Terms & Conditions

THIS SERVICE AGREEMENT is between CMR Incorporated d.b.a. Call Management Resources 4449 Easton Way, Columbus, OH 43219 and the Customer herein referred to as “client” or “customer”. 

PURPOSE OF AGREEMENT: The purpose of this Agreement and any Addendums is to state the terms and conditions under which Call Management Resources will provide Answering, Message taking and Message Delivery to the Customer. 

NOW, THEREFORE, in consideration of the mutual promises contained in this Agreement, the parties agree as follows: 

1. CHARGES: Customer agrees to pay the fees and charges for each item of service provided by Call Management Resources pursuant to the attached Schedule of Fees. Client understands that they will be billed for all of the following activities depending upon the design of their account(s) and specific charge structure, but not limited to: Incoming call answering, message taking, dispatching, paging, outbound calling, patching, fax message delivery, automated greeting/voice mail, automated message delivery/retrieval, operator-assisted message delivery/retrieval, account set up. Post start up account maintenance and changes, message/call research, account-specific staff training, other services may in incur additional charges and will be discussed or quoted as needed. 

2. CHANGES TO CHARGES: Unless otherwise prohibited by law, Call Management Resources may at any time and in its sole discretion, change or modify the monthly rates, fees and surcharges you are billed for Services, including any additional charges or fees for equipment or third-party services. Call Management Resources shall give a 28-day notice to Customer of any such changes by e-mail, regular mail, posting online on Call Management Resources website, recorded announcements, or messages, bill message, bill insert, letter or call to Customers billed telephone number or any other landline or wireless telephone number Customer has provided to Call Management Resources. Customer accepts the changes if Customer pays for or continues to use the services Call Management Resources provides after notice of a change. If Customer does not agree to the change made by Call Management Resources, Customer must stop using the services and notify Call Management Resources. The waiver of any fees or charges is at Call Management Resources discretion. 

3. Schedule of Fees. See Schedule of Fees 

4. DEPOSITS: Customer shall be required to pay a deposit for services at the time of the signing of this agreement. The original amount of the deposit shall be stated in the Billing Agreement. At the request of Call Management Resources, deposits may be recalculated and adjusted at any time to reflect an average of Customer’s three highest bills. Upon written documentation of the need for a deposit increase presented to Customer by Call Management Resources, Customer shall pay an additional amount to increase the amount of the deposit. At the time-of-service termination, Customer may request that the deposit be applied to the charges that are due, as long as the Customer has complied with all terms relating to cancellation of the service agreement as stated in paragraph 7. 

5. TERM OF AGREEMENT: The term of this Agreement shall commence on the date of electronic or traditional mail notification from us that your account is programmed and active, and/or date we begin processing calls on your behalf. The Original term of this agreement shall be for 1 (One) billing cycle of 28 days. 

6. SERVICE AGREEMENT RENEWAL: This Service Agreement shall automatically and continuously renew for a new term of agreement of the same length as specified in Paragraph 5 above unless a 28 day written notice to terminate services is received by Call Management Resources before the end of an original or a later renewed term. Additionally, Call Management Resources may change the billing rate at the end of any term pursuant to a written/faxed/email notice specifying the new rate and forwarded to the Customer prior to the beginning of the new term. However, in the case of a rate increase notice Customer shall be given 5 business days after this notice is forwarded to reject the renewal with the new rates. Any rejection must be in writing delivered to Call Management Resources and received at the Call Management Resources offices by written/faxed/email rejection within those 5 business days. 

7. SERVICE AGREEMENT CANCELLATION: This Service Agreement may not be canceled by Customer before the end of the original term specified in Paragraph 4. Further, unless other terms of this Service Agreement state differently, once this Service Agreement has been renewed, it may not be terminated by the Customer during the renewal term, and it will continue in force until a valid 28 day written notice to terminate services is received by Call Management Resources before the end of the renewal term as determined by Paragraphs 5 and 6 above. Call Management Resources reserves the right to refuse, revoke and/or to terminate service to any Customer at any time for any reason with 24-hour notice to Customer. If Call Management Resources terminates its services, the Customer will be billed and be accountable for charges up to and including the date of termination. 

8. CHARGES FOR IMPROPER CANCELLATION: Accounts canceled either before the end of the original or renewed term or without the required 28 day written notice will be billed in full for the balance of the original or renewed term of the Agreement (as listed in Paragraph 5) at the current recurring charge rate as determined in Paragraph 1 and 3 above. Said recurring charge rate shall be immediately due and payable in full. Additionally, the Customer will forfeit all deposits and advanced payments as an additional charge. 

9. FEE STRUCTURE CHANGES: If a Customer requests changes to the services it wishes Call Management Resources to provide, this change may result in additional charges to the Customer. Any additional charges will be itemized for the customer in a written Addendum provided to the Customer and signed by both parties. 

10. SERVICE AVAILABILITY: Services are available on a 24-hour, 7 day per week basis unless specified otherwise in this Service Agreement or any attached and signed Addendum. Holiday answering will incur an additional $20 charge for six standard holidays. Customer can opt-out of holiday service by notifying Call Management Resources as stated in the Notice section of this Agreement. Call Management Resources does not guarantee total availability of service due to equipment failure, telephone company failure, Toll-Free # failure, power failure, computer failure, unavoidable lack of suitable labor, human error or natural and/or unnatural occurrences. Call Management Resources reserves the right to power down its system(s) at the most cost-effective and opportune time in order to do maintenance, repairs and/or upgrades, and this work may be done during normal business hours. Any unscheduled downtime longer than a 2-hour period will be made known to Customer if time and available personnel permit. 

11. EMPLOYEE SOLICITATION: No customer shall solicit an employee to leave the employment of Call Management Resources. Any Customer who solicits employees away from the employment of Call Management Resources or its divisions in order to be employed by the Customer or any Customer who hires an employee of Call Management Resources will be subjected to an employee separation fee of 30% of the yearly wage of the employee or $1500.00 whichever is greater. If the employee of Call Management Resources gives eight (8) weeks notice of termination in order to pursue employment with the Customer, no fee will be imposed. 

12. PAYMENT TERMS: PAYMENT “IN FULL” IS DUE UPON RECEIPT OF YOUR STATEMENT. If a grace period for payment is needed, client has until the due date at the bottom of the statement. If payment is not received by the due date, a late charge of 3 (three) percent is applied. Refusal to pay late charges will result in service termination. If payment, plus the late charge is not received by the beginning of the next billing period, service will be TEMPORARILY TERMINATED. We will attempt to reach you during normal business hours for a period of one (1) day to notify you of service termination. If we are unable to reach you through normal communication channels, service will be temporarily terminated WITHOUT NOTICE. If payment is not received IN FULL, our collections officer may at his/her discretion turn your account(s) over to our collection agencies. They, or us, will have full authority to take any and all legal means necessary to collect said account(s). Further, all normal legal expenses (including attorney fees) will be added to the account(s) being collected and will become part of the balance due. When payment IN FULL is received, your service will be reinstated. A reconnection fee, at a minimum of $150, or a maximum, equal to your base fee, whichever is greater may be charged to reinstate service. We reserve the right to apply a deposit or charge additional deposits if service has been terminated for non-payment. Service may only be reinstated during normal business hours, excluding Holidays. A $35.00 fee will be charged on checks returned for insufficient funds. 

13. PAYMENT OPTIONS: By selecting either of the recurring payment methods, you are certifying that you are a duly authorized Checking/Savings account user or credit card user, and therefore authorize Call Management Resources to withdraw funds via said payment method. ACH/Direct Debit or credit card recurring payment terms will remain in full force and effect until Call Management Resources has received written notice and has been afforded a reasonable opportunity to act on it. Invoices are generated every 28 days on a Thursday and your account will be debited within 5 days from the date of each invoice. 

15. GUARANTEE: It is the goal of Call Management Resources to provide the best possible service to the Customer. However, no system is perfect, and Customer is purchasing a shared operator and/or shared voice & data service. If an error is made in the servicing of Customer’s account, Call Management Resources will gladly refund upon request and at a minimum, the actual cost for that portion of service (a message/call unit, call out unit, delivery unit, time unit, etc.) minus any local or Toll-Free # transmission cost. At a maximum, Call Management Resources does not assume any liability or responsibility, beyond the return of one month’s base fee, for any damages resulting from a failure to perform any services under this Service Agreement, even when the failure is a result of our negligence, misconduct, error or omission, and Customer agrees to this limitation of liability. Accordingly, Customer and Customer’s insurer are aware, and they do accept that this express disclaimer of liability is an integral part of the contractual relationship between Customer and Call Management Resources. and its divisions, officers, and employees. Customer agrees that it will protect, defend, indemnify, and hold harmless Call Management Resources and its divisions, officers, and employees from any claim or liability that may be asserted by any party, including Customer and Customer’s insurer for any loss in excess of the above that might be incurred as a result of any action on the part of Call Management Resources. and its divisions, officers, and employees. Errors must be brought to the attention of Call Management Resources management in writing no later than 28 days from the occurrence in order to be considered for any credit or refund. Customer understands that operator-assisted calls routed through the call center may be monitored and are recorded for the purposes of quality control. Message retention for voice mail is 4 days, text messages/orders are 2 years, and live recorded calls are 2 years, unless specified otherwise. Customer understands and agrees that any local or Toll-Free # issued to the Customer as part of the services provided by Call Management Resources belong exclusively to Call Management Resources, shall be deemed the ultimate owner and end-user of such numbers at all times. 

16. EFFECTIVE TERMS OF THIS SERVICE AGREEMENT: 

Governing law: This Agreement shall be construed under and in accordance with the laws of the State of Ohio. Suit to enforce any provision of this agreement or to obtain any remedy with respect hereto may be brought in the courts of Franklin County, Ohio, and for this purpose, each party hereby expressly and irrevocably consents to the jurisdiction of said courts. 

Legal construction: In case any one or more of the provisions contained in this Agreement shall for any reason held invalid, illegal, or unenforceable in any respect, that invalidity, illegality, or unenforceability shall not affect any other provision, and this Agreement shall be construed as if the invalid, illegal, or unenforceable provision had never been contained in it. 

Parties bound: This Agreement shall be binding on and inure to the benefit of the parties and their heirs, executors, administrators, legal representatives, successors and assigns as permitted by this Agreement. 

Assignment: This Agreement may be assigned by Call Management Resources without the prior written consent of the other party, and if assigned, this Agreement shall inure to the benefit or and be binding on the successors and assigns of Call Management Resources. 

Prior agreements superseded: This Agreement with any signed Addendums constitutes the sole and only agreement of the parties and supersedes any prior understandings or written or oral agreements between the parties respecting the subject matter of this Agreement. 

Notices: Unless otherwise specified in this Agreement, notices to Customer may be made via e-mail, regular mail, posting online on Call Management Resources website, recorded announcements, or messages, bill message, bill insert, letter, or call to your billed telephone number or any other landline or wireless telephone number you have provided to Call Management Resources. It is your responsibility to check for such notices. Unless otherwise specified in this Agreement, any notices or reports required by this Agreement to be given by Customer to Call Management Resources shall be made in writing to Call Management resources at the address shown at the beginning of this Agreement. 

Amendments: This Agreement may be amended by the parties only by a written agreement signed and executed by both parties.