Terms And Conditions

 

FEES:
The total amount of the Account Activation Fee will be charged to Company’s credit card upon submission of this Agreement with Company’s signature.
One-Time Account Activation Fee: $59.99
Lead Fee: $35.00 per Lead
Company authorizes CSD to charge to Company’s credit card an Account Activation Fee upon submission of this Agreement and replenish it on a Lead-by-Lead, daily, weekly or monthly basis based upon Agreement.
Replenishment of the Lead Fee will be billed to Company’s credit card. CSD may pre-authorize such charges with the credit card company. All statements of charges to Company’s credit card will be sent directly via email. If for any reason the Lead Fee is declined CSD will notify the Company and will not send any more leads until the issue is remedied. CSD is not responsible for any charges or expenses (e.g., for overdrawn accounts, exceeding credit card limits, etc.) resulting from charges billed by CSD.
Company must contact CSD with any changes to Customer account either by phone or email.

END USER:
End User shall be defined as an individual or business giving CSD a Lead. CSD will give Company a Lead based on criteria below.

LEADS:

CSD receives Online Requests For Quotes and Phone Requests For Quotes from End Users, which shall be described as Leads. Leads shall be distributed to Company based upon Category and Geographical Preference located herein this Agreement. The Lead will be sent to the Company by email and/or SMS. This shall constitute a transaction by and between CSD and Company, thereby triggering a Lead Fee. A Lead will include the following information:

End User Name
End User Title
End User Address
End User Phone Number
End User Email
Notes, Comments or Detailed Description Of Product Or Service Being Requested By End User

REFUNDS:
Refunds on a per Lead basis shall be submitted to credit@consumersourcedirect.com. Credit will be given only by CSD’s sole discretion based upon CSD’s quality control authentication.

COMPANY PROFILE:
Company may be given the opportunity to submit their profile on the consumersourcedirect.com website. The site may display information about the Company including but not limited to Company name, phone number, email, address, owner name and other relevant information. Company hereby authorizes CSD to include information on the consumersourcedirect.com website. If company does not want to include their profile on the CSD website, they must submit an email to finance@consumersourcedirect.com indicating that they do not want a profile on consumersourcedirect.com.

CSD Obligations.

Leads will be distributed to Company based upon Geographical Preference set out above. Leads will be delivered via email and/or SMS.
Activity statements, summarizing leads sent to the Company during the preceding month.
Online Portal where Company can login to view leads.
CSD cannot guarantee number of leads generated. This varies based upon geographical location and End User interest in any particular category.
CSD sends leads on its sole discretion to any Company. CSD will make every effort to ensure the quality and quantity of the Leads sent to Company.

Company Obligations.
Company shall honestly and accurately represent its products and services to End Users and shall prominently disclose to End Users all essential contract or sale terms, including, without limitation, fees, cancellation penalties, and length of term of service, if applicable.
Company shall honor all rate and fee schedules under the terms offered to End Users. “Bait & switch” tactics will not be tolerated and will be cause for termination of service at CSD’s option.
Company shall contact End Users in a polite, professional manner, limiting the number of calls-per-day within commercially reasonable standards, calling during normal business hours based on time zone of lead origin and otherwise complying with all applicable marketing laws.
Company shall perform all of its obligations hereunder including, without limitation, with respect to End Users, in accordance with industry standards and in compliance with all applicable laws and regulations.
Company will not submit a Lead using the ConsumerSourceDirect.com web site within any Category on the web site in which the Company’s products are also offered.
Company agrees not to distribute or re-sell Leads to any third party without express written permission from CSD. CSD is not responsible for any failure to receive the Leads for any reason, including but not limited to spam filters, address-book filters, filters imposed by internet service providers, or failure on the part of the Company’s email servers or internet service provider to deliver the Leads.

TERM:
The effective date of this agreement is the date of activation of the Company’s account. CSD may terminate this Agreement at any time. The Company may terminate this Agreement at any time by providing prior written notice of intent to terminate to Consumer Source Direct LLC at Finance@ConsumerSourceDirect.com. Within five (5) business days of receipt of such notice, CSD will close the Company’s account, will charge the Company’s credit card for any outstanding Fees, and will send the Company a final statement. Any requests for credits must be submitted within one (1) business day of the Company’s notice of intent to terminate. This Agreement shall automatically renew on an annual basis unless otherwise terminated prior by either party.

Representations and Warranties; Indemnifications.
Company represents, warrants and covenants that: (i) all of the information provided to CSD hereunder is truthful and not misleading, fraudulent, defamatory, libelous, threatening, harassing, or obscene; (ii) Company is authorized to provide the products and services set forth in the Online Form and Phone Form; (iii) Company has the right to use each copyright, trademark, trade name, service mark, graphic, photograph, or any other intellectual property in the way it is used under this Agreement; and (iv) all statements to End Users, advertising copy or materials and any linked advertising shall comply with all applicable laws and regulations.

Company shall indemnify, defend and hold harmless CSD and its affiliates, and each of their respective officers, directors, agents and employees (“CSD Parties”), from and against any and all claims of loss, liability, costs or expenses (including reasonable attorneys’ fees) made against or sustained by them based on, arising out of or relating to (i) any third party claim arising out of or relating to a breach of any representation, warranty or covenant of Company hereunder; or (ii) the Order Form, Phone Form, or any products or services of Company, or (iii) any disputes between Company and an End User.

DISCLAIMERS
CSD MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR NON-INFRINGEMENT OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE CONSUMERSOURCEDIRECT.COM WEB SITE, ANY PRODUCTS, SERVICES OR INFORMATION PROVIDED THROUGH THE CONSUMERSOURCEDIRECT.COM WEB SITE, OR THE ACCURACY OF, OR RESULTS TO BE OBTAINED BY, THE CONSUMERSOURCEDIRECT.COM WEB SITE. CSD is not involved in any actual transactions between End Users and Company through the Lead programs. Thus, CSD has no control over the ability of End Users to purchase items or qualify for leases and other forms of credit. CSD cannot and does not control whether or not End Users will complete the purchase of items for which they have requested proposals or quotes. Because user authentication on the Internet is difficult, CSD cannot and does not guarantee that each End User or supplier is who they profess or claim to be. End Users and suppliers will be able to communicate directly with each other before any transaction is complete. In the event Company has a dispute with one or more End Users, Company releases all CSD Parties from any claims, demands, and/or damages arising out of or in any way connected with such dispute.
Limitation of Liability

IN NO EVENT WILL ANY CSD PARTIES BE LIABLE FOR ANY DAMAGES CAUSED BY ANY QUOTE PROVIDED BY COMPANY TO AN END USER, OR TRANSMISSION, COMMUNICATIONS OR COMPUTER SYSTEM FAILURES. IN NO EVENT WILL ANY CSD PARTIES BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR OTHER DAMAGES. IN NO EVENT WILL THE TOTAL LIABILITY OF THE CSD PARTIES EXCEED THE AMOUNT OF FEES PAID UNDER THIS AGREEMENT DURING THE PRIOR TWELVE (12) MONTH PERIOD.

Miscellaneous
CSD does not approve of, or endorse, any product or service by electronically publishing the Company Profile. CSD may publish Company Profile for any other person at any time. The Company and CSD are independent contractors, and no agency, partnership, or joint venture is intended or created by this Agreement. This Agreement shall be governed by the laws of the State of New York without regard to its conflict of law provisions. All disputes in connection with this Agreement shall be subject to the exclusive jurisdiction of the federal or state courts located in New York County, New York State and the parties consent to personal jurisdiction. This Agreement may not be amended other than in a written instrument signed by both parties. No waiver shall be enforceable against a party unless in writing and signed by such party. No waiver hereunder shall constitute a waiver of any subsequent breach. This Agreement is personal to Company and may not be assigned without the prior written consent of CSD. CSD may assign this Agreement to any affiliate or any successor entity in a merger, consolidation, business combination or sale of all or substantially all of its assets. This Agreement will be binding upon and shall inure to the benefit of the parties and their respective permitted successors and assigns. This Agreement constitutes the entire agreement between CSD and Company, and supersedes any prior verbal or written agreements, regarding the subject matter hereof. No terms of any Purchase Order or acceptance shall be binding on either party unless executed by both parties.

Intellectual Property.
Company may identify CSD as the source of a Lead but otherwise shall have no right to use any logo(s), tradename(s) or trademark(s) (the “Marks”) of CSD or its affiliates without CSD’s prior written approval.

Company grants CSD a license to display, perform, publish, modify and transmit all Company Profile information furnished for the purposes contemplated hereby, and to use the Marks of Company or its affiliates, as designated by Company, (i) for the purposes of (x) identifying Company to End Users or other ConsumerSourceDirect.com web site visitors, (y) identifying Company on the ConsumerSourceDirect.com web site’s applicable category pages, or (z) otherwise fulfilling CSD’s obligations hereunder, and (ii) to promote and market ConsumerSourceDirect.com and Company’s representation thereon in marketing and promotional materials.


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