This MAIN SERVICE LEVEL AGREEMENT (“Agreement” and/or “Terms and Conditions” and/or “Terms of Service” and/or “TOS”) is a legal agreement between You (an entity or person) (“You”) and Converge Enterprise, Inc., a Delaware corporation (here forth referred to as “ConvergeHub”), that governs your limited, non-exclusive, terminable right to use the ConvergeHub.com website and related services (“Site”), the mobile apps, the servers the site is stored on, the computer files stored on that server (collectively, the “Service”).
By clicking on the “Accept” button/checking the checkbox on the signup page, or otherwise using the Service, You agree to be bound by the terms of this Agreement.
PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT CONTAINS A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS. IF YOU REGISTER FOR A DISCOUNTED FIRST MONTH TRIAL OF OUR SERVICE, THESE TERMS WILL ALSO GOVERN THAT DISCOUNTED TRIAL. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT CLICK ACCEPT AND CANNOT USE THE SERVICES. YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.
We respect the privacy and security of our Users. You understand that by using our Services, you give consent to the collection, use, and disclosure of your personally identifiable information as well as any non-personally identifiable information.
You affirm that you are more than 16 years of age and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Service, and to abide by and comply with these Terms of Service. If you are under 16 years of age, then please do not use our website or our Service.
By connecting to us with a third-party service (CRMs and Integration in general for e.g, Zapier, Segments, RingCentral, DocuSign or any other we have), you give us permission to access and use your information from that service as permitted by that third-party service, to present the information stored in that service to better display information on your ConvergeHub account, and to store your log-in credentials for that third-party service. The Service is not available to any User who has been removed from the Service by us.
Customer acknowledges that the FreeVersion is provided at no charge, and therefore, the terms that govern use of the Free Version are different, in part, from the terms that govern use of the Paid Version. The specific provisions that relate only to the Paid Version are set forth in Sections 7 (Billing, Plan Change and Refund Policy),8.1 (Paid Version Limited Warranty), 9.1 (Paid Version Limitation of Liability), and 10 (Suspension and Termination of License), and the specific provision that relates only to the Free Version is set forth in Section 9.2 (Free Version Limitation of Liability). All other non-specified terms shall apply to both the Paid Version and Free Version. If Customer upgrades from the Free Version to a Paid Version, Customer acknowledges and agrees that the terms that govern the use of the Paid Version shall automatically apply to Customer upon such upgrade.
CUSTOMER’S RIGHT TO USE THE SERVICES IS EXPRESSLY CONDITIONED ON ACCEPTANCE OF THESE TERMS. BY CLICKING ON THE “ACCEPT” BUTTON AND/OR USING THE SERVICES, YOU ARE UNCONDITIONALLY CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THE TERMS OF THIS AGREEMENT. IF YOU ARE ACCESSING THE SERVICES ON BEHALF OF YOUR EMPLOYER OR ANOTHER ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO AGREE TO THESE TERMS ON ITS BEHALF. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE SERVICES.
Subject to all terms and conditions of this Agreement, ConvergeHub will use commercially reasonable efforts to provide the Services. ConvergeHub may provide the Services to Customer directly, or indirectly using other third party vendors or service providers. Use of the Services by Customer shall not unreasonably interfere with use of the Services by other ConvergeHub customers. All Plans have an associated monthly usage limit as specified on the pricing page of the ConvergeHub website ( https://www.convergehub.com/pricing). Monthly limits are calculated based on calendar months and are based on the date of account activation. Once an account reaches its monthly usage limit, you will be notified and given the option of (a) upgrading to a plan with a higher usage limit, or (b) paying for extra usage at the then current overage rate for your account (unless otherwise previously mutually agreed upon).
“Confidential Information” means all trade secrets, know-how, inventions, developments, software and other financial, business or technical information disclosed by or for a party in relation to this Agreement, but not including any information the receiving party can demonstrate is (a) already rightfully known by it without restriction, (b) rightfully furnished to it by a third party without restriction and without breach of any obligation to the disclosing party, (c) generally available to the public without breach of this Agreement or (d) independently developed by it without reliance on the Confidential Information of the disclosing party. All pricing information is ConvergeHub’s Confidential Information.
“Plan” means ConvergeHub’s free or any paid plans, as applicable and as further described on ConvergeHub’s website available at: https://www.convergehub.com/pricing
“Services” means the services hosted by ConvergeHub and provided to Customer under this Agreement.
“Systems” means modems, servers, software, network and communications equipment and ancillary services that are owned, controlled or procured by Customer.
“Updates” means any patch, revision or update to the Services delivered by ConvergeHub.
Subject to all terms and conditions of this Agreement, ConvergeHub will use commercially reasonable efforts to provide the Services. ConvergeHub may provide the Services to Customer directly, or indirectly using other third party vendors or service providers. Use of the Services by Customer shall not unreasonably interfere with use of the Services by other ConvergeHub customers. All Plans have an associated monthly usage limit as specified on the pricing page of the ConvergeHub website (https://www.convergehub.com/pricing). Monthly limits are calculated based on calendar months and are based on the date of account activation. Once an account reaches its monthly usage limit, you will be notified and given the option of (a) upgrading to a plan with a higher usage limit, or (b) paying for extra usage at the then current overage rate for your account (unless otherwise previously mutually agreed upon).
You are allowed to invite two types of user accounts to Your ConvergeHub Service “User” means an employee, consultant, or contractor who is authorized by You to use Your ConvergeHub account. “Administrator” means a person authorized to act on behalf of You, who is responsible for the administration and management of Your ConvergeHub account. “Users” and “Administrators” must comply with specific obligations, which are set forth specifically when necessary in the Sections below.
Please review the following terms carefully. By accessing or using the Service, you signify your agreement to these Terms of Service. If you do not agree to be bound by these Terms of Service in their entirety, you may not access or use the Service.
Customer, Customer Admins and Customer appointed Users may access the Services as ConvergeHub instructs through a combination of one or more user names and passwords.
Customer shall take full responsibility and liability for the security of each of its user names and passwords (including, without limitation, those assigned to its Admins and Users), and shall be solely responsible for all use of the Services through such user names or passwords. Customer agrees to immediately notify ConvergeHub of any unauthorized use of the Services or any other breach of security known to Customer.
As a condition of use of the Services, You promise not to use the Services for any purpose that is prohibited by these Terms.
By way of example, and not as a limitation, You shall not (and shall not permit any Admin or User to) upload, download, post, submit or otherwise distribute or facilitate distribution of any Content on or through the Services, that:
Infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any other person or entity; is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, vulgar, pornographic, profane, contains or depicts nudity, contains or depicts sexual activity, or is otherwise inappropriate, as determined by ConvergeHub in its sole discretion; or contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password or other information of ConvergeHub or any third party.
Additionally, You shall not (directly or indirectly) or permit any third party to: (a) interfere or attempt to interfere with the proper working of the Services or any activities conducted on the Services; (b) use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape”, “data mine” or in any way gather information, or other materials from Services or reproduce or circumvent the navigational structure or presentation of Services; (c) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Services, except to the limited extent applicable laws specifically prohibit such restriction, (d) use any of ConvergeHub’s Confidential Information to create any software, documentation or service that is similar to the Services or any documentation provided in connection therewith; (e) modify, translate, or otherwise create derivative works of any part of the Services, (f) copy, license, sublicense, sell, resell, encumber, rent, lease, time-share, distribute, transfer or otherwise use or exploit or make available the Services in any service bureau arrangement or otherwise for the benefit of any third party without the prior written consent of ConvergeHub. You shall abide by all applicable local, state, national and international laws and regulations, including, without limitation, any export control laws or regulations of the United States of America or any other relevant jurisdiction. Finally, you must be a human. Access to the Services by “bots” or other automated methods is not permitted.
ConvergeHub reserves the right to modify or discontinue any Services or Plan (in whole or in part) at any time by giving at least 30 days’ notice to Customer.
ConvergeHub will not be responsible or liable for any failure in the Services resulting from or attributable to (a) Customer’s Systems, (b) network, telecommunications or other service or equipment failures outside of ConvergeHub’s facilities, (c) Customer’s or third party’s products, services, negligence, acts or omissions, (d) any force majeure or cause beyond ConvergeHub’s reasonable control, (e) scheduled maintenance or (f) unauthorized access, breach of firewalls or other hacking by third parties.
Customer shall obtain and operate all Systems needed to connect to, access or otherwise use the Services, and provide all corresponding backup, recovery and maintenance services. Customer shall ensure that all Systems are compatible with the Services. Customer shall maintain the integrity and security of its Systems (physical, electronic and otherwise).
As between the parties, Customer shall own all Customer Data. ConvergeHub shall not disclose to third parties or use any Customer Data except as reasonably necessary to provide the Services or to comply with any legal, regulatory or similar requirement or investigation. Notwithstanding the foregoing, ConvergeHub may use Customer Data, as combined with other ConvergeHub customers’ data, to improve and/or market the Services. Customer hereby grants ConvergeHub a nonexclusive and royalty-free right and license to use the Customer Data solely for the purposes described above. Customer agrees to indemnify and hold ConvergeHub harmless from all claims, damages, liabilities, losses, costs and expenses (including attorneys’ fees) arising out of any use or disclosure of Customer Data in connection with the provision of Services or to comply with any legal, regulatory or similar requirement or investigation. Customer agrees to create archival copies or backup copies of all Customer Data.
Except for the limited rights and licenses expressly granted hereunder, no other license is granted, no other use is permitted and ConvergeHub (and its licensors) shall retain all right, title and interest in and to the Services (including all intellectual property and proprietary rights embodied therein). Customer shall not take any action inconsistent with such rights.
Customer shall not alter, obscure or remove any printed or on-screen trademark, patent legend or other proprietary or legal notice.
Except for the specific rights granted by this Agreement, the receiving party shall not use or disclose any of the other’s Confidential Information without its written consent, and shall use reasonable care to protect the other’s Confidential Information, including ensuring that its employees and contractors with access (a) have a need to know for the purposes of this Agreement and (b) are bound by obligations of confidentiality at least as protective as those provided herein. Each party shall be responsible for any breach of confidentiality by its employees and contractors. Promptly after any termination of this Agreement (or at the disclosing party’s request at any other time), the receiving party shall return all of the other’s tangible Confidential Information, permanently erase all Confidential Information from any storage media and destroy all information, records and materials developed therefrom. Notwithstanding the foregoing, ConvergeHub may retain and use Customer Data, as combined with other ConvergeHub customers’ data, solely to improve and/or market the Services, even after termination of the provision of Services to You. Each party may disclose only the general nature, but not the specific terms, of this Agreement without the prior consent of the other party; provided, either party may provide a copy of this Agreement or otherwise disclose its terms in connection with any financing transaction or due diligence inquiry.
Nothing herein shall prevent a receiving party from disclosing any Confidential Information as necessary pursuant to any court order, lawful requirement of a governmental agency or when disclosure is required by operation of law (including disclosures pursuant to any applicable securities laws and regulations); provided, that prior to any such disclosure, the receiving party shall use reasonable efforts to (a) promptly notify the disclosing party in writing of such requirement to disclose and (b) cooperate with the disclosing party in protecting against or minimizing any such disclosure or obtaining a protective order.
ConvergeHub warrants that it will provide the Paid Version in a manner consistent with general industry standards reasonably applicable to the provision thereof. Notwithstanding the foregoing, the Paid Version may be temporarily unavailable, for example, when deemed reasonably necessary or prudent by ConvergeHub to repair, maintain or upgrade the Paid Version or for causes beyond ConvergeHub’s reasonable control. ConvergeHub will notify Customer at least 48 hours in advance of any known planned Paid Version-related outages.
Except as specifically provided herein, the services are provided “as is” without warranty of any kind. Converge hub does not warrant that the services will meet customer’s requirements or that their operation will be uninterrupted or error-free. To the fullest extent permitted by law, converge hub hereby disclaims (for itself and its suppliers) all other warranties, whether express or implied, oral or written, with respect to the services including, without limitation, all implied warranties of title, non-infringement, quiet enjoyment, integration, merchantability or fitness for any particular purpose and all warranties arising from any course of dealing, course of performance or usage of trade.
Except for death, bodily injury or fraud, amounts owed to third parties pursuant to the indemnification obligations herein, any breaches of section 2.5 (prohibited uses) or section 6.1 (fees), or any exclusion or limitation of liability that is void, prohibited or unenforceable by applicable law, in no event shall either party (or its suppliers) be liable concerning the subject matter of this agreement, regardless of the form of any claim or action (whether in contract, negligence, strict liability or otherwise), for any (a) matter beyond its reasonable control (including any error or damage attributable to any network or system), (b) loss or inaccuracy of data, loss or interruption of use, or cost of procuring substitute technology, goods or services, (c) indirect, punitive, incidental, reliance, special, exemplary or consequential damages including, but not limited to, loss of business, revenues, profits or goodwill, or (d) direct damages, in the aggregate, in excess of the amounts paid to converge hub hereunder with respect to the services that gave rise to the claim during the twelve-month period prior to the date the cause of action arose, even if such party has been advised of the possibility of such damages. These limitations are independent from all other provisions of this agreement and shall apply notwithstanding the failure of any remedy provided herein.
Except for death, bodily injury or fraud, or to the extent that any exclusion or limitation of its liability is void, prohibited or unenforceable by applicable law, in no event shall converge hub be liable concerning the subject matter of this agreement, regardless of the form of any claim or action (whether in contract, negligence, strict liability or otherwise), for any (a) matter beyond its reasonable control (including any error or damage attributable to any network or system), (b) loss or inaccuracy of data, loss or interruption of use, or cost of procuring substitute technology, goods or services, (c) indirect, punitive, incidental, reliance, special, exemplary or consequential damages including, but not limited to, loss of business, revenues, profits or goodwill, or (d) direct damages in excess of $100.00 in the aggregate, even if converge hub has been advised of the possibility of such damages. These limitations are independent from all other provisions of this agreement and shall apply notwithstanding the failure of any remedy provided herein.
As part of the Service, we may provide you with convenient links to a third-party website(s) (“Third Party Sites”) as well as content or items belonging to or originating from third parties (the “Third Party Applications, Software or Content”). These links are provided as a courtesy to Service subscribers. We have no control over Third Party Sites or Third Party Applications, Software or Content or the promotions, materials, information, goods or services available on these Third Party Sites or Third Party Applications, Software or Content. Such Third-Party Sites and Third Party Applications, Software or Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness, and we are not responsible for any Third Party Sites accessed through the Site or any Third Party Applications, Software or Content posted on, available through or installed from the Site, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Applications, Software or Content. Inclusion of, linking to or permitting the use or installation of any Third Party Site or any Third Party Applications, Software or Content does not imply our approval or endorsement. If you decide to leave the Site and access the Third Party Sites or to use or install any Third Party Applications, Software or Content, you do so at your own risk and you should be aware that our terms and policies, including these Terms of Service, no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any Third Party Site to which you navigate from the Site or relating to any applications you use or install from the Third Party Site.
ConvergeHub will maintain administrative, physical, and technical safeguards for protection of the security, confidentiality, and integrity of your data.
The Services may be provided using equipment or facilities located in the European Union or the United States. The Supplier’s US service providers are either Privacy Shield compliant or have executed Standard Contractual Clauses (as approved by the European Commission) that provide legal grounds for assuring that, when processed in the United States, the personal data of EU citizens that are processed when using the Service will receive an adequate level of protection within the meaning of Article 46 of Regulation (EU) 2016/679 (General Data Protection Regulation).
We will inform You of changes in such processors in accordance with the procedure of modifying these Terms.
In some cases, it is necessary for ConvergeHub employees to access your account and content in order to diagnose a problem. When you contact our support team, it is implied that you are allowing ConvergeHub employees to access your account if necessary, in order to be helpful. If you wish to receive assistance without granting permission to your account, please specify as much in your communication with our support team and those requests will be honored to the extent possible.
ConvergeHub has adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act (http://lcweb.loc.gov/copyright/legislation/dmca.pdf). The address of Company’s Designated Agent to Receive Notification of Claimed Infringement (“Designated Agent”) is listed at the end of this Section. It is ConvergeHub’s policy to (a) block access to or remove Content that it believes in good faith to be copyrighted material that has been illegally copied and distributed by any of its affiliates, providers, or users; and (b) remove and discontinue service to repeat offenders.
If You believe that Content residing on or accessible through the ConvergeHub web site or Services infringes a copyright, please send a notice of copyright infringement containing the following information to the Designated Agent listed below:
It is ConvergeHub’s policy:
If the Content provider, or user believes that the Content that was removed or to which access was disabled is either not infringing, or the Content provider or user believes that it has the right to post and use such Content from the copyright owner, the copyright owner’s agent, or pursuant to the law, the Content provider or user must send a counter-notice containing the following information to the Designated Agent listed below:
If a counter-notice is received by the Designated Agent, ConvergeHub may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed Content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the Content provider or user, the removed Content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at ConvergeHub’s discretion.
Please contact ConvergeHub to Receive Notification of Claimed Infringement at the following address: – 11501 Dublin Blvd, Suite 200, Dublin, CA 94568
Telephone – 510.924.1683
Email – notify@Convergehub.com
Communications made through the Service’s email and messaging system will not constitute legal notice to the Site, the Service, or any of its officers, employees, agents, or representatives in any situation where legal notice is required by contract or any law or regulation.
For contractual purposes, you: (a) consent to receive communications from us in an electronic form via the email address you have submitted; and (b) agree that all Terms of Service, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect your non-waivable rights. We may also use your email address to send you other messages, including information about the Site or the Service and special offers. You may opt-out of such email by changing your account settings, using the “Unsubscribe” link in the message, or by sending an email to help@ConvergeHub.com or mail to the following postal address:
Customer Support Attn: ConvergeHub Team
Converge Enterprise, Inc.
11501 Dublin Blvd, Suite 200,
Dublin, CA 94568
Opting out may prevent you from receiving messages regarding the Site, the Service, or special offers.
If any part of this Terms of Service agreement is held or found to be invalid or unenforceable, that portion of the agreement will be construed as to be consistent with applicable law while the remaining portions of the agreement will remain in full force and effect. Any failure on our part to enforce any provision of this agreement will not be considered a waiver of our right to enforce such provision. Our rights under this agreement survive any transfer or termination of this agreement.
You agree that any cause of action related to or arising out of your relationship with ConvergeHub must commence within ONE year after the cause of action accrues. Otherwise, such a cause of action is permanently barred.
This Agreement shall be governed by and construed in accordance with the laws of the State of California, USA, without regard to its conflicts of law provisions. Neither the United Nations Convention on Contracts for the International Sale of Goods nor any enactment of the Uniform Computer Information Transactions Act shall apply to this Agreement. The sole jurisdiction and venue for actions related to this Agreement will be the state or federal courts located in California having jurisdiction over ConvergeHub’s offices, and both parties consent to the jurisdiction of such courts with respect to any such action. In any action or proceeding to enforce or interpret this Agreement, the prevailing party will be entitled to recover from the other party its costs and expenses (including reasonable attorneys’ fees) incurred in connection with such action or proceeding and enforcing any judgment or order obtained.
Except as specifically provided otherwise, each right and remedy in this Agreement is in addition to any other right or remedy, at law or in equity. Each party agrees that, in the event of any breach or threatened breach of Section 5, the non-breaching party may suffer irreparable damage for which it may have no adequate remedy at law. Accordingly, the non-breaching party shall be entitled to seek injunctive and other equitable remedies to prevent or restrain such breach or threatened breach, without the necessity of posting any bond.
This Agreement and the rights and obligations hereunder may not be assigned, in whole or in part, by either party without the other party’s written consent (which shall not be unreasonably withheld). However, without consent, either party may assign this Agreement to any successor to all or substantially all of its business which concerns this Agreement (whether by sale of assets or equity, merger, consolidation or otherwise). Any attempted transfer in violation hereof will be void and of no effect. This Agreement shall be binding upon, and inure to the benefit of, the successors, representatives and permitted assigns of the parties hereto.
The parties shall be independent contractors under this Agreement, and nothing herein will constitute either party as the employer, employee, agent or representative of the other party, or both parties as joint ventures or partners for any purpose.
Neither party will make public announcements or issue press releases relating to this Agreement or the terms hereof without the prior written consent of the other party, which consent shall not be unreasonably withheld or delayed.
Last updated on August 19, 2019
