Thanks for your interest in a ServiceByte Home Service Plan. These Home Service Plan Terms (the “Terms”) are between you and ServiceByte LLC (“we”, “us”, or “our”) and form a binding legal agreement that governs your Home Service Plan usage. We may modify these Terms to reflect new features or changing practices.
Please read these Terms carefully. By clicking “I Agree” (or similar button or checkbox) or otherwise subscribing to a Home Service Plan, you agree to be bound by these Terms and you represent and warrant that (1) you have read, understand, and agree to be bound by these Terms, (2) you are of legal age to form a legal binding agreement with us, and (3) you have the authority to enter into these Terms (on behalf of yourself or the person you represent). If you do not wish to be bound by these Terms, you may not subscribe to or otherwise access any Home Service Plan.
Home Service Plan. We offer help desk and related IT services, as identified in our Home Service Plan Order Form and as we may modify from time to time. A Home Service Plan as described in the order form includes monthly IT support for personal use and is not available for business use.
Order Acceptance. You may complete a Home Service Plan Order Form and we may accept or reject your order. We may choose not to accept orders at our sole discretion.
Prices and Payment Terms. You must pay the monthly fees associated with the Home Service Plan you order in advance. We accept all major credit cards. You represent and warrant that (i) the credit card information you supply to us is true, correct, and complete, (ii) you are duly authorized to use such credit card for the Home Service Plan, (iii) your credit card company will honor charges incurred by you, and (iv) you will pay charges incurred by you at the posted prices, including all applicable taxes. We reserve the right to correct any price and payment errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences.
Subscription Term. The term of a Home Service Plan will begin on the first day of the month and end on the last day of that month. Unless otherwise specified in the applicable order form, the term will automatically renew for successive 1-month terms, unless you give us notice of non-renewal at least 14 days before the current month term ends. Upon notice of non-renewal, we will not charge you for the next month but you will not receive any refunds or credits for amounts that we already charged.
Intellectual Property Rights; Ownership. Intellectual Property Rights means all (a) patents, patent disclosures, and inventions (whether patentable or not), (b) trademarks, service marks, trade dress, trade names, logos, corporate names, and domain names, together with all of the goodwill associated therewith, (c) copyrights and copyrightable works (including computer programs), and rights in data and databases, (d) trade secrets, know-how, and other confidential information, and (e) all other intellectual property rights, in each case whether registered or unregistered and including all applications for, and renewals or extensions of, such rights, and all similar or equivalent rights or forms of protection in any part of the world. We own all Intellectual Property Rights. We grant you a license to use all such rights to the extent necessary to enable you to make reasonable use of the Home Service Plan. You remain the sole and exclusive owner of all right, title, and interest in and to any of your materials and we have right or license to your materials to the extent necessary to provide the Home Service Plan.
Confidential Information. Confidential Information means information, including but not limited to all non-public information, business-related information, and Intellectual Property Rights, whether or not marked as “confidential” that is disclosed or made available to a receiving party. The receiving party will: a) not disclose or otherwise make available Confidential Information of the disclosing party to any third party without the prior written consent of the disclosing party; provided, however, that the receiving party may disclose the Confidential Information of the disclosing party to its officers, employees, consultants, and legal advisors who have a “need to know”, who have been apprised of this restriction, and who are themselves bound by nondisclosure obligations at least as restrictive as those set forth in this Confidential Information Section; b) use the Confidential Information of the disclosing party only for purposes relevant to these Terms; and c) promptly notify the disclosing party in the event it becomes aware of any loss or disclosure of any of the Confidential Information of the disclosing party. If the receiving party becomes legally compelled to disclose any Confidential Information, the receiving party must provide: y) prompt written notice of such requirement so that the disclosing party may seek, at its sole cost and expense, a protective order or other remedy; and z) reasonable assistance, at the disclosing party’s sole cost and expense, in opposing such disclosure or seeking a protective order or other limitations on disclosure. If, after providing such notice and assistance as required here, the receiving party remains required by law to disclose any Confidential Information, the receiving party will disclose no more than that portion of the Confidential Information which, on the advice of the receiving party’s legal counsel, the receiving party is legally required to disclose.
Warranties. WE HEREBY DISCLAIM ALL WARRANTIES, EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE UNDER THESE TERMS, AND WE SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
Indemnification. Losses mean all losses, damages, liabilities, deficiencies, actions, judgments, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys’ fees and the cost of enforcing any right to indemnification here and the cost of pursuing any insurance providers. The parties will defend, indemnify, and hold harmless each other from and against all Losses awarded against the indemnified party in a final judgment based on a claim that any of the materials or equipment used for purposes of these Terms infringes any Intellectual Property Right of a third party arising under the laws of the United States; provided, however, that we will have no obligations under this Indemnification Section with respect to claims to the extent arising out of any of your materials or any instruction, information, designs, specifications, or other materials you provide to us. The party seeking indemnification must promptly notify the indemnifying party in writing of any action and cooperate with the indemnifying party at the indemnifying party’s sole cost and expense. The indemnifying party will immediately take control of the defense and investigation of such action and will employ counsel of its choice to handle and defend the same, at the indemnifying party’s sole cost and expense. The indemnifying party will not settle any action in a manner that adversely affects the rights of the indemnified party without the indemnified party’s prior written consent. The indemnified party’s failure to perform any obligations under this Indemnification Section will not relieve the indemnifying party of its obligations under this Indemnification Section except to the extent that the indemnifying party can demonstrate that it has been materially prejudiced as a result of such failure. The indemnified party may participate in and observe the proceedings at its own cost and expense. Notwithstanding anything to the contrary in these Terms, the indemnifying party is not obligated to indemnify, hold harmless, or defend the indemnified party against any claim (whether direct or indirect) to the extent such claim or corresponding Losses arise out of or result from, in whole or in part, the indemnified party’s: a) negligence or more culpable act or omission (including recklessness or willful misconduct); or b) bad faith failure to comply with any of its obligations under these Terms.
Limitation of Liability. EXCEPT AS OTHERWISE PROVIDED IN THIS LIMITATION OF LIABILITY SECTION, IN NO EVENT WILL WE BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE, OR PROFIT OR LOSS OF DATA OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT AS OTHERWISE PROVIDED IN THIS SECTION, IN NO EVENT WILL OUR LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AGGREGATE AMOUNTS PAID OR PAYABLE TO US PURSUANT TO THE 1 MONTH SUBSCRIPTION TERM PRECEDING THE EVENT GIVING RISE TO THE CLAIM. The exclusions and limitations in this Limitation of Liability Section will not apply to damages or other liabilities arising out of or relating to our gross negligence or willful misconduct and death or bodily injury or damage to real or tangible personal property resulting from our negligent acts or omissions.
Force Majeure. We will not be liable or responsible for any failure or delay in fulfilling or performing any provision of these Terms, nor we will be deemed to have defaulted under or breached these Terms, when and to the extent such failure or delay is caused by or results from the following force majeure events (“Force Majeure Events”): (a) acts of God; (b) flood, fire, earthquake, or explosion; (c) war, invasion, hostilities, terrorist threats or acts, riot, or other civil unrest; (d) government order or law; (e) actions, embargoes, or blockades in effect on or after the date of this Agreement; (g) national or regional emergency; or (i) shortage of adequate power or transportation facilities. We may give notice, stating the period of time the delay is expected to continue.
Notices. All notices and other communications must be sent to the respective parties at the addresses indicated on the applicable Home Service Plan Order Form (or at such other address or email address as such party may notify the other party). You must email a copy of notices to us to [email protected].
Assignment. You may not assign, transfer, or delegate any or all of your rights or obligations under these Terms. Any attempted assignment, transfer, or other conveyance in violation of the foregoing will be null and void.
Headings. The headings in these Terms are for reference only and will not affect the interpretation of this agreement.
Severability. If any term or provision of these Terms is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction.
Governing Law. These Terms will be governed by the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction) that would cause the application of laws of any jurisdiction other than those of the State of New York. Any legal suit, action, or proceeding arising out of or related to these Terms or a Home Service Plan Order Form must be instituted exclusively in the federal courts of the United States or the courts of the State of New York in each case located in the city of White Plains and County of Westchester, and you irrevocably submit to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.
Entire Agreement. These Terms, together with all Home Service Plan Order Forms and any other documents incorporated by reference, constitute our sole and entire agreement with you with respect to the subject matter contained here, and supersede all prior and contemporaneous understandings and agreements, both written and oral, with respect to such subject matter.