taxes and duties will be billed to and paid by Client immediately upon receipt of our invoice and supporting documentation for the taxes or duties charged. Taxes collected are paid following the jurisdiction of the Delaware Tax Code.
6. Access Rights and Control: During this Agreement, you have a limited, revocable, non-transferable, and non-exclusive license to use Cool Life CRM tools and services.
7. Security and Proper Use: You are responsible for ensuring that each of your system users: (a) are responsible for the security of their user name & password, (b) will not disclose their log-in identifier to any person or entity, (c) will not permit any other person or entity to use the user name & password, (d) use the software consistent with your rules, and (e) use the software following the terms and conditions of this Agreement.
8. PRIVACY: COOL LIFE CRM guarantees to maintain Client confidentiality and not sell, share, distribute, or compromise the Clients’ customer file, financial records, or any other information to any third party for any reason.
9. ASSIGNMENT: COOL LIFE CRM reserves the right to assign the Service of this Agreement at its sole discretion.
10. STORAGE: COOL LIFE CRM will host our client database, including security, disaster recovery, redundant backup services, and bandwidth.
11. TRAINING & EDUCATION: COOL LIFE CRM will provide video tutorials, FAQ guides, How to Guides and offer client support during full-time business hours. COOL LIFE CRM also offers additional services to perform services for the Client as per the fees and terms outlined in the service agreement.
12. Suspension of Service: We reserve the right to deny, suspend or revoke access to our server in whole or part if we believe there is a material breach of this Agreement. In the event of a material breach, we will make reasonable efforts to notify you of said breach, and we will provide reasonable time to resolve said breach. You agree to do your best to resolve said breach to the satisfaction of COOL LIFE CRM. Suppose said breach is not rectified to COOL LIFE CRM’s satisfaction. In that case, we reserve the right to pursue all remedies available to COOL LIFE CRM within this Contract and under the law.
13. Right to Continue Service: All payments are due on the anniversary day of the month, in advance of Service for the month. All payments are due by credit card or ACH draft. Suppose your credit card or ACH draft declines. In that case, the Company reserves the right to suspend your Service if not corrected within two business days after notice of such failure until payment is made. Accepting this Agreement and providing credit payment information allows us to charge it for the services obligated. Fees can include monthly fees, additional services, or purchases made on your behalf by the Company. A default will accelerate the term of all fees due under the Agreement.
14. DEFAULT: If Buyer or Client defaults on any payment due under the Contract for services and incorporated schedules, time being of the essence, any deposit shall be deemed forfeited and non-refundable. Additionally, if Buyer or Client defaults on any payment due under the Contract for services and incorporated schedules, time being of the essence hereof, without notice or demand, COOL LIFE CRM may declare the entire principal sum accelerated to its final term immediately due and payable.
15. Availability: We shall use commercially reasonable efforts to keep the servers and Cool Life CRM and Vault Rooms software available on a 24-hour-a-day, seven days a week, subject to call black-out periods as posted, scheduled downtime for maintenance purposes, unscheduled maintenance and CRM outages. Our liability to you is limited further by the capitalized paragraphs below; please read them carefully.
16. Non-Waiver: The failure of Cool Life CRM to require performance of any provision of this Agreement shall not affect our right to require performance at any time thereafter, nor shall a waiver of any breach or default of this Contract constitute a waiver of any subsequent breach or default or a waiver of the provision itself.
17. Disclaimer of Warranties: EXCEPT AS EXPRESSLY SET FORTH ABOVE, WE MAKE NO REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESS OR IMPLIED, REGARDING OR RELATING TO COOL LIFE CRM AND ANY OF ITS SERVICES AND/OR ACCESS TO OR USE OF OUR SERVER UNDER THIS AGREEMENT. WE SPECIFICALLY DISCLAIM All IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NO INFRINGEMENT. WE ALSO DO NOT GUARANTEE THAT YOUR ACCESS TO THE SERVER, COOL LIFE CRM OR OTHER SERVICES PROVIDED UNDER THIS AGREEMENT WILL BE UNINTERRUPTED OR ERROR-FREE. WE DO NOT WARRANT THE ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF THE CONTENT OF INTERNET WEBSITES OR OTHER DATA RECEIVED BY YOU VIA THE INTERNET. YOU ARE FULLY RESPONSIBLE FOR COMPLIANCE WITH ALL THE LAWS & REGULATIONS AFFECTING YOUR BUSINESS, INCLUDING HIPAA & FINRA.
18. LIMITS OF LIABILITY: Client agrees that the maximum liability for which COOL LIFE CRM or VAULT ROOMS can be responsible is equal to or less than the most recent 90 days in paid billing by Client.
19. The COMPANY will not refund any fees previously paid regardless of use and future needs for such services.
20. CANCELLATION AND TERM OF AGREEMENT: Fees and cancellations are structured on various terms and costs.
A Seven-day trial, based on a month-to-month term with cancellation available at any time, must be exercised no later than (3) three business days before the billing date outlined in your original subscription. Once billed, your cancellation will not be retroactive. All payments made absent your cancellation action will be terminated before the next billing cycle.
b. Annual agreements are based on a discount offer. This may be offered on various plans. Regardless of whether they are being paid monthly or an annual prepayment, they are subject to the same (3) business days before the new term cancellation. Enterprise agreements are a one-year term and may not be canceled before the full term.
c. Annual agreements will continue being renewed at the same annualized rate creating a new (12) twelve-month term.
d. multi-Year agreements are subject to the same Terms as annual agreements.
e. Cancellations must be submitted via the client portal provided during the subscription process, per the terms above.