These terms and conditions (“Terms”) (together with our Privacy Policy (detailing our use of your personal information) and our Terms of Website Use tell you information about us and the legal terms and conditions on which we provide our membership services (“Membership Services”) listed on our website www.intouchnetworks.com (our “Website”) to you.

References to “In Touch”, “we”, “us” and “our” refer to In Touch Networks Limited and to “you” and “your” are to you, the member.

These Terms apply to the contract between us relating to our provision of, and your use of the Membership Services only (the “Contract”).  If you wish to purchase other services then the terms and conditions relating to our additional services can be found at us.intouchnetworks.com.

Please take the time to read these Terms before signing up to our Membership Services, as they include important terms which apply to you. Please note that by signing up to our Membership Services, you agree to be bound by these Terms and the other documents expressly referred to in them.  Before signing up to our Membership Services you will be asked to agree to these Terms.  If you do not accept these Terms, you will not be able to use the Membership Services.

When signing up to our Membership Services on our Website, please click on the button marked “I Accept” when completing your registration if you accept these Terms.

When you sign up to our Membership Services by telephone with one of our membership managers they will refer to these Terms as applying to your membership.

KEY MEMBERSHIP TERMS

Your subscription to the Membership Services will auto-renew at the end of each subscription period unless you notify us that you do not wish to renew at least 30 days before this and particular attention should therefore be paid to clauses 5 and 9;

• Payment for renewal of your subscription will be taken 14 days’ prior to the end of each subscription period and you should pay particular attention to clauses 5.3 and 9.3;
• We are responsible for loss or damage you suffer that is a foreseeable result of our breach of these Terms.  However, please note that we will not be liable for an amount that exceeds the price of your membership for the subscription period during which the loss occurred and you should pay particular attention to clause 11.

We may amend these Terms from time to time, as noted in clause 5.  You should keep a copy of these Terms for future reference.  These Terms are only available in the English language.

1 | Information about us

We are In Touch (US) Inc, is a privately held company registered in Delaware, and our registered address is at 227 West Monroe Street, 21st Floor, Chicago IL 60606. Contacting us

2 | Contacting Us

2.1 | If you wish to contact us for any reason, the best way to do so is by email at customercare.us@intouchnetworks.com or hello@intouchnetworks.com, or by using our Contact Us form on the Website or using our live chat “Help” function on our Website.

2.2 | If we have to contact you or give you notice in writing, we will do so by email or by pre-paid post to the address you provide to us when you sign up to our Membership Services.

3 | Our Membership Services

3.1 | Details of our Membership Services are set out on the memberships page on our Website

3.2 | We will supply our Membership Services to you until either:

• 3.2.1 | your subscription expires in accordance with clause 9;
• 3.2.2 | either of us terminate the Contract in accordance with clause 10.

3.3 | We will provide the Membership Services with reasonable skill and care. Where we give a timescale for provision of any element of the Membership Services, this is an estimate only and whilst we will use our reasonable efforts to achieve any dates we have notified, we will have no liability for failure to do so.

3.4 | If you have subscribed to a package that includes any resume or coaching elements as part of your Membership Services then you must complete those elements within 8 weeks of the date of your Membership Confirmation referred to in clause 4.3.

3.5 | You have legal rights in relation to Membership Services not carried out with reasonable skill and care, or if not as described. Advice about your legal rights is available from your local Better Business Bureau. Nothing in these Terms will affect these legal rights.

Registration and contracting process

4.1 | You can register to use our Membership Services by one of two methods:

• 4.1.1 | via our Website – our Website pages will guide you through the steps you need to take to register for our Membership Services. You need to provide your full name, email address and phone number together with other information and you are responsible for ensuring that your registration details are complete and accurate. Our registration process allows you to check and amend any errors in your order before submitting it to us so please check carefully before confirming the details.
• 4.1.2 | by telephone – you can also register for our Membership Services over the phone by calling us on +1(312) 598-2800. One of our membership managers will take you through the registration process by telephone and you will need to provide the same information as during a website registration. Please note that our calls maybe recorded for training and monitoring purposes.

4.2 | You may also register your interest in our Membership Services (without subscribing to them) via our Website or by telephone by providing the information referred to in clause 4.1.1

4.3 | After you successfully registered for our Membership Services, you will receive an email from us acknowledging that we have received your registration and confirming that your membership profile has been verified, and accepted by us, and is active (“Membership Confirmation”). The Membership Confirmation will also confirm your portal log on details.

4.4 | Your membership will only be activated when we send you the Membership Confirmation at which point the Contract will come into force. Please ensure that you check your “Spam” folders as sometimes messages can get caught by filters.

5 Price and payment

5.1 | Subject to clause 9.3, the price of the Membership Services will be the price indicated:

• 5.1.1 | either on the order pages of our Website if you placed your order through our website, or
• 5.1.2 | advised to you by our membership manager if you placed your order by telephone.

5.2 | We use our best efforts to ensure that the price of the Membership Services is correct but from time to time our sales agents may make mistakes when quoting prices to you by telephone and/or our website may display an error in pricing. If this happens and is due to our genuine mistake we will follow this up and confirm the correct price with you at which point you can either agree to subscribe for the Membership Services at that correct price or not. If you still wish to subscribe for the Membership Services then the Contract shall be concluded with you in accordance with clause 4.2 but if you do not wish to subscribe to the Membership Services then no contract shall come into force with you.

5.3 | We accept payment by credit or debit card. You must make payment for your membership in advance on sign up and at least 14 days prior to any renewal of your Membership Services under clause 9 (unless we agree a different payment plan, in which case you agree to pay in line with such agreed timescales).

5.4 | If you do not make any payment to us by the due date we may (in addition to any other rights we may have) charge interest to you on the overdue amount at the rate of 4% a year above the base lending rate of the Federal Reserve System (FED) from time to time. This interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay us interest together with any overdue amount.

Our right to vary these Terms & the Membership Services

6.1 | We may revise these Terms as they apply to your Membership from time to time to the extent necessary to reflect changes in relevant laws and regulatory requirements and our business practices and procedures, including the technologies and payment methods we use.

6.2 | We may make amendments to the Membership Services to reflect changes in relevant laws and regulatory requirements and to implement minor technical adjustments and improvements, for example to address a security threat. These changes will not affect your use of the product.

6.3 | We are also entitled to make more substantial changes to the Membership Services, but we will provide you with at least thirty (30) days’ notice of these changes before they come into effect if they remove any material functionality or features. If you do not agree to any such changes you must notify us within that notification period and you will be entitled to a refund for any unused part of your Membership Services.

7 Availability

7.1 | We do not guarantee that our Website will be available 24/7 or that it will be free from errors or interruptions. We do not therefore guarantee that Membership Services will be available for viewing on the Website continuously or provided free of faults.

7.2 | In the unlikely event that there is any defect or error with a Membership Service you have signed up to we will use every reasonable effort to repair or fix the defect as soon as reasonably practicable and would request that you:

• 7.2.1 | contact us and tell us as soon as reasonably possible;
• 7.2.2 give us a reasonable opportunity to repair or fix any defect (in any event not less than 2 business days).

7.3 | We will contact you in advance to tell you if we will be suspending supply of your Membership Service due to errors, defects or other issues with our website, unless the problem is urgent or an emergency.

7.4 | If we suspend the supply of your Membership Services, or there is a defect or error which affects the provision of the Membership Services then no refunds or rebates of the price for the Membership Services shall be due or payable unless the Membership Services are affected for a period of more than 30 days in which case you shall be entitled to terminate the Contract and we will refund you a reasonable amount of the fees you have paid by reference to (i) the use you have made of the Membership Services up to that point, and (ii) the remaining period of your subscription.

8 Your Obligations

You agree that you shall:

8.1.1 | co-operate with us in all matters relating to the Membership Services;

8.1.2 | provide us with such information and materials as we may reasonably require in order to supply the Membership Services, and ensure that such information is complete and accurate in all material respects;

8.1.3 | not use the membership portal:

• 8.1.3.1 | for any purpose that is unlawful;
• 8.1.3.2 | to commit any act or fraud;
• 8.1.3.3 | to distribute viruses, malware, or other similar harmful software code;
• 8.1.3.4 | for the purposes of promoting unsolicited advertising or spam;
• 8.1.3.5 | to simulate messages from us or any other service or entity in order to collect identity information, authentication credentials, or other information (“phishing”);
• 8.1.3.6 | in any manner that disrupts the operation of our website or business or the website of any other entity;
• 8.1.3.7 | to represent or suggest that we endorse any other business product or service unless we have separately agreed to do so in writing;
• 8.1.3.8 | to gain authorized access to use of computers, data, systems, accounts or networks
• 8.1.3.9 | to attempt to circumvent password or user authentication methods.

8.2 | The membership portal may allow you to make submissions or otherwise communicate with other persons on the portal and when you make any such submissions or communications they must be:

• 8.2.1 | your own original work and lawfully submitted;
• 8.2.2 | factually accurate or your own genuinely held belief;
• 8.2.3 | provided with the necessary consent of any third party;
• 8.2.4 | not defamatory or likely to give rise to an allegation of defamation;
• 8.2.5 | not offensive, obscene, sexually explicit, discriminatory or deceptive; and
• 8.2.6 | unlikely to cause offence, embarrassment or annoyance to others.

Duration of your Membership Services

9.1 | When you sign up for the Membership Services, you will be asked to choose a length for the term of your initial subscription and subject to earlier termination under these Terms, the Contract shall continue in force for this period.

9.2 | On expiry of this initial subscription period (and any subsequent renewal period), the Contract shall automatically renew on the then current version of these Terms for a further period of time equal to your initial subscription period unless either you or we have given the other written notice to terminate the Contract, such notice to have been given no less than 30 days prior to the end of the initial subscription period or (as the case may be) any subsequent renewal period.

9.3 | The price for any renewal of your Membership Services under clause 9.2 shall be at our then current rates which we shall notify you of at least 45 days prior to the end of your then current term if the then current prices have increased by an amount above (i) the rate of increase in the retail prices index for the initial subscription period or renewal period (as the case may be), or (ii) 5%, whichever is the greater.

9.4 | Should our first attempt to take payment on renewal fail, we will attempt to take a second payment within the following 14 days and an admin charge of $25 will be levied in respect of our costs incurred in attempting to take the first payment. If the second attempt at taking payment fails then a further admin charge $25 shall be levied in respect of our costs incurred in attempting to take the second payment and we reserve the right to commence debt recovery procedures against you.

10 Termination

Early termination by you

10.1 | Without affecting any other right or remedy available to you, you may have a legal right to end the Contract because of something we have done or are going to do. These reasons include:

• 10.1.1 | we have told you about an upcoming change to the Membership Services or these Terms (other than pursuant to clauses 6.1 or 6.2) to which you do not agree;
• 10.1.2 | there is a risk that our ability to provide the Membership Services may be significantly delayed because of events outside our control;
• 10.1.3 | we have suspended supply of the Membership Services for technical reasons or notify you we are going to suspend them for technical reasons, in each case for a period of more than 14 days.

10.2 | Even if we are not at fault and you do not have a right to change your mind, you can still end the Contract before the end of the current subscription period but you will not be entitled to a refund of any fees paid. If you want to end the Contract before the end of your current subscription period re we are not at fault and you have not changed your mind just contact us to let us know and the Contract will end immediately.

Early termination by us

10.3 | We may end the Contract at any time by writing to you (with no liability to you) if:

10.3.1 | you breach the terms of this agreement (including the Terms of Website Use);

10.3.2 | you do not make any payment to us when it is due and you still do not make payment within 14 days of us reminding you that payment is due;

10.3.3 | you do not, within a reasonable period of time from us asking for it, provide us with information that is necessary for us to provide the Membership Services;

10.3.4 | you are in breach of your obligations set out in clause 8.

11 Our liability to you as a consumer

11.1 | If we breach the Contract, we are responsible for loss or damage you suffer that is a foreseeable result of our breach or our negligence, but we are not responsible for any loss or damage that is not foreseeable. Whether or not loss or damage is foreseeable is dependent on whether if such loss or damage was an obvious consequence of our breach or if it was contemplated by you and us at the time you signed up to the Membership Services.

11.2 | We will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

11.3 | Where we make documents or templates available to you, these are provided for information and assistance purposes only and nothing within them shall constitute the provision of legal advice. Before seeking to rely on any document or entering into any such documents or templates, we would suggest that you take independent legal advice.

11.4 | We will not be liable to you in connection with the Memberships Services for an amount that exceeds the total price of your membership subscription for the period during which the relevant liability arose.

11.5 | We do not in any way exclude or limit our liability for:

• 11.5.1 | death or personal injury caused by our negligence.
• 11.5.2 | fraud or fraudulent misrepresentation.

12 Intellectual property rights

12.1 | We own (or are a licensee of) all intellectual property rights in our Website/portal and in the material published on it. Those works are protected by copyright and other laws relating to intellectual property around the world. You are permitted to print off copies and download extracts from our Website or the material published on it for your own personal use provided that you do not modify these in any way or share these with third parties in any way (but you may draw the attention of others to material posted on our Website). You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text. Any use of extracts from the Website or materials published on it other than in accordance with this clause 12 for any purpose is prohibited.

12.2 | If you upload any copyright protected material (including photographs) to our Website, it is your responsibility to obtain the permission of the copyright owner and you agree to indemnify us and hold us harmless against any losses, damages, or penalties that we suffer as a result of you uploading any material in respect of which you do not have the permission of the copyright owner.

12.3 | Please see our Website Terms of Use for further details on our intellectual property rights and the content uploaded by our members.

13 Events outside our control

13.1 | We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under these Terms that is caused by an event outside our control which means any act or event beyond our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic, pandemic or other natural disaster, or failure of public or private telecommunications networks or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.

13.2 | If an event outside our control takes place that affects the performance of our obligations under these Terms:

• 13.2.1 | we will contact you as soon as reasonably possible to notify you; and
• 13.2.2 | our obligations under these Terms will be suspended and the time for performance of our obligations will be extended for the duration of the event outside our control. Where the Event Outside Our Control affects our delivery of Membership Services to you, we will arrange delivery of the relevant Membership Services to you after the event outside our control is over.

13.3 | If the event outside of our control continues for longer than 30 days then you shall be entitled to terminate the Contract and we will refund you a reasonable amount of the fees you have paid by reference to (i) the use you have made of the Membership Services up to that point, and (ii) the remaining period of your subscription.

14 Other important terms

14.1 | We may transfer our rights and obligations under the Contract to another organization but this will not affect your rights under the Contract. We will always notify you by posting on our Website if this happens.

14.2 | You may only transfer your rights or your obligations under these Terms to another person if we agree in writing. Any purported delegation, transfer or assignment by you shall be null and void.

14.3 | Subject to clauses 14.1 and 14.2 no person shall have any rights to enforce any terms of the Contract other than you and us.

14.4 | Each of the clauses of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, then the affected clause(s) shall be interpreted with such minimum modification as is necessary to make it lawful or enforceable and the remaining clauses will remain in full force and effect.

14.5 | If we fail to insist that you perform any of your obligations under the Contract, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights in any way or that you no longer have to comply with your obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

14.6 | Please note that these Terms, their subject matter and their formation, are governed by Illinois State law.

14.7 | For contractual purposes, you (i) consent to receive communications from us in an electronic form; and (ii) agree that all terms and conditions, 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.

14.8 | If you believe your copyright or other intellectual property or privacy right has been violated by content accessible via the Services, please contact us by email at customercare.us@intouchnetworks.com

Feedback

We welcome your feedback, testimonials, comments, ideas and reviews about the Services (“Feedback”).

Unless specifically otherwise stated, you agree that by submitting Feedback to us, (i) such Feedback shall be deemed to be non-confidential, and (ii) you grant to us, our successors, affiliates, representatives and agents a perpetual, royalty-free, fully paid-up, irrevocable, transferable, worldwide right and license to use, transmit, copy, reproduce, publicly display or perform, create derivative works of, or otherwise use such Feedback, without compensation, acknowledgement or notice to you. You also represent and warrant to us that you have the necessary permissions and rights to provide such Feedback to us.