Terms of Use

 

As used in this Agreement, MainStreetContact, “mainstreetcontact.com”, “Main Street Contact”, “we,” “us,” and “our” shall mean MainStreetContact and its subsidiaries and affiliates. By accessing or using the services available through our Website (the “Services”), you agree to be bound by these Terms. These Terms of Use do not alter in any way the terms or conditions of any other agreement you may have with MainStreetContact for products, services or otherwise.

The terms form a legally binding agreement between you and mainstreetcontact.com in relation to your use of the Website and/or the Services and applies to all users of the Services, whether registered or not, on the Website. You acknowledge that you are not under the age of 18. By using any of the Services and the Website, You expressly agree to be bound by these terms and all applicable laws and regulations governing the Website and the Services.

We may, at our sole discretion, modify or revise these Terms of Service and policies at any time by giving notice on our Website and/or through the Services, and you agree to be bound by such modifications or revisions. We will do our best to notify you of any major changes made to these Terms of Service. In the event that we are unable to notify you, we encourage you to review these Terms periodically to remain up to date. All changes shall be effective immediately when we post them and shall apply to all access to and use of our Website thereafter. Nothing in these Terms of Service shall be deemed to confer any third-party rights or benefits hereunder.

MainStreetContact may review and delete any User Content that, in its sole judgement, violates these Terms of Use, applicable law, rule or regulation, is offensive or illegal or violates the rights of, harms or threatens the safety of Users of MainStreetContact. MainStreetContact reserves the right to expel Users and prevent their further access to MainStreetContact for violating the Terms of Use or applicable law, rule or regulation and the right to remove User Content, which is in violation of the Terms of Use, abusive, illegal, or disruptive. Our priority is to maintain the safety and confidentiality of our users. Any user content that is not in line with our priority may be deleted without notice.

Account shall mean the account created by the User on the Application for availing the Services provided by MainStreetContact.

Applicable Laws shall mean and include all applicable statutes, acts of legislature, State laws, ordinances, rules, by-laws, regulations, notifications, guidelines, policies, directions, directives and orders of any governmental authority, tribunal, or a court of United States.

You is a person who completes MainStreetContact’s account registration process.

Representative is an entity and its Affiliate(s), any director, officer, employee, consultant, contractor, agent, and attorney associated with the MainStreetContact.

Content means report text, web chat, graphics, emoji’s, images, music, software, audio, video, information or other materials.

Collective Content means User Content and MainStreetContact’s Content.

MainStreetContact Content means all Content that MainStreetContact make available through the Website, Application, Services, or its related promotional campaigns and official social media channels, including any Content licensed from a third party, but excluding User Content.

Account Registration

By creating an account, you agree to: (i) provide accurate, current and complete account information; (ii) maintain the security of your password, not share your password with any other person and accept all risks of unauthorized access to your account; and (iii) promptly provide notice to MainStreetContact if you discover or otherwise suspect any security breaches related to the Services.

We allow You to open only one Account in association with the Registration Data provided by You.

You agree and accept that all of the information you provide to MainStreetContact when setting up your User Account and at any other time shall be true, correct, complete and accurate in all respects.

Scope of Service.

MainStreetContact is solely a facilitator of the message traffic and has no visibility into or control over individual Messages as they are transmitted through MainStreetContact and has no responsibility or liability with respect to the content of any individual Message. MainStreetContact will do its best to filter inappropriate messages, but ultimately the user is responsible for the content of their messages as we are merely the facilitators for the messages.

Obligations of Users

You acknowledge that you are solely responsible for the contents of your text messages.

You must not use MainStreetContact services for the sending of unsolicited text messages (sometimes called “spam”), and that you will not use our service for, junk mail, or to send any message or material that (a) is libelous, defamatory, obscene, pornographic, threatening, invasive of privacy or publicity rights, abusive or illegal; (b) violates the copyright, patent, trade secret or any other rights of another party; or (c) otherwise gives rise to liability or violates any other applicable law. If we become aware of or determine, in our sole discretion, that you are violating any of our Terms of Use, we may modify or terminate your privileges, with or without notice to you.

You acknowledge and agree that you are the sole or designated “sender” of any text/voice messages sent by you using the Services.

In your use of the Services, you agree to represent you or your organization accurately and will not impersonate any other person, whether actual or fictitious.

MainStreetContact only provides that the services are processed correctly and further transmitted by MainStreetContact to the applicable network. You acknowledge and understand that final delivery of messages is beyond our control and is the responsibility of downstream communication carriers, therefore final delivery of messages cannot be guaranteed, may not arrive by specific times, and is subject to carrier delays and maintenance.

You acknowledge and agree This service is not to be used as a replacement for an Emergency Alert System

You acknowledge that text messages and voice broadcasts are transmitted unencrypted and that eavesdropping of communications by third parties is possible. MainStreetContact recommends that you ensure sensitive and valuable information is communicated by a protected and/or encrypted method.

Fees and Payment

The fees are based on the product package you select at time of initial registration or upon subsequent renewals. MainStreetContact will keep your credit card information on file, and your account will automatically renew unless you cancel the subscription plan prior to 3 business days of the renewal date. When signing up, you hereby authorize MainStreetContact to charge your credit card for such amounts. Amounts paid for the Services are not refundable. You acknowledge and agree that you are responsible for paying Fees for all text/voice messages sent through MainStreetContact regardless of whether delivery of such messages to their intended recipients is delivered, prevented or possibly blocked by any third party as MainStreetContact only provides that the Services are processed correctly and further transmitted by MainStreetContact to the applicable network. MainStreetContact is not responsible for the final delivery of any communication initiated through MainStreetContact’s Services, as this is beyond our control and is the responsibility of downstream communications carriers.

Permission Practices

Without limiting the foregoing, you agree that you shall not utilize the Product to send any commercial text message to any person who has opted out or otherwise objected to receiving such messages from you or another sender on whose behalf you may be acting. You cannot send text/voice messages to distribution lists, publicly available press or media phone numbers or unsolicited phone numbers. Text messages that you send through the Services may generate spam complaints from recipients. As a matter of privacy, MainStreetContact cannot share with you the phone numbers of those who complain about your text messages. You are responsible for ensuring that your text messages do not generate a number of spam complaints in excess of industry norms. MainStreetContact, in its sole discretion, shall determine whether your level of spam complaints is within industry norms, and its determination shall be final, binding and conclusive for all purposes under this Agreement and MainStreetContact reserves the right to terminate your Services.

You guarantee that the subscribers in your account have granted you express consent to send them messages of the type that you intend to send them. If for any reason MainStreetContact suspects that the subscribers have not given you express consent, it reserves the right to request a written explanation from you, the client, including the method of collecting the subscriber’s phone numbers and a guarantee signed by you that all the people on your subscriber list agreed to receive text messages from you of the type that you had sent. MainStreetContact reserves the right to take any action it thinks appropriate in the case of non-compliance, including but not limited to cancellation of the account.

You agree that you will include clear opt-out/unsubscribe information on your messages when required to do so by any applicable law or regulation and otherwise adhere to the Consumer Best Practices Guidelines promulgated by the Mobile Marketing Association, if applicable to your messages

For SMS if the recipients send the following keywords [Text STOP, UNSUBSCRIBE, QUIT] to the number they are receiving messages from, MainStreetContact will disable for those recipients.

For Voice Opt-Out, MainStreetContact will include a pre-recorded “Do-Not-Call” message that will be mandatory for all users to have played at the end of their calls so that recipients always have the option to opt-out of receiving calls.

Content Restrictions

You agree that it is Your sole responsibility to abide by all applicable local, state, national and international laws and regulations and are solely responsible for all acts or omissions that occur under your account, including, without limitation, the content of the Messages that you or your End Users create and initiate through the Services. Without limiting the foregoing, you agree to familiarize yourself with, and abide by, the legal requirements applicable to any Messages transmitted through the Services by visiting the following websites:

 

The Telephone Consumer Protection Act (“TCPA”), the Federal Trade Commision, the Federal Communications Commission, the DNC list registry rules (http://www.donotcall.gov) and various state laws, rules and regulations place restrictions on certain types of phone calls and SMS or MMS messages. You agree that MainStreetContact will not be held responsible for damages to the User or any third party incurred due to the User’s failure to abide by State and/or Federal laws. MainStreetContact is in no way attempting to interpret any laws, rules, or regulations. This information is provided merely as a courtesy and is not intended to replace your and/or your End User’s responsibility to become familiar with and abide by the legal requirements pertaining to any Messages prior to using the Services. You and your End Users are ultimately responsible to make your own informed decisions regarding your Messages.

You acknowledge and agree not to upload, post, transmit, publish, or distribute any material or information that is unlawful, or which may potentially be perceived as being harmful, threatening, libelous, ethnically, or otherwise objectionable. You acknowledge and agree that you are solely responsible for your own Content posted on, transmitted through, or linked from the Service and the consequences of posting, transmitting, linking or publishing it. More specifically, you are solely responsible for all Content that you upload or otherwise make available via the Service. In connection with such Content posted on, transmitted through, or linked from the Service by you, you affirm, acknowledge, represent, warrant and covenant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use such Content on the Service and Website.

Users will not use the Services if any applicable law in their State prohibits them from doing so and or have not previously been their right to use the Services.

By submitting Content, you represent to MainStreetContact that such content is original, you are its rightful owner or that you have first obtained permission from the rightful owner to submit it, and that you have the authority to assign and license to MainStreetContact all rights, title and interest as set forth herein in and to such Content. You acknowledge that MainStreetContact has detrimentally relied upon this representation. Accordingly, you further agree to defend, hold harmless and indemnify MainStreetContact from and against any and all claims of alleged or actual infringements of any intellectual property rights, proprietary rights, rights of privacy and publicity, moral rights, and rights of attribution raised by third parties against MainStreetContact in connection with such Content.

MainStreetContact does not endorse or have any control over User Generated Content submitted by you or others and accepts no responsibility whatsoever in connection with or arising therefrom. MainStreetContact does not control and is not responsible for e-mails/text messages sent from outside MainStreetContact’s domain or other means of electronic communication; and that by using the Website and the Service, you may be exposed to Content that is, inaccurate, misleading, or otherwise objectionable. You acknowledge and agree that you are responsible and bear all risks associated with the use of any Content, and that under no circumstances will MainStreetContact be liable in any way for the Content or for any loss or damage of any kind incurred as a result of the browsing (i.e. that is usage of Website).

Prohibited Content

MainStreetContact prohibits the use of the Services or web site by any person or entity that:

MainStreetContact, at its own discretion, may immediately disable your access to the Services or remove all or a portion of your content, without refund, if MainStreetContact believes in its sole discretion that you have violated any of the policies listed in this Agreement.

You agree to not use the Service to:

  1. Upload, post, text message, email, transmit or otherwise make available any illegal contests or gambling, unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
  2. Upload, post, text message, email, transmit or otherwise make available any adult Content or Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable, or that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements, or which violates the intellectual property rights of a third party (“Rights”);
  3. Forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service;
  4. Upload, post, text message, email, transmit or otherwise make available any material that contains software viruses, or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any mobile telephone, mobile device, computer software or hardware or telecommunications equipment;
  5. “Stalk” or otherwise harass another;
  6. Using any equipment or software that has the capacity to store or produce telephone numbers to be called, using a random or sequential number generator, in conjunction with your use of the Services;
  7. Using any equipment or software that has the capacity to initiate messages without human intervention, in conjunction with your use of the Services;
  8. Sending any calls to life-line services, such as hospitals, fire, police, 911 or utility- related telephone numbers;
  9. Using strings of numbers as it is unlawful to engage two or more lines of a multi-line business;
  10. Harvesting, or otherwise collecting information about others, without their consent;
  11. Misleading others as to the identity of the sender of your messages, by creating a false identity, impersonating the identity of someone/something else or by providing contact details at do not belong to you;
  12. Transmitting, associating or publishing any unlawful, racist, harassing, libelous, abusive, threatening, demeaning, immoral, harmful, vulgar, obscene, pornographic or otherwise objectionable material of any kind;
  13. Transmitting any material that may infringe upon the intellectual property rights of third parties including trademarks, copyrights or other rights of publicity;
  14. Transmitting any material that contains viruses, trojan horses, worms, time bombs, cancel-bots or y other harmful/deleterious programs;
  15. Interfering with, or disrupting, networks connected to the Services or violating the regulations, policies or procedures of such networks;
  16. Attempting to gain unauthorized access to the Services, other accounts, computer systems or networks connected to the Services, through password mining or any other means;
  17. Abusing the fair use policy with regard to unlimited keywords—that is, registering many keywords without using them for weeks or months, as is determined to be abuse in the sole discretion of MainStreetContact;
  18. Interfering with another’s use and enjoyment of the Services or MainStreetContact Sites; or
  19. Engaging in any other activity that MainStreetContact believes could subject it to criminal liability or civil penalty/judgment.

 

Electronic Communications

When you send an e-mail or chat electronically with MainStreetContact, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail, phone calls or SMS text messages. You agree that all agreements, notices, disclosures and other communications that MainStreetContact provides to you electronically satisfy legal requirements that such communications be in writing.

Use of The Services

Except as otherwise agreed upon, we hereby grant you a limited, nonexclusive, non-sublicensable license to access, and use the Platform. You will not use, copy, adapt, modify, decompile, reverse engineer, disassemble, decrypt, attempt to derive the source code, prepare derivative works based upon, distribute, license, sell, rent, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Platform and Content, except as expressly permitted by MainStreetContact or as permitted under applicable law. Any unauthorized use of the Services is strictly prohibited and will terminate the license granted in these Terms. No licenses or rights are granted to you by implication or otherwise, except for the licenses and rights expressly granted to you.

MainStreetContact will not be liable on account of any inaccuracy of information on its Website. It is the responsibility of the visitor to further research the information on the Website. The user undertakes not to duplicate, download publish, modify and distribute material on MainStreetContact unless specifically authorized by MainStreetContact in this regard.

In no event shall we, our affiliates or our partners be liable (directly or indirectly) for any losses or damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, arising out of or relating to your conduct or of anyone else in connection with the use of the Service including, without limitation, death, bodily injury, emotional distress, and/or any other damages resulting from communications or meetings with other users or persons you meet through the Service.

Third Party Website Links, Content and Services

The Website and Content available through the Website may contain links to other third-party website (“Third Party Websites“) such as third-party payment processors. If you link to Third Party Websites, you may be subjected to those Third-Party Websites’ terms and conditions and other policies. Your linking to any such Website is completely at your own risk and MainStreetContact disclaims all liability thereto.

Any and all contents and services (including advertising) within MainStreetContact that are not owned by MainStreetContact are “third party content and services.” MainStreetContact acts merely as an intermediary service provider of and accepts no responsibility or liability for third party content and services. In addition, and without limiting the generality of the foregoing, MainStreetContact may include links to Websites operated by third parties, including advertisers and other content providers. Those Websites may collect data or solicit personal information from you. MainStreetContact does not control such Websites, and is not responsible for their content, policies, or collection, use or disclosure of any information, those Websites may collect.  

Ownership and Intellectual Property

This Website and all content forming part of the Website, including without limitation, all photographs, ideas, images, designs, information, interfaces, text, graphics, brand names, logos and trademarks, are protected by copyright, trademark and other intellectual property laws of the United States. 

You acknowledge and agree that MainStreetContact owns, controls or is licensed all legal right, title and interest in and related to the Website, including all intellectual property rights. You may not:

If you believe that anything on or available through the Services infringes upon any copyright which you own or control, you may contact us at https://www.mainstreetcontact.com/contact-us

Reliance on Information Posted

The information presented on or through the Website is made available solely for general purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk and responsibility. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

Limitation of Liability

MainStreetContact shall not be liable for any damages resulting from the use of or inability to use the Website.

MAINSTREETCONTACT, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, SHALL NOT BE LIABLE TO YOU FOR ANY  DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND (INCLUDING LOSS OR DAMAGE TO CONTENT), IN EACH CASE WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT MAINSTREETCONTACT IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS. THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU, IN SUCH JURISDICTIONS, OUR LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW, THEREBY MINIMIZING OUR LIABILITY TO YOU TO THE LOWEST AMOUNT PERMITTED BY APPLICABLE LAW. THE SERVICES ARE CONTROLLED AND OFFERED BY MAINSTREETCONTACT FROM ITS FACILITIES IN UNITED STATES. MAINSTREETCONTACT MAKES NO REPRESENTATIONS THAT THE SERVICES ARE APPROPRIATE OR AVAILABLE FOR USE IN OTHER LOCATIONS. THOSE WHO ACCESS OR USE THE SERVICES FROM OTHER JURISDICTIONS DO SO AT THEIR OWN VOLITION AND ARE RESPONSIBLE FOR COMPLIANCE WITH LOCAL LAW.

YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH MAINSTREETCONTACT IS TO STOP USING THE MAINSTREETCONTACT PLATFORM.

Disclaimer of Warranties

YOUR USE OF THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT AND ANY SERVICES OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE MAINSTREETCONTACT NOR ANY PERSON ASSOCIATED WITH THE MAINSTREETCONTACT MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE. WE SHALL NOT BE LIABLE TO YOU FOR ANY LOSS SUFFERED IN RELATION TO YOUR USE OR INABILITY TO USE THE WEBSITE WITHOUT LIMITING THE FOREGOING, NEITHER THE MAINSTREETCONTACT NOR ANYONE ASSOCIATED WITH THE MAINSTREETCONTACT REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

WE MAKE EVERY EFFORT TO VERIFY STATEMENTS AND INFORMATION SUBMITTED BY THE THIRD PARTIES AND OUR CUSTOMERS, THE INFORMATION COMPILED BY US IS BASED ON INFORMATION SUPPLIED BY VARIOUS INDIVIDUALS AND BUSINESSES, IT DOES NOT REPRESENT THE VIEWS OF MAINSTREETCONTACT. MAINSTREETCONTACT CANNOT BE HELD RESPONSIBLE FOR ANY OMISSIONS OR INACCURATE CLAIMS THAT MAY APPEAR.

THE MAINSTREETCONTACT HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Suspension and Termination of Account and Service

Generally, a User Account will be considered active until we receive a user request to deactivate or delete it. We do not guarantee that the Website or any content contained on the Website will always be available or be uninterrupted or error free, including, but not limited, to any interruptions to the services caused by the intentional and/or malicious acts of third parties. We reserve the right to limit, suspend, terminate, modify, or delete the User Account we provide to you or your access to our Services or portions thereof (including any Content you or other users submit) for any reason. We also reserve the right to stop offering and/or supporting the Services or any part of the Services at any time either permanently or temporarily, for any reason, with or without notice to you, at which point your use of the Services or any part thereof will be automatically terminated or suspended.

Upon any such termination, cancellation, and/or suspension, you are still responsible for any obligations then accrued. Your obligation to pay all amounts accrued and owed by you shall continue even after any suspension or cancellation of your access to the Services (in whole or in part). Upon termination, for any reason, you agree to immediately cease using the Services and MainStreetContact shall have no obligation to you after any termination or cancellation of these Terms.

Entire Agreement/ Severability

These Terms and Conditions incorporate our Privacy Policy which together constitutes the entire agreement between You and MainStreetContact, in relation to Your use of the Website and/or the Services and supersedes any prior representations, inducements or agreements relating to its subject matter. You agree that these Terms of Use are not intended to confer and do not confer any rights or remedies upon any third party. If any part of these Terms of Use are held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. These Terms of Use, including all terms and policies referenced herein, contain the entire understanding, and supersede all prior agreements, between you and MainStreetContact relating to this subject matter, and cannot be changed or terminated orally. 

Assignment

You may not assign these Terms or any of the rights granted hereunder without the prior written consent of MainStreetContact, and any attempted assignment without such consent shall be void. Subject to the foregoing restriction, these Terms will be fully binding upon, inure to the benefit of, and be enforceable by us and our respective successors and assigns.

Non-waiver

Failure by either MainStreetContact or You to exercise or enforce any right conferred shall not be deemed to be a waiver of any such right nor operate so as to bar that exercise or enforcement thereof or of any other right on any later occasion.

Indemnification

You agree to defend, indemnify and hold harmless MainStreetContact and its respective employees, contractors, officers, directors, shareholders, agents, representatives, vendors, and content providers from and against any and all liabilities, claims and expenses, including attorneys’ fees, that arise from a breach of these Terms of Use for which you are responsible or in connection with your transmission of any content to, on or through our Website. Without limiting your indemnification obligations described herein, we reserve the right, at our own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you.

Force Majeure

MainStreetContact shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control; including, without limitation, any failure to perform hereunder due to unforeseen circumstances or causes beyond its control such as acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.

Governing Law And Arbitration

The Parties hereby agree that all actions brought in respect of this Agreement, or any Services delivered pursuant to this Agreement, shall be brought before a Competent Court of Delaware, and the parties hereby acknowledge the exclusive jurisdiction of the Competent Courts of Delaware, United States. Therefore, you agree that: Service shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than Delaware. This Agreement shall be governed by the internal substantive laws of United States, without respect to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of a competent court located in, United States, for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights.

Arbitration Procedures

Overview. Arbitration is an alternative to litigation where a neutral person (the arbitrator) hears and decides the parties’ dispute. Arbitration proceedings are designed to provide parties with a fair hearing in a manner that is faster and less formal than court proceedings. The following procedures (the “Arbitration Procedures”) are applicable to all arbitration proceedings involving you and MainStreetContact.

Pre-Arbitration Dispute Resolution.  Before you commence an arbitration, we suggest that you contact us to explain your complaint, as we may be able to resolve it without the need for arbitration.

Administrator. The administrator for the arbitration is the American Arbitration Association (“AAA”), a non-profit organization that is not affiliated with MainStreetContact. The AAA facilitates, but does not itself conduct, the arbitration. The arbitrator who will hear and decide your dispute will be chosen from the AAA’s roster of neutral arbitrators. For information on the AAA, please visit its website, https://www.adr.org. Information about the AAA’s rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, https://www.adr.org/Rules.

Applicable Rules. The arbitration will be governed by the AAA’s Consumer Arbitration Rules (the “AAA Rules”), as modified by these Arbitration Procedures. If there is any inconsistency between the AAA Rules and these Arbitration Procedures, the Arbitration Procedures will control. However, if the arbitrator determines that strict application of the Arbitration Procedures would not result in a fundamentally fair arbitration, the arbitrator may make any order necessary to provide a fundamentally fair arbitration that is consistent with the AAA Rules.

Fees. You are responsible for paying your portion of the fees set forth in the AAA’s fee schedule for consumer disputes. MainStreetContact will pay all remaining fees.

Selection of the Arbitrator. The parties, using the AAA’s standard procedures, will select a single arbitrator from a roster of neutrals prepared by the AAA.

Discovery. Each party may (a) request relevant, non-privileged documents from the other party; and (b) request that the other party provide the particulars of its claims or defenses. Any such discovery requests must be served on the other party within 10 days after the arbitrator’s appointment. The responding party shall provide the requesting party with all responsive, non-privileged documents, the requested particulars, and/or any objections to the requests within 15 days after receipt of the requests. Any disputes about discovery or requests for extensions shall be submitted promptly to the arbitrator for prompt resolution. In ruling on any discovery dispute or extension request, the arbitrator shall take into consideration the nature, amount, and scope of the underlying arbitration claim, the cost and other effort what would be involved in providing the requested discovery, the case schedule, and whether the requested discovery is necessary for the adequate preparation of a claim or defence.

Communications with the Arbitrator. Whenever communicating with the arbitrator, the parties must include each other – for example, by including the other party on a telephone conference call and copying the other party on any written submissions, such as letters or emails. To the extent practicable, conferences with the arbitrator will take place by telephone conference call or email. Ex parte communications are not permitted with any arbitrator.

Confidentiality. Upon either party’s request, the arbitrator will issue an order requiring that confidential information of either party disclosed during the arbitration (whether in documents or orally) may not be used or disclosed except in connection with the arbitration or a proceeding to enforce the arbitration award and that any permitted filing of confidential information must be done under seal.

Contact Us

If you have any questions or concerns regarding these Terms or our Services, please contact us through the support portal at https://www.mainstreetcontact.com/contact-us.