BillCutterz Terms & Conditions
RecitalsA. BillCutterz.com (BC) is experienced as a consultant and advisor to individuals, companies or organizations wishing to lower their monthly bills in the general areas of, but not limited to, utility, Internet, cable TV, telephone, mortgage, insurance, printing fees, banking and brokerage fees, etc.
B. BC is also experienced as a communications specialist and has particular working knowledge of corporations who provide the above described services.
C. BC is A+ rated by the Better Business Bureau (BBB) (bbb.org).
D. Customer desires to enter in to this Agreement with BC and BC is willing to provide services to customer under the terms and conditions of this Agreement.
E. BC agrees to perform its duties hereto as an independent contractor. Nothing contained herein shall be considered as creating an employer-employee relationship between the parties to this Agreement. Customer shall not make social security, worker's compensation or unemployment insurance payments on behalf of BC. The parties acknowledge and agree that BC cannot guarantee the results or effectiveness of any of the services rendered or to be rendered by BC hereunder. Rather, BC shall conduct its operations and provide its services in a professional manner and in accordance with good industry practice. BC will use its best efforts and does not promise results. NOW THEREFORE, for and in consideration of the mutual promises and covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:
1. EngagementCustomer retains BC as an independent contractor, to explore discounts regarding customer's monthly/quarterly/annual service bills and instigate actions to save customer monies on these bills through BC's proven methodologies and techniques. Customer authorizes BC to receive duplicate bills/statements from customer's respective service provider such that BC can validate discounts received have been implemented. Customer agrees to assist BC with passwords or coding to allow BC to view their respective service provider's statements online and over the Internet. Customer also agrees to cooperate with BC such that BC can render its respective services in the most competent fashion possible. This will include a consultation regarding your bills once they have been received by BC and may include the customer's contacting their respective service provider to allow BC to do its job on their behalf. BC agrees to make itself available to render its services in this capacity to customer under the terms and conditions hereinafter set forth.
2. DutiesDuring the term of this Agreement, BC agrees to assist customer in the following general areas: a.) To ascertain what discounts may be available for customer's existing service bills; b.) To communicate with customer's respective billing corporations and incorporate the most viable discounts available to customer without sacrificing customer's desire for services he/she wants; c.) To reduce customer's bills through utilization of BC's expertise and corporate communication capabilities.
3. Compensation, Late Fees, CollectionsIF BC DOES NOT SAVE THE CUSTOMER MONEY, THEN THERE ARE NO FEES CHARGED TO THE CUSTOMER WHATSOEVER.
a.) If BC does obtain discounts on its customer's service bill(s), then BC will receive, and the customer will be responsible for paying, a fee representing 50% of the total discounted savings that the customer received through BC's negotiations with the customer's service provider(s).
b.) The customer will be invoiced by BC for 50% of the savings which BC negotiated on behalf of the customer. On the customer's first invoice, the customer will have the option to pay in full for the entire discounted savings with an additional 10% discount, unless the customer's bill fluctuates on a monthly basis, in which case the customer must be billed monthly. If the customer elects to pay in installments, the customer can make monthly payments to fulfill his/her compensation obligations over time. Should the customer opt to pay his/her monthly invoice through BC's installment program, the following will apply: 1.) Payment is made monthly by the customer to BC consisting of 50% of the total discount received during a one-month billing cycle. 2.) The customer will be invoiced by BC monthly and the customer will pay BC the respective amount within 17(seventeen) days of billing. 3.) BC will continue to bill the customer for a billing cycle reflecting the amount of months BC was able to negotiate the discount(s). 4.) If BC does not receive payment in full by the due date on the customer's bill, the customer may be charged a late fee of $5.00 per month, subject to the maximum allowed by law. BC may use a collection agency and the customer agrees to pay collection agency fees BC incurs to collect payment. If BC accepts late or partial payments, BC does not waive its rights to collect all amounts that the customer owes, including late fees. If the customer's check, electronic funds transfer payment, including debit or Automated Clearing House payment, or other payment is dishonored or returned, BC may charge the customer $35, or the maximum amount allowed under applicable law. Late payment, non-payment or collection agency fees are liquidated damages intended to be a reasonable advance estimate of BC's costs resulting from late payments and non-payments by our customers; these costs are not readily ascertainable and are difficult to predict or calculate at the time that these fees are set. At any time the customer can choose to pay the remaining balance in full or pay more than the amount owed. BC will adjust the bill accordingly.
4. TermsThis Agreement will remain in effect while the customer is still receiving a discount provided by BillCutterz' services. For example, BC may negotiate a discount on a customer's bill for a twelve (12) month timeframe; if this is the case, unless BC can negotiate an extension of this twelve (12) month timeframe, then the customer's contract with BC will expire after a twelve (12) month billing cycle. If BC does obtain an extension on the discount period for its customer, then this contract will terminate after that extended timeframe. The above suggested timeframe will reflect a 3, 6, 9 or 12 month period, or any timeframe that may apply to a discount period that the customer receives.
5. TerminationThis Agreement shall terminate (effective date):
a.) If there has been a material breach of this Agreement and such breach has not been cured by the alleged breaching party on or before thirty (30) days from the date of the receipt of a written notice from the non-breaching party detailing the breach; b.) At the discretion of BC's President upon ten (10) days written notice to customer.
6. Accuracy of Information and IndemnificationThe Customer agrees to furnish to BC complete, truthful and accurate information in all respects in connection with the performance by BC of the services contemplated hereunder. No such information shall contain any untrue statement of material fact nor omit to state any material fact necessary in order to make the statements made with respect thereto not misleading in light of the circumstances under which the statements were made. The customer agrees to cooperate with BC in the performance of BC's services. BC agrees to comply with all legal and/or regulatory rules and restrictions pertaining to services provided hereunder, including, but not limited to, disclosure of possible conflicts of interest that may result from BC's operations. In connection with this engagement and in addition to any other rights available under common law or otherwise, the customer agrees to indemnify and hold harmless BC and its affiliates, agents and employees, and each other person, if any, controlling BC or any of its affiliates (collectively, "Indemnified Persons"), from and against, and the customer agrees that no Indemnified Person shall have any liability to the customer or its owners, parents, affiliates, security holders or creditors for, any losses, claims, damages or liabilities (including actions or proceedings in respect thereof) (collectively "Losses") (A) related to or arising out of (i) the customer's actions or failures to act (including from untrue statements made or omissions or information provided, by the customer or its agents included in any information conveyed by BC on behalf of the customer) or (ii) actions or failures to act by an Indemnified Person with the customer's consent or in reliance on the customer's actions or failures to act, or (B) otherwise related to or arising out of this engagement or BC's performance hereunder, except that this clause (B) shall not apply to any Losses that are finally judicially determined to have resulted primarily from the bad faith or gross negligence of the Indemnified Person. If such indemnification is for any reason not available or insufficient to hold the Indemnified Person harmless, the customer agrees to contribute to the Losses involved in such proportion as is appropriate to reflect the relative benefits received (or anticipated to be received) by the customer and by BC with respect to the engagement or, if such allocation is judicially determined unavailable, in such proportion as is appropriate to reflect other equitable considerations such as the relative fault of the customer on the one hand and of BC on the other hand; provided, however, that, to the extent permitted by applicable law, the Indemnified Persons shall not be responsible for amounts which in the aggregate are in excess of the amount of all fees actually received by BC from the customer in connection with this engagement. The customer shall reimburse each Indemnified Person for all expenses (including without limitation reasonable fees and disbursements of counsel and expenses incurred in connection with preparing for and responding to third party subpoenas) as they are incurred by such Indemnified Person in connection with investigating, preparing for or defending any action, claim, investigation, inquiry, arbitration or other proceeding ("Action") referred to above (or enforcing this agreement or any related engagement agreement), whether or not in connection with pending or threatened litigation in which any Indemnified Person is a party, and whether or not such Action is initiated or brought by BC. The customer further agrees that it will not settle or compromise or consent to the entry of any judgment in any pending or threatened Action in respect of which indemnification may be sought hereunder (whether or not an Indemnified Person is a party therein) unless the customer has given reasonable prior written notice thereof and used all reasonable efforts, after consultation with BC, to obtain an unconditional release of each Indemnified Person from all liability arising there from.
7. Restriction on UseBy agreeing to the terms of this Agreement you represent and warrant that you shall not in any manner engage in or attempt to engage in any of the following actions, in whole or part while accessing the Site and using the Services:
a.) Transfer or assign the license granted hereunder;
b.) Remove any proprietary notices included on the Site, in the program, in any software and/or Content;
c.) Attempt to interfere, probe, circumvent, breach, scan or test the vulnerability of any system or network, or tamper with or in any manner compromise the security or authentication measures, or the functionality of the Site for any reason;
d.) Attempt to interfere, probe, circumvent, breach, scan or test the vulnerability of any system or network, or tamper with or in any manner compromise the security of any computer or network connected to the Site;
e.) Except as expressly provided under this Agreement, no Content may be copied, reproduced, republished, uploaded, downloaded, posted, publicly displayed, encoded, translated, distributed or transmitted (including but not limited to publishing or posting any text, graphics or material);
f.) Forge or otherwise manipulate any TCP/IP packet header or any part of the header information in order to disguise the origin of Content;
g.) Intentionally make available any "spoofed" files or data, or identify files in a manner intended to mislead or deceive Users as to the properties and/or content of such files;
h.) Utilize BC Content for any non-personal or commercial purpose or for the benefit of any third party, or post any information for which you were compensated or granted any consideration;
i.) Act in any manner that negatively affects other Users, or interferes with or disrupts the normal functioning of BC;
j.) Trace, seek to trace, reverse-look up, collect, store, copy, redistribute and/or transfer any information or communications of other Users or monitor, interdict or intercept data, information communications, and/or Content transferred through or made available to or by BC;
k.) Use BC to post, transmit, modify, delete or damage any information contained on the personal computer of any Users, or post or transmit, or caused to be posted or transmitted, any communication or information designed to obtain password, account or private information from any other User;
l.) Impersonate another User or provide false identity information to gain access to or use BC, or use any User password or username or BC Account without authorization;
m.) Engage in any activity which violates, or encourages any conduct that would violate, or transmit or communicate any data that is unlawful, harmful, threatening, abusive, tortuous, harassing, defamatory, vulgar, obscene, pornographic, offensive, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
n.) Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
o.) Infringe the intellectual property rights, patent, trademark, trade secret, copyright or proprietary rights, or rights of publicity or privacy, of any person or entity;
p.) Transmit or communicate any data that contains viruses, worms or any other potentially damaging software or computer programs designed to interrupt, destroy or limit the functionality of the Site;
q.) Transmit, access or communicate any data that you do not have a right to transmit under any law or under contractual or fiduciary relationship (such as inside information, and/or proprietary and confidential information), or that would violate any statutory or common law privacy rights.
USE OF BILLCUTTERZ OR ANY PART OF THE PROGRAM OR SITE, EXCEPT AS PERMITTED HEREIN, IS STRICTLY PROHIBITED.
8. Site and ServicesBillCutterz.com reserves the right to make changes or updates to the Site, Content or Services, including but not limited to adding to, deleting, changing or improving any of the information, services, programs, interfaces and technology, at any time without notice.
YOU ARE RESPONSIBLE AND LIABLE FOR VERIFYING THE ACCURACY OF ANY SUCH CLAIMS, OFFERS AND PROMOTIONS BY THE THIRD PARTY PROVIDER BEFORE PURCHASING OR DEALING WITH ANY OF ITS PRODUCTS OR SERVICES.
Any transactions or dealings made by you with any third parties in association or connection with the Services, including any offers, promotions, claims or representations made in any Content provided through the Services, your participation in any promotions offered by any third party, and the purchase of any third party products and services and/or any other conditions, terms, representations or warranties associated with such offers, promotions, are exclusively between you and the third party.
11. Limitation of LiabilityBILLCUTTERZ SHALL IN NO EVENT BE LIABLE OR RESPONSIBLE FOR ANY DAMAGES TO YOU OR TO ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STATUTE OR ANY OTHER LEGAL THEORY, OR OTHERWISE, FOR ANY SPECIAL, DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO BILLCUTTERZ.COM, THE USE OR INABILITY TO USE BY ANY PARTY OF THE CONTENT, THE SITE OR ANY THIRD-PARTY SITE TO WHICH THE SITE IS LINKED, OR IN CONNECTION WITH ANY FAILURE OF PERFORMANCE, INTERRUPTION, OMISSION, DEFECT, ERROR, DELAY IN OPERATIONS OR TRANSMISSION, VIRUSES OR LINE OR SYSTEM FAILURE, EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. BILLCUTTERZ WILL HAVE NO LIABILITY TO YOU OR TO ANY THIRD-PARTY CONTENT UPLOADED OR DOWNLOADED FROM THE SITE OR THROUGH THE SERVICES.
a) AssignmentUnless otherwise agreed to in writing by both parties hereto, the rights, obligations and benefits established by this Agreement are not, and shall not be, assignable by either of the parties hereto, and any such attempt of assignment shall be null and void and of no effect whatsoever.
b) Compliance IssuesBC shall comply with all laws and regulations, whether federal or state, applicable to the services provided by it.
c) Entire AgreementThis Agreement contains the entire agreement of the parties with respect to the subject matter hereof, and may not be changed.
d) Waiver of BreachThe waiver by either party of a breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by the other party.
e) Construction of LanguageThe language used in this Agreement shall be construed as a whole according to its fair meaning, and not strictly for nor against either party.
f) Captions and HeadingsThe paragraph headings throughout this Agreement are for convenience and referenced only, and shall in no way be deemed to define, limit, or add to the meaning of any provision of this Agreement.
g) Collection ServiceBC reserves the right to employ/engage the services of a Collection Agency should the customer be delinquent by 30 (thirty) days in paying their respective monthly statement as provided by BC.
h) State LawThis agreement, its interpretation, and its application shall be governed by the laws of the State of Texas, and the parties agree that venue shall be in the federal and state district courts of Nueces County, Texas.
i) CostsIn the event of any legal proceeding between any of the parties to enforce or defend the terms and rights set forth in this Agreement, the prevailing party or parties shall be paid all costs of such legal proceeding, including but not limited to reasonable and necessary attorney's fees, court costs, travel, etc., by the other party or parties.
j) Counterparts to This AgreementThis Agreement may be executed in several counterparts, each of which shall be an original, and such counterparts shall together constitute one and the same instrument.
k) Notices and WaiversAny notice or waiver required or permitted to be given by the parties hereto shall be in writing and shall be deemed to have been given, when delivered, three (3) business days after being mailed by certified or registered mail, faxed during regular business hours of the recipient and there is confirmation of receipt, or sent by prepaid full rate telegram to the following address:
Attn: Mr. Barry Gross
10201 S. Padre Island Drive, Suite 216
Corpus Christi, TX 78418
Fax: (361) 949-0346
l) Binding Agreement
This Agreement shall bind and inure to the benefit of BC and the customer and their respective heirs, representatives, successors and assigns. The parties have executed this Agreement to be effective as of the day and year first above written notwithstanding the actual date of signatures.