This is an agreement by and between VOLO, LLC, a Florida Limited Liability Company (VOLO) and, located in (CLIENT) whereby VOLO will furnish services to CLIENT upon the following terms and conditions; CLIENT hereby retains VOLO to provide services, which are described below (the SERVICES), and covenants and agrees to pay VOLO for those services.
This Agreement between VOLO and CLIENT will define responsibilities of both VOLO and CLIENT (hereinafter jointly referred to as “the parties”) throughout the term of this Agreement.
- SERVICES: The VOLO service network is a customized Internet portal available over the World Wide Web (Web Interface) and an Interactive Voice Response system for the purpose of initiating communication services described below. During the term of this Agreement CLIENT may gain access to the VOLO service network via a customized Internet portal available over the World Wide Web (Web Interface) and via an Interactive Voice Response system for the purpose of initiating the following services:
VOLO VILLAGE (VV)
a. To communicate to their database via text, email, and outbound voice messaging
b. ThunderCall® Weather Warning to database
c. An Interactive Voice Response (IVR) “Bulletin Board”- this inbound IVR allows the CLIENT to post important recordings for access by calling a phone number.
d. A virtual private telephone switchboard (VPBX) to route inbound calls to CLIENT from residents for routine association/ community service requests.
e. Self-registration portal allowing residents to insert contact information.
- TERM: The term of this Agreement will commence as of the date the Services have been activated, will continue for one (1) year and will
automatically renew for successive one (1) year terms. Either party may cancel this renewal provision by submitting written notice to the other no less than 30 days prior to the end of the current term of this Agreement. It is at VOLO’s discretion to honor the service agreement quoted fees for an agreement which has not been returned to VOLO for over 90 days from the date it was drafted for the CLIENT. Should VOLO terminate this agreement prior to the end of any one (1) year term for its convenience, VOLO will refund a prorated amount of received fees to CLIENT. If CLIENT terminates this agreement for cause, VOLO will refund a prorated amount of received fees to CLIENT. If CLIENT terminates this agreement for convenience all monies due under this agreement shall become immediately due and payable including all charges for annual service and record charges.
- COST FOR SERVICES: The annual cost for service is two dollars and fifty cents ($2.50) per individual record (Fee based on one record per
unit/home in community.). Total annual fee is: Total Records x $2.50 = $_______. CLIENT will receive UNLIMITED utilization of the
VOLO Village system.
CLIENT will be billed, and will be responsible for, payment of annual charges at the beginning of each year of this agreement. Prices are for
the lower 48 United States only. At the end of each year of service VOLO shall review CLIENT’s record count and invoices will reflect any
increase based on the pricing above. CLIENT’s record count may deviate above the initial number listed by CLIENT by up to 10% during
each year of the agreement without midyear adjustment or additional fees. The service will include up to five (5) pass codes for an authorized “Service” users. Database administration charges shall be waived for the initial CLIENT data load. After the initial CLIENT data load, any database processing performed by VOLO which is required to properly format CLIENT data will be subject to a database
administration charge of $25 to $75 based on the size of the CLIENT data file.
- PAYMENT TERMS: Payment for estimated costs must be received before VOLO will commence work. Finance charges at a rate of 1.5%
per month (18% per annum) will be charged on all balances outstanding beyond 30 days. All payments due under this agreement shall be paid to: VOLO, LLC at 200 E. Granada Blvd., Suite 206, Ormond Beach, FL 32176.
- DATABASE ADMINISTRATION: CLIENT shall be responsible for providing data in the proper format for the VOLO Village system. VOLO will load properly formatted CLIENT-provided data files within forty-eight (48) hours of receipt. Database administration charges shall be waived for the initial CLIENT data load. After the initial CLIENT data load, any CLIENT data load which requires database processing performed by VOLO to properly format CLIENT data will require three to five business days to load and be subject to a database administration charge based on the following fee schedule.
|Database Administration Size
- MESSAGE CONTENT: CLIENT shall be solely responsible and liable for the content of any message(s) disseminated via the VOLO system or over the VOLO network. The VOLO system is designed and offered for internal community notification and communication only. The
parties agree that the VOLO system cannot be utilized by CLIENT for Telemarketing or other types of solicitation communications.
- MODIFICATION: No amendments or additions to this Agreement shall be binding unless in writing and signed by the party to be charged, except as may herein otherwise be provided.
- NOTICES: All notices or requests, demands and other communications hereunder shall be addressed to the parties as follows: As to VOLO: VOLO, LLC, 200 E. Granada Blvd., Suite 206, Ormond Beach, FL 32176
As to CLIENT: ________ As to Management Company:_______________
- CONFIDENTIALITY: VOLO agrees to maintain the confidentially of CLIENT’s Confidential Information and to take all reasonable steps
necessary to protect CLIENT’s Confidential Information from disclosure. VOLO also agrees it shall not disclose Confidential Information to any third party or to any individual employee (other than an employee(s) having a need to know for the purposes contemplated in this agreement) or use the Confidential Information for other than for the purpose of performing the services under this agreement without the prior written consent of CLIENT unless compelled to do so under court order from a court of competent jurisdiction.
- GENERAL PROVISIONS: All matters pertaining to the validity, construction and effect of this agreement shall be governed by the laws of the State of Florida. The parties hereby agree that the venue and jurisdiction of any dispute arising hereunder shall be in Volusia County, Florida. If any dispute arises hereunder, the prevailing party shall be entitled to the costs and attorney’s fees from the losing party for enforcement of any right included in this agreement a Court of first jurisdiction and all Courts of Appeal. The Parties hereby voluntarily, knowingly and willingly waive trial by jury in any action, suit or proceeding directly or indirectly arising out of or in connection with this agreement. VOLO shall act as an independent contractor in performing the services described hereunder. Nothing contained in this Agreement shall be deemed to make VOLO the agent, employee, joint venturer or partner of CLIENT, or be deemed to provide CLIENT with the power or authority to act for or on behalf of VOLO or to bind VOLO to any contract, agreement or arrangement with any other person, except as specifically set forth herein.
- DEFENSE AND INDEMNIFICATION: CLIENT will be solely responsible and liable for any violation of law relating to utilization of the SERVICES. CLIENT shall defend, indemnify and hold VOLO (and its service providers) harmless from all lawsuits, demands, liabilities, damages, claims, losses, costs or expenses, including attorneys’ fees (whether by salary, retainer or otherwise), arising out of or resulting from, in whole or in part, a violation of such laws, the use of the calling list used for this service, the content of any message utilized by CLIENT, the services or products offered on behalf of CLIENT, or a breach of any of its representations or warranties hereunder. CLIENT will be solely responsible and liable for any such violations. The provision of this Article shall survive termination of this Agreement.
- MERGER: This Agreement terminates and supersedes all prior understandings or agreements on the subject matter hereof. Only a further writing that is duly executed by both parties may modify this Agreement. The terms and conditions of this agreement will supersede any additional terms provided unless mutually agreed to by both parties, including additional terms contained in standard purchase order documents and third party application terms.
- RESPONSIBILITIES OF CLIENT: CLIENT represents and warrants that it has authority to utilize the database of records, including list(s) of
names, telephone numbers and e-mail addresses used in association with the VOLO service.
- LIMITATION OF LIABILITY: VOLO will not be liable for any failure or delay in performance due in whole or in part to any cause beyond
VOLO’s reasonable control. In no event shall VOLO be liable for any special, indirect, incidental or consequential damages; VOLO SHALL
NOT BE LIABLE TO SUBSCRIBER FOR ANY DAMAGES WHETHER BASED IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY BEYOND A REFUND OF SUBSCRIBER FEES.
VOLO hereby agrees to perform the services described above. In witness whereof, the parties hereto have executed this agreement.