ENGAGE members & leads Lucid Contact engages your members & leads in conversations automatically without losing personability. Lucid is focused on response and engaging your members & leads in real-time conversations designed around the processes of your business.
ENFORCE and automate processes Lucid Contact enforces the processes required for customer acquistion and retention. Acquire and keep market share using Lucid's Customer Engagement platform. Customize and automate each process needed to progress and retain customers.
ENSURE communication & follow up Lucid Contact initiates conversations with members & leads inviting response. Easily communicate with your members & leads regardless of where they are and what form of communication they use.
Lucid Contact leverages member & lead information and enforces communication, marketing, and communication relative to your customer base. Accomplish 3 basic business objectives:
Lucid Contact helps your business realize the revenue you spend on marketing and advertising. Enforce follow up processes surrounding potential customers using Lucid Contact's Customer Engagement Platform. Based on relevant dates and times associated with the potential customer, Lucid Contact will automatically follow up and engage them in real time conversation. Don't lose another opportunity because follow up didn't happen! Ensure that communication is happening consistently with each person individually through Lucid Contact.
Every service or product your business provides should have a lifecycle or process associated. Lucid Contact automatically initiates contact with your members & leads ensuring that schedules are full, reminders are sent, and follows up on your members & leads are done. Engage your customer base in relevant, real-time conversations and allow your members & leads an easy way to respond to you and your staff immediately.
Lucid Contact will follow up with customers based on services, customer service calls, products, and appointments that are specifically tied to them. Gather feedback from your members & leads in real-time using the Lucid Contact survey engine. Ask direct questions after a service is provided, send a questionaire, or send them a message to let them know you care... automatically.
Receive feedback from up to 46% of your customers
Gaining customer feedback is extremely important. Lucid Contact allows you to gain feedback from your customers using a methodology your customers will respond to. Creating your surveys can be done in minutes and can be automatically sent to your customers after any service, product, or follow up type. Our surveys can also be initiated by your customer. Stop paying companies or employees to gather feedback. Let Lucid Contact do it for you automatically, easily and effectively. Because Lucid Contact focuses on gaining response, our surveys are sent out to the right person, with the right message, at the most appropriate time they are likely to respond.
Attach Surveys to processes associated with the member or prospect experience.
Gaining customer feedback is a challenge for most businesses but extremely vital to your continued success. Lucid Contact allows you to automate surveys after any interaction between your business and the customer. Each question sent is answered and generates the next question until the survey is complete. Lucid Contact graphs the responses and generates reports giving you real-time feedback.
Because all surveys and messages are sent from a local number, the illusion of you reaching out personally is achieved and the likelihood of response is much greater.
Lucid Contact to date is the only company in the world that allows businesses to survey their clients via local number SMS and the response is AMAZING! Why? Managing the perception of your target market is important. Every person wants to feel singled out. Because of our methodology, your target audience thinks you are personally taking a moment to reach out. This change of perception increases response rates and allows for a true personal relationship between you and your customer.
What if almost half of every survey sent to your members & leads were completed? Imagine. Half. You'll find that your customers are happy to give feedback as long as it's not intrusive and can be done at their convenience. Customers want to be heard and Lucid Contact has created a powerful and convenient method that will let your customers communicate directly with your business and staff on their terms.
Lucid Contact has made managing your businesses appointments simple.
The Lucid Appointment Calendar will allow you to set appointments with automated email and text reminders. As part of the process surrounding the appointment, you can also automatically reschedule missed appointments and opportunities and even get feedback. Don’t miss out on revenue you have paid marketing, advertising, and overhead dollars for. Lucid Contacts automates the entire process surrounding the appointment and keeps your Calendar full.
Lucid Contact sends all messages from a local number we assign to your business. The combination of local number and personalized question based messages generates responses from your members & leads. Upon response, Lucid Contact will route that call, email, or text straight to you and your staff. Add multiple reminders and thank or follow up with your customer individually after the appointment is completed. Upon missing their appointment, Lucid Contact will automatically try to reschedule that customer within hours of the broken appointment. Use Lucid Contact to create simple, easy, and automated processes to enforce the communication needed for each customer. Lucid Contact is a cost effective way to ensure that your customers attend their appointments or have a convenient, immediate way to contact you to reschedule. Stop losing potential revenue and sign up today.
Lucid Contact can be accessed from any device or browser from anywhere you have an internet connection. All customer information, notes, history and communication can be seen and initiated on the go, at home or from the office.
A simple to use, but comprehensive program was priority #1 at Lucid Contact. Once you have become a valued Lucid Contact Customer, we make sure that you have the necessary training and support you need. Training is quick and easy. Implementation for your business is painless. Lucid Contact will help you every step of the way to ensure you are finding success.
(562) 314-3414; 1 for Sales, 2 for Support
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This Lucid Contact, LLC User Agreement ("User Agreement"), together with the Order Confirmation(s) (as defined below) agreed to by the parties (collectively, the "Agreement"), describes the terms and conditions pursuant to which Lucid Contact, LLC ("we," "our" or "Lucid") offers you ("User," "you" or "your") access to the online solution and total solution packages (collectively, "Services"), as well as the Lucid Contact online User interface and platform (collectively, the "Platform," and together with the Services, the "Lucid Contact Offerings") as further described on the Lucid website located at www.lucidcontact.com ("Website"). If you have a question about the Agreement, please contact us by sending an e-mail to service@lucidcontact.com.
By submitting an order ("Order") on the Website, or by otherwise accepting the terms and conditions of the Agreement on-line when you register for and/or log-in to the Website and/or your Platform account ("Account"), you agree to the terms and conditions of the Agreement. Further, in the event that you fail to expressly accept the terms and conditions of the Agreement on-line, your use of the Lucid Contact Offerings shall signify your acceptance of the Agreement.
We may amend the Agreement at any time by upon fifteen (15) days\' prior written notice (with e-mail considered sufficient) to you of any such changes; provided, however, that: (a) any amendment or modification to the provisions applicable to dispute resolution (collectively, "Dispute Resolution Provisions") shall not apply to any disputes incurred prior to the applicable amendment or modification; and (b) any amendment or modification to the pricing and/or billing provisions ("Billing Provisions") shall not apply to any charges incurred prior to the applicable amendment or modification. Your sole option, if you do not agree to the changes to the Agreement, is to terminate the Agreement within fifteen (15) days of your receipt of notice of such change. Absent such termination, your continued use of the Lucid Contact Offerings will signify your acceptance of all amended terms of the Agreement. The Agreement may not be otherwise amended except in a writing signed by both parties.
(a) Description of the Lucid Contact Offerings. The Platform and Services enable User to: (i) select from prepared SMS text message communications made available by Lucid ("Pre-Scripted Messages"); (ii) itself prepare and upload SMS text message communications and content ("User Messages," and together with the Pre-Scripted Messages, the "User Communications"); and (iii) distribute the User Communications to User\'s proprietary database of individual mobile telephone numbers (collectively, "User Database"). We endeavor to ensure that User Communications are processed correctly and delivered by Lucid to the applicable Recipients (as defined below). Lucid transmits text messages via major telecommunications companies and mobile network operators and, thus, Lucid\'s control over the timing of the transmission of your User Communications and broadcasts is limited by the technical constraints imposed upon Lucid. While Lucid employs commercially reasonable efforts to transmit your User Communications and broadcasts to the applicable network for final delivery to your designated recipients as fast as possible, we cannot commit to, and do not guarantee, ultimate delivery or a specific maximum delivery time. Such times depend on various network and system-related factors among the various entities involved in the transportation of your User Communications and broadcasts across the public switched telephone network and Internet. You should know that communications carriers assign text messages with a default lifetime and any User Communication or broadcast that cannot be delivered successfully within the lifetime assigned to it will be discarded by the applicable communications carrier without notice. As such, you understand and agree that Lucid is not responsible for any loss or damage associated with any User Communication or broadcast delivery failure or delay.
(b) User Database. User represents and warrants that the User Database consists of individuals ("Recipients") who have provided "prior express written consent" to receive SMS text messages delivered via automated technology, to the telephone number(s) provided by the subject Recipients, from User. For purposes hereof, the term "prior express written consent" shall have the same meaning set forth under the Telephone Consumer Protection Act (47 USC § 227), and its implementing regulations adopted by the Federal Communications Commission (47 CFR § 64.1200), as amended from time-to-time ("TCPA"). User shall retain records of each Recipient\'s "prior express written consent" ("Consent Records") for a minimum of five (5) years following creation of same, and shall provide such Consent Records to Lucid within three (3) business days of receipt of Lucid\'s request at any time during that five (5) year period. User is NOT permitted to use any third-party owned lists/databases in connection with the Lucid Contact Offerings, whether or not legally sufficient consent has been obtained from the Recipients contained in the applicable third-party owned list(s)/database(s). User agrees to fully indemnify and hold Lucid harmless from and against any and all liability, claims, judgments, settlement amounts or other costs incurred by Lucid (including attorneys\' fees and court costs) in connection with User\'s failure, or suspected failure, to comply with the provisions set forth in this Section 2(b) and/or the TCPA. Without limiting the foregoing, User hereby expressly acknowledges and agrees that Lucid makes no claim that its Platform will not be considered an autodialer or automated telephone dialing system within the meaning of the TCPA and equivalent state statutes. As a result, Lucid does not make any claim, representation or assertion that User\'s distribution of User Communications to Recipients will comply with the TCPA and/or any other applicable laws, rules regulations and/or guidelines.
(c) User Communications; Opt-Outs. User agrees that it is solely responsible for the content of the User Messages, as well as for any and all subsequent use of the User Messages and/or Pre-Scripted Messages by User. User represents and warrants that it shall include clear opt-out/unsubscribe functionality in EVERY User Communication that is sent by and through the Lucid Contact Offerings, and that such opt-out/unsubscribe functionality shall satisfy any and all requirements under Applicable Law (as defined below). You further agree that any individual requesting "Do-Not-Call" ("DNC") status including, without limitation, by responding to a User Communication with the words "STOP," "END," "CANCEL," "UNSUBSCRIBE," "QUIT" and/or any other word, or combination of words, that indicate that the Recipient no longer wishes to receive User Communications from you, shall immediately be placed on your DNC list and removed from your User Database to which you send messages through use of the Lucid Contact Offerings. Without limiting the foregoing, you shall supply to Lucid daily-updated DNC lists. You agree that you shall not deliver any portion of the User Database to Lucid, and/or send any User Communications to any portion of the User Database, that has not been scrubbed against your DNC list (and any DNC request provided by Lucid) and that you will: (i) check such DNC lists on a daily basis; and (ii) process all unsubscribe requests, no matter the source, within one (1) day of receipt of such requests and maintain electronic records evidencing the date and time of removal of such telephone numbers from the User Database. If you fail, at any time, to supply Lucid with regular DNC list updates, you agree that Lucid may conclude that no new opt-out requests have been received by you. You agree to provide your valid and legally sufficient contact information in connection with each User Communication. User shall schedule User Communication campaigns responsibly, in a manner that is courteous to the Recipients and in full compliance with local, state, national and international calling time/date rules and regulations. User represents and warrants that it has all necessary ownership or other rights in and to the User Messages enabling User to upload same via the Services and/or Platform, distribute the User Messages to its Recipients as contemplated hereunder and make use of the User Messages in any other manner that User intends to engage in. In connection with the User Messages, and User\'s performance under the Agreement, User agrees not to: (A) upload and/or share any User Messages that could be considered unlawful, harmful, threatening, defamatory, obscene, harassing or otherwise objectionable; (B) upload and/or share any User Messages that infringe upon the trademark, trade name, service mark, copyright, license or other intellectual property or proprietary right of any third party; (C) express or imply that any statements that User makes are endorsed by Lucid, without our specific prior written consent; (D) transmit any User Messages that contain software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any software, hardware or telecommunications equipment; (E) post, offer for download, transmit, promote or otherwise make available any product or service that is illegal or that violates the rights of a third party; (F) mislead others as to the identity of the sender of your User Communications by creating a false identity, impersonating the identity of someone/something else or by providing contact details that do not belong to you; and/or (G) modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Lucid Contact Offerings. Engaging in any of the aforementioned prohibited practices shall be deemed a material breach of the Agreement and may result in the immediate termination of your Account and access to the Lucid Contact Offerings without notice, in the sole discretion of Lucid.
(d) Compliance with Applicable Law. By accessing and using the Lucid Contact Offerings, User represents and warrants that its use of the Platform, Services, User Communications and Website, its User Database, its User Messages, the products and/or services that it promotes and/or features in the User Communications (collectively, "User Products") and its activities associated with any of the foregoing will at all times be in strict compliance with all applicable Mobile Marketing Association ("MMA") guidelines, guidelines made available by the Cellular Telecommunications Industry Association ("CTIA"), the rules, terms, conditions and policies of all participating mobile telephone carriers, as well as all applicable local, state, national, federal and international laws, rules and regulations including, but not limited to, the Gramm-Leach Bliley Act of 1999 (15 U.S.C. §§ 6801 et seq.), the FTC\'s Safeguards Rule (16 CFR Part 314), the Federal Trade Commission Act, the CAN-SPAM Act of 2003, as amended ("CAN-SPAM"), the TCPA, the Federal Communications Act, the Amended Telemarketing Sale Rule ("ATSR"), 16 CFR 310 et seq., and laws governing the National Do-Not-Call Registry, and all rules and regulations promulgated under any of the foregoing (collectively, "Applicable Law").
(e) Neutral Host. Lucid operates the Lucid Contact Offerings as a neutral host. You understand and agree that Lucid will not be responsible for, and Lucid undertakes no responsibility to monitor or otherwise police, the User Messages and/or User\'s use of the Lucid Contact Offerings. User agrees that Lucid shall: (i) have no obligations and incur no liabilities in connection with any User Messages and/or User\'s use of the Lucid Contact Offerings; and (ii) not be liable to any party for any claim in connection with the User Messages and/or User\'s use of the Lucid Contact Offerings.
(f) Legal Disclaimer. Neither Lucid nor the Lucid Contact Offerings are intended, under any circumstances, to offer legal advice, recommendations or counseling in connection with any legal matter including, without limitation, compliance with the TCPA or any other Applicable Law, and no element of the Lucid Contact Offerings should be construed as such. You should always check with your attorney(s) to ensure that any use of the Lucid Contact Offerings, including your use of the User Communications, complies with all Applicable Law including, without limitation, the TCPA.
The Lucid Contact Offerings are available only to individuals that: (a) are at least eighteen (18) years of age (or the applicable age of majority, if greater than eighteen (18) years of age); (b) can enter into legally binding contracts under applicable law; and/or (c) are acting in their capacity as duly authorized representatives of a valid entity ("User Entity"), where applicable (collectively, "Registration Requirements"). If you do not meet the Registration Requirements, you do not have permission to use and/or access the Lucid Contact Offerings.
You shall be responsible, at all times, for ensuring that you have an Internet connection, computer/mobile device, up-to-date Internet browser versions, a functioning e-mail account, applicable software, applicable hardware and/or other equipment necessary to access the Lucid Contact Offerings. Lucid does not guarantee the quality, speed or availability of the Internet connection associated with your mobile device and/or computer. Lucid does not guarantee that the Lucid Contact Offerings can be accessed: (i) on all mobile devices; (ii) through all wireless service plans; (iii) in connection with all Internet browsers; and/or (iv) in all geographical areas.
You must submit a completed Order on behalf of yourself or the applicable User Entity that will be using the Lucid Contact Offerings. Your Order can be submitted through the Website, or by telephone through one of our sales representatives. In each case, you will receive an Order Confirmation which will summarize your Order, allow you to submit all necessary information for us to perform the Services and provide a link to the Agreement (the "Order Confirmation"). By submitting your Order, you agree to these terms and conditions of the Agreement and you also represent that you: (a) are at least eighteen (18) years of age (or the applicable age of majority, if greater than eighteen (18) years of age); (b) can enter into legally binding contracts under applicable law; and/or (c) are authorized to bind the applicable User Entity. Your Order Confirmation shall include your personal information, credit card information and any Lucid Contact Offerings and related fees that you select.
As part of the Order process, you agree to provide Lucid with accurate, current and complete Account information, including, as applicable, your credit card number and other financial information, and will update that information to keep it accurate, current and complete. Lucid, its agents, suppliers and subcontractors have the right to recover from you any costs or losses incurred as a direct or indirect result of inaccurate or incomplete information supplied by you. No refunds will be made as a result of your failure to provide complete and accurate information in connection with any Order.
Where applicable, you expressly grant Lucid the authority to act as your agent for the limited purpose of sending User Communications on your behalf. The information you provide in the Order Confirmation will be the information used by Lucid to send and receive such User Communications. Notwithstanding this agency relationship, User shall at all times remain solely responsible for (and shall hold Lucid harmless from and against all claims related to) compliance with Applicable Law in connection with the delivery and content of all User Communications.
User recognizes and acknowledges that User will have access to Confidential Information (as defined below) relating to the Lucid Contact Offerings and associated business activities of Lucid ("Business"), as well as information from and/or pertaining to persons or entities with which Lucid may have, or will have, business relationships. Except as permitted herein, User will not use, disclose or permit to be known by any other person or entity, any Confidential Information (except as required by applicable law). The term "Confidential Information" means information relating to the Lucid Contact Offerings (including the associated pricing information, technical information, procedures, specifications, processes, the terms of the Agreement and other information associated with the Lucid Contact Offerings), Lucid\'s other business affairs, proprietary technology, trade secrets, research and development data, know-how, market studies and forecasts, competitive analyses, pricing policies, customer lists, employment agreements, personnel policies, the substance of agreements with customers, suppliers and others, marketing arrangements, customer data, commercial arrangements or any other information relating to Lucid\'s business activities that is not generally known to the public or to actual or potential competitors of Lucid other than through a breach of the Agreement. Within five (5) business days of the termination of the Agreement, and/or within five (5) business days of Lucid\'s request, all Confidential Information and any other information disclosed to User during the course of the Agreement, including copies thereof, shall be returned to Lucid, completely and permanently purged from User\'s files (in any medium in which they may be stored) and User shall certify to Lucid in writing that it has complied with these obligations. User\'s obligations associated with Confidential Information under the Agreement shall continue during the term of the Agreement and for a period of seven (7) years thereafter, or for as long as such Confidential Information is considered a trade secret under Texas State law, whichever is longer.
The parties understand and agree that Lucid is the sole and exclusive owner of any and all intellectual property rights associated with the Lucid Contact Offerings and Pre-Scripted Messages. During the term of the Agreement only, Lucid grants to User a limited, revocable, non-transferable, non-exclusive and royalty-free license to use the Lucid Contact Offerings and distribute the User Communications solely and exclusively as contemplated and authorized hereunder. User may not: (i) reproduce in any form or incorporate into any information retrieval system, electronic or mechanical, any portion of the Lucid Contact Offerings and/or Pre-Scripted Messages; (ii) use, copy, emulate, clone, rent, lease, sell, modify, decompile, disassemble, reverse engineer or transfer the Lucid Contact Offerings, Pre-Scripted Messages and/or any portion thereof; and/or (iii) use any device, software or routine to interfere or attempt to interfere with the proper working of the Lucid Contact Offerings and/or Pre-Scripted Messages. Lucid reserves any rights not explicitly granted in the Agreement.
Whether or not Lucid provides the subject information to you, or you obtain the subject information through proper or improper means, any and all information, including formulas, patterns, compilations, programs, devices, methods, techniques and/or processes, that derived independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use, and are the subject of efforts that are reasonable under the circumstances to maintain its secrecy, will be deemed "trade secrets" of Lucid. Lucid Contact does not permit the use of any of its trade secrets.
You agree that you are not a competitor of Lucid, are not in any way seeking proprietary technology and are not idea shopping. You agree not to, directly or indirectly, become involved in a business that is in direct competition with Lucid and you will not use your Account as a way of corporate spying.
User agrees that damages sustained by Lucid for a breach by User of this Section 4 would be impractical or extremely difficult to determine and, therefore, User agrees that in the event that User violates any provision of this Section 4, Lucid shall be entitled to specific performance, and/or temporary, preliminary or permanent injunctive relief, without the requirement to post a bond or other form of security. The parties further agree that such damages are not intended to be, and shall not be construed as, a penalty. These remedies shall be in addition to, and not in limitation of, injunctive relief or other rights or remedies to which Lucid is or may be entitled to at law or in equity.
The Agreement shall commence on the date that your Account is established ("Activation Date") and continue for the applicable twelve (12) month term set forth on the Website at the time that you created your Account ("Contract Term"). Upon expiration of the Contract Term, the Agreement shall automatically renew on a monthly basis at the previous monthly rate without further action required by you (each, a "Renewal Term") unless you give Lucid written notice of non-renewal at least five (5) business days\' prior to the expiration of the then-current Contract Term and/or Renewal Term, as applicable. Lucid may terminate the Agreement at any time, with or without cause, upon written notice to you (with e-mail considered a sufficient writing). You may terminate the Agreement at any time during the Term, with or without cause, upon five (5) business days\' prior written notice to Lucid. You may terminate the Agreement upon two (2) business days\' prior written notice and opportunity to cure where Lucid materially breaches the Agreement. In the event that Lucid terminates because any payment is or becomes past due, then Lucid reserves the right to collect all outstanding amounts for any remaining portion of the then-current Contract Term and/or Renewal Term, as applicable. Where Lucid terminates the Agreement without cause or where you terminate the Agreement for Lucid\'s uncured material breach, Lucid will refund you a pro rata amount of any prepaid fees for the affected Contract Term and/or Renewal Term, as applicable. All termination notices from you must be in writing and sent by email to service@lucidcontact.com or by mail to the following address: 414 SUNSET DR STE 110 SAN ANTONIO TX 78209. All termination notices from Lucid will be made to the email address associated with your Account.
Lucid or its authorized representatives will charge you fees in accordance with the rates contained in the Order Confirmation. "Activation Fees," where applicable, will be due and payable on the Activation Date. "Monthly Service Fees" will be due and payable at the start of each month during the Contract Term and/or Renewal Term, as applicable. The initial Monthly Service Fee will be due and payable on the Activation Date. You are responsible for paying all fees associated with using the Lucid Contact Offerings and all applicable taxes.
Lucid may only change the Monthly Service Fees during a Renewal Term by providing you written notice of such changes. Such changes will become effective fifteen (15) days after notice of those changes and will apply to the current Renewal Term unless you have provided Lucid with written notice of your desire to cancel your Account within such fifteen (15) day period. In such case, the previously applicable Monthly Service Fees will be charged for the final Renewal Term before termination.
You will be required to provide Lucid with a credit card (Visa, MasterCard, American Express or Discover) for automatic billing prior to using the Lucid Contact Offerings. Your Monthly Service Fees will be automatically charged to your credit card on file. You will be billed a monthly finance charge at the rate of one and one half percent (1.5%), or the highest amount permitted by Applicable Law, whichever is lower, if your Account becomes past due. Your Account may be suspended immediately for non-payment. You will reimburse Lucid for any and all costs arising from or related to collecting past due amounts, including attorneys\' fees and court costs, whether or not litigation has commenced.
Lucid may, in its sole discretion, offer discounts, coupons or promotions that may reduce applicable fees. User may request a credit to its Account by contacting Lucid customer service. Credits will be granted in Lucid\'s sole discretion. Any refunds will be made in credits to your Account. You will not be entitled to a refund in the event that Lucid terminates the Agreement for your breach.
At all times during and after the Term of the Agreement, any "Virtual Telephone Number" which has been provided by Lucid for use by User hereunder shall be owned exclusively by Lucid. User agrees that it has no right, title or ownership interest in or to any Virtual Telephone Number, and that User is leasing the Virtual Telephone Number as part of the Lucid Contact Offerings. At no time will User be entitled to purchase the Virtual Telephone Number from Lucid. However, in the event that User or Lucid terminates the Agreement, where Lucid agrees, User may elect to continue its use of the Virtual Telephone Number by leasing it from Lucid for a fee of $249.99 per month, or such other amount, and pursuant to payment terms, determined by Lucid in its sole discretion.
You will, at your own expense, indemnify, defend and hold Lucid, its authorized representatives, officers, directors, agents and employees harmless from and against any and all losses, costs, damages, liability and/or expenses arising out of or relating to: (a) any claim related to your use of the Lucid Contact Offerings, the User Database, User Messages and/or your use of the User Communications including, without limitation, any failure on your part to process an opt-out request and/or DNC list update; (b) any breach of the Agreement by you; or (c) your violation of any Applicable Law and/or the rights of any third party. Lucid will have the right to participate in its defense and hire counsel of its choice, at your expense. You will not settle any action or claims on Lucid\'s behalf without the prior written consent of Lucid.
(a) Limitation of Liability. NEITHER LUCID NOR ITS SUPPLIERS OR AUTHORIZED REPRESENTATIVES WILL BE LIABLE FOR: (i) ANY LOSS OF BUSINESS, PROFITS OR GOODWILL, LOSS OF USE OF DATA, INTERRUPTION OF BUSINESS OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER, (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT EVEN IF LUCID, ITS SUPPLIER OR AUTHORIZED REPRESENTATIVE, AS APPLICABLE, WAS AWARE OF THE POSSIBILITY OF SUCH DAMAGES; OR (ii) ANY DAMAGES THAT RESULT IN ANY WAY FROM YOUR USE OR INABILITY TO USE THE LUCID CONTACT OFFERINGS, OR THAT RESULT FROM ERRORS, DEFECTS, OMISSIONS, DELAYS IN OPERATION OR TRANSMISSION, OR ANY OTHER FAILURE OF PERFORMANCE OF THE LUCID CONTACT OFFERINGS. WITHOUT LIMITING THE FOREGOING, THE AGGREGATE LIABILITY OF LUCID TO USER SHALL NOT EXCEED THE AMOUNT PAYABLE BY USER TO LUCID PURSUANT TO THE AGREEMENT.
(b) Disclaimer of Warranties. THE WEBSITE, LUCID CONTACT OFFERINGS AND VIRTUAL TELEPHONE NUMBERS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, LUCID OFFERS NO WARRANTIES (IMPLIED OR EXPRESSED) OR REPRESENTATIONS OF ANY KIND (AND THEY ARE EXPRESSLY DISCLAIMED) WITH RESPECT TO THE WEBSITE, LUCID CONTACT OFFERINGS AND VIRTUAL TELEPHONE NUMBERS INCLUDING, WITHOUT LIMIT, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. FURTHER, LUCID DOES NOT REPRESENT OR WARRANT THAT: (i) THE WEBSITE, LUCID CONTACT OFFERINGS AND/OR VIRTUAL TELEPHONE NUMBERS WILL MEET YOUR REQUIREMENTS; (ii) ITS SERVICES WILL MEET YOUR REQUIREMENTS; OR (iii) THE WEBSITE, LUCID CONTACT OFFERINGS AND/OR VIRTUAL TELEPHONE NUMBERS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.
Lucid is not responsible for any malfunction, delay, nonperformance and/or other degradation of performance of the Website, Lucid Contact Offerings and/or Virtual Telephone Numbers caused by or resulting from any alteration, modification and/or amendments due to changes and/or specifications requested or implemented by User. User understands that, on occasion, the Website, Lucid Contact Offerings and/or Virtual Telephone Numbers may be inaccessible, unavailable or otherwise inoperable for any reason including, but not limited to, the following: (A) equipment malfunctions; (B) periodic maintenance procedures or repairs; and/or (C) causes beyond Lucid\'s control or which are not reasonably foreseeable by Lucid including, but not limited to, interruption or failure of telecommunications or digital transmission links, hostile network attacks, the unavailability, operation, or inaccessibility of websites or interfaces, network congestion or other failures. User agrees that Lucid has no control over, and shall not be liable for, the availability of the Website, Lucid Contact Offerings and Virtual Telephone Numbers on a continuous and/or uninterrupted basis. Further, User understands and agrees that Lucid\'s failure to provide access to the Website, Lucid Contact Offerings and Virtual Telephone Numbers because of technical difficulties shall not be considered a breach and/or failure to meet its obligations under the Agreement. Lucid will make reasonable efforts to repair and reinstate the Website, Lucid Contact Offerings and/or Virtual Telephone Numbers, as applicable, in the event of a failure, depending on the severity of said failure. If said failure is the result of an action performed by User or an agent of User, then User shall be responsible for paying all costs associated with reinstating and/or repairing same. Unavailability resulting from negligent failure of Lucid to rectify circumstances within its control and lasting for a total of forty-eight (48) business hours or more in any calendar month during the Contract Term or any Renewal Term will require Lucid (at its discretion) to either pay you to a pro rata credit for the unavailable Website, Lucid Contact Offerings and/or Virtual Telephone Numbers, as applicable, or a refund in that amount.
Except for the limited purpose set forth in Section 3.4 above, you and Lucid are independent contractors, and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by the Agreement.
Except as explicitly stated otherwise, any notices will be given by email to service@lucidcontact.com (in the case of Lucid) or to the email address you provide to Lucid in the Order Confirmation (in your case), or such other address as either party may specify. Notice will be deemed given twenty-four (24) hours after the subject email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to Lucid in the Order Confirmation. In such case, notice will be deemed given three (3) days after the date of mailing.
The Agreement will be governed by Texas State law, except for the body of law relating to conflicts of law. Venue for any legal action arising under the Agreement will be the federal or state courts of Bexar County, Texas. The prevailing party in any litigation in connection with the Agreement will be entitled to recover from the other party its reasonable attorneys\' fees, costs and other expenses.
A breach of any provision of the Agreement may only be waived in writing by the non-breaching party. A party\'s failure to enforce any provision of the Agreement shall not be a waiver of the provision or the right to enforce it at a later time.
This User Agreement, together with all applicable Order Confirmations, sets forth the entire understanding and agreement between us with respect to the subject matter hereof. You agree that you are not entering into the Agreement in reliance on any statements or representations other than those set forth herein or in an Order Confirmation. If any provision of the Agreement is held to be invalid or unenforceable, such provision will be struck and the remaining provisions will be enforced. Throughout the Agreement: (a) the phrase "in our discretion" or "in its discretion" means in Lucid\'s sole and exclusive discretion; and (b) the term "including" means "including without limitation." The captions and headings used in the Agreement are inserted for convenience only and should not be construed to affect the meaning or interpretation of the Agreement.
Should the terms of this User Agreement directly conflict with any terms summarized in the Order Confirmation, the terms of the Order Confirmation shall prevail.
If any provision of the Agreement should, for any reason, be held invalid or unenforceable in any respect, then the remainder of the Agreement, and the application of such provision in circumstances other than those as to which it is so declared invalid or unenforceable, shall not be affected thereby, and each such provision of the Agreement shall be valid and enforceable to the fullest extent permitted by law.
The Agreement may not be assigned or transferred by User without the prior written consent of Lucid, which consent shall not be unreasonably withheld, conditioned or delayed. Lucid may assign the Agreement without User\'s consent to: (a) a successor in interest whether by merger, reorganization or otherwise; or (b) a purchaser of all or more than fifty percent (50%) of Lucid\'s assets.
This User Agreement, together with all applicable Order Confirmations, and any modifications, waivers or notifications relating thereto may be executed and delivered by electronic mail, or other electronic means, including via the Website by completing the procedures specified on the Website. Any such electronic mail transmission, or communication via such electronic means, including any communication implementing the procedures on the Website, shall constitute the final agreement of the parties and conclusive proof of such agreement in writing. Once an electronic signature is submitted, the electronic order constitutes an electronic letter of agency. Lucid\'s reliance upon User\'s electronic signature is specifically sanctioned and was written into law when the Uniform Electronic Transactions Act and the Electronic Signatures in Global and National Transactions Act were enacted in 1999 and 2000, respectively. Both laws specifically preempt all state laws that recognize only paper and handwritten signatures. If User\'s signature or acknowledgment is required or requested with respect to any document in connection with the Agreement and any employee or representative authorized by User "clicks" in the appropriate space on a website designated by Lucid or takes such other action as may be indicated by Lucid, User shall be deemed to have signed or acknowledged the document to the same extent and with the same effect as if User had signed the document manually. Further, User hereby waives any right or requirement under any statutes, regulations, rules, ordinances or other law in any jurisdiction which requires: (a) an original signature; and/or (b) delivery or retention of non-electronic records. User acknowledges and agrees that she/he/it has the ability to print information delivered to User electronically, or otherwise knows how to store that information in a way that ensures that it remains accessible to User in unchanged form.
This Lucid Contact, LLC User Agreement ("User Agreement"), together with the Order Confirmation(s) (as defined below) agreed to by the parties (collectively, the "Agreement"), describes the terms and conditions pursuant to which Lucid Contact, LLC ("we," "our" or "Lucid") offers you ("User," "you" or "your") access to the online solution and total solution packages (collectively, "Services"), as well as the Lucid Contact online User interface and platform (collectively, the "Platform," and together with the Services, the "Lucid Contact Offerings") as further described on the Lucid website located at www.lucidcontact.com ("Website"). If you have a question about the Agreement, please contact us by sending an e-mail to service@lucidcontact.com.
By submitting an order ("Order") on the Website, or by otherwise accepting the terms and conditions of the Agreement on-line when you register for and/or log-in to the Website and/or your Platform account ("Account"), you agree to the terms and conditions of the Agreement. Further, in the event that you fail to expressly accept the terms and conditions of the Agreement on-line, your use of the Lucid Contact Offerings shall signify your acceptance of the Agreement.
We may amend the Agreement at any time by upon fifteen (15) days\' prior written notice (with e-mail considered sufficient) to you of any such changes; provided, however, that: (a) any amendment or modification to the provisions applicable to dispute resolution (collectively, "Dispute Resolution Provisions") shall not apply to any disputes incurred prior to the applicable amendment or modification; and (b) any amendment or modification to the pricing and/or billing provisions ("Billing Provisions") shall not apply to any charges incurred prior to the applicable amendment or modification. Your sole option, if you do not agree to the changes to the Agreement, is to terminate the Agreement within fifteen (15) days of your receipt of notice of such change. Absent such termination, your continued use of the Lucid Contact Offerings will signify your acceptance of all amended terms of the Agreement. The Agreement may not be otherwise amended except in a writing signed by both parties.
(a) Description of the Lucid Contact Offerings. The Platform and Services enable User to: (i) select from prepared SMS text message communications made available by Lucid ("Pre-Scripted Messages"); (ii) itself prepare and upload SMS text message communications and content ("User Messages," and together with the Pre-Scripted Messages, the "User Communications"); and (iii) distribute the User Communications to User\'s proprietary database of individual mobile telephone numbers (collectively, "User Database"). We endeavor to ensure that User Communications are processed correctly and delivered by Lucid to the applicable Recipients (as defined below). Lucid transmits text messages via major telecommunications companies and mobile network operators and, thus, Lucid\'s control over the timing of the transmission of your User Communications and broadcasts is limited by the technical constraints imposed upon Lucid. While Lucid employs commercially reasonable efforts to transmit your User Communications and broadcasts to the applicable network for final delivery to your designated recipients as fast as possible, we cannot commit to, and do not guarantee, ultimate delivery or a specific maximum delivery time. Such times depend on various network and system-related factors among the various entities involved in the transportation of your User Communications and broadcasts across the public switched telephone network and Internet. You should know that communications carriers assign text messages with a default lifetime and any User Communication or broadcast that cannot be delivered successfully within the lifetime assigned to it will be discarded by the applicable communications carrier without notice. As such, you understand and agree that Lucid is not responsible for any loss or damage associated with any User Communication or broadcast delivery failure or delay.
(b) User Database. User represents and warrants that the User Database consists of individuals ("Recipients") who have provided "prior express written consent" to receive SMS text messages delivered via automated technology, to the telephone number(s) provided by the subject Recipients, from User. For purposes hereof, the term "prior express written consent" shall have the same meaning set forth under the Telephone Consumer Protection Act (47 USC § 227), and its implementing regulations adopted by the Federal Communications Commission (47 CFR § 64.1200), as amended from time-to-time ("TCPA"). User shall retain records of each Recipient\'s "prior express written consent" ("Consent Records") for a minimum of five (5) years following creation of same, and shall provide such Consent Records to Lucid within three (3) business days of receipt of Lucid\'s request at any time during that five (5) year period. User is NOT permitted to use any third-party owned lists/databases in connection with the Lucid Contact Offerings, whether or not legally sufficient consent has been obtained from the Recipients contained in the applicable third-party owned list(s)/database(s). User agrees to fully indemnify and hold Lucid harmless from and against any and all liability, claims, judgments, settlement amounts or other costs incurred by Lucid (including attorneys\' fees and court costs) in connection with User\'s failure, or suspected failure, to comply with the provisions set forth in this Section 2(b) and/or the TCPA. Without limiting the foregoing, User hereby expressly acknowledges and agrees that Lucid makes no claim that its Platform will not be considered an autodialer or automated telephone dialing system within the meaning of the TCPA and equivalent state statutes. As a result, Lucid does not make any claim, representation or assertion that User\'s distribution of User Communications to Recipients will comply with the TCPA and/or any other applicable laws, rules regulations and/or guidelines.
(c) User Communications; Opt-Outs. User agrees that it is solely responsible for the content of the User Messages, as well as for any and all subsequent use of the User Messages and/or Pre-Scripted Messages by User. User represents and warrants that it shall include clear opt-out/unsubscribe functionality in EVERY User Communication that is sent by and through the Lucid Contact Offerings, and that such opt-out/unsubscribe functionality shall satisfy any and all requirements under Applicable Law (as defined below). You further agree that any individual requesting "Do-Not-Call" ("DNC") status including, without limitation, by responding to a User Communication with the words "STOP," "END," "CANCEL," "UNSUBSCRIBE," "QUIT" and/or any other word, or combination of words, that indicate that the Recipient no longer wishes to receive User Communications from you, shall immediately be placed on your DNC list and removed from your User Database to which you send messages through use of the Lucid Contact Offerings. Without limiting the foregoing, you shall supply to Lucid daily-updated DNC lists. You agree that you shall not deliver any portion of the User Database to Lucid, and/or send any User Communications to any portion of the User Database, that has not been scrubbed against your DNC list (and any DNC request provided by Lucid) and that you will: (i) check such DNC lists on a daily basis; and (ii) process all unsubscribe requests, no matter the source, within one (1) day of receipt of such requests and maintain electronic records evidencing the date and time of removal of such telephone numbers from the User Database. If you fail, at any time, to supply Lucid with regular DNC list updates, you agree that Lucid may conclude that no new opt-out requests have been received by you. You agree to provide your valid and legally sufficient contact information in connection with each User Communication. User shall schedule User Communication campaigns responsibly, in a manner that is courteous to the Recipients and in full compliance with local, state, national and international calling time/date rules and regulations. User represents and warrants that it has all necessary ownership or other rights in and to the User Messages enabling User to upload same via the Services and/or Platform, distribute the User Messages to its Recipients as contemplated hereunder and make use of the User Messages in any other manner that User intends to engage in. In connection with the User Messages, and User\'s performance under the Agreement, User agrees not to: (i) upload and/or share any User Messages that could be considered unlawful, harmful, threatening, defamatory, obscene, harassing or otherwise objectionable; (ii) upload and/or share any User Messages that infringe upon the trademark, trade name, service mark, copyright, license or other intellectual property or proprietary right of any third party; (iii) express or imply that any statements that User makes are endorsed by Lucid, without our specific prior written consent; (iv) transmit any User Messages that contain software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any software, hardware or telecommunications equipment; (v) post, offer for download, transmit, promote or otherwise make available any product or service that is illegal or that violates the rights of a third party; (vi) mislead others as to the identity of the sender of your User Communications by creating a false identity, impersonating the identity of someone/something else or by providing contact details that do not belong to you; and/or (vii) modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Lucid Contact Offerings. Engaging in any of the aforementioned prohibited practices shall be deemed a material breach of the Agreement and may result in the immediate termination of your Account and access to the Lucid Contact Offerings without notice, in the sole discretion of Lucid.
(d) Compliance with Applicable Law. By accessing and using the Lucid Contact Offerings, User represents and warrants that its use of the Platform, Services, User Communications and Website, its User Database, its User Messages, the products and/or services that it promotes and/or features in the User Communications (collectively, "User Products") and its activities associated with any of the foregoing will at all times be in strict compliance with all applicable Mobile Marketing Association ("MMA") guidelines, guidelines made available by the Cellular Telecommunications Industry Association ("CTIA"), the rules, terms, conditions and policies of all participating mobile telephone carriers, as well as all applicable local, state, national, federal and international laws, rules and regulations including, but not limited to, the Gramm-Leach Bliley Act of 1999 (15 U.S.C. §§ 6801 et seq.), the FTC\'s Safeguards Rule (16 CFR Part 314), the Federal Trade Commission Act, the CAN-SPAM Act of 2003, as amended ("CAN-SPAM"), the TCPA, the Federal Communications Act, the Amended Telemarketing Sale Rule ("ATSR"), 16 CFR 310 et seq., and laws governing the National Do-Not-Call Registry, and all rules and regulations promulgated under any of the foregoing (collectively, "Applicable Law").
(e) Neutral Host. Lucid operates the Lucid Contact Offerings as a neutral host. You understand and agree that Lucid will not be responsible for, and Lucid undertakes no responsibility to monitor or otherwise police, the User Messages and/or User\'s use of the Lucid Contact Offerings. User agrees that Lucid shall: (i) have no obligations and incur no liabilities in connection with any User Messages and/or User\'s use of the Lucid Contact Offerings; and (ii) not be liable to any party for any claim in connection with the User Messages and/or User\'s use of the Lucid Contact Offerings.
(f) Legal Disclaimer. Neither Lucid nor the Lucid Contact Offerings are intended, under any circumstances, to offer legal advice, recommendations or counseling in connection with any legal matter including, without limitation, compliance with the TCPA or any other Applicable Law, and no element of the Lucid Contact Offerings should be construed as such. You should always check with your attorney(s) to ensure that any use of the Lucid Contact Offerings, including your use of the User Communications, complies with all Applicable Law including, without limitation, the TCPA.
The Lucid Contact Offerings are available only to individuals that: (a) are at least eighteen (18) years of age (or the applicable age of majority, if greater than eighteen (18) years of age); (b) can enter into legally binding contracts under applicable law; and/or (c) are acting in their capacity as duly authorized representatives of a valid entity ("User Entity"), where applicable (collectively, "Registration Requirements"). If you do not meet the Registration Requirements, you do not have permission to use and/or access the Lucid Contact Offerings.
You shall be responsible, at all times, for ensuring that you have an Internet connection, computer/mobile device, up-to-date Internet browser versions, a functioning e-mail account, applicable software, applicable hardware and/or other equipment necessary to access the Lucid Contact Offerings. Lucid does not guarantee the quality, speed or availability of the Internet connection associated with your mobile device and/or computer. Lucid does not guarantee that the Lucid Contact Offerings can be accessed: (i) on all mobile devices; (ii) through all wireless service plans; (iii) in connection with all Internet browsers; and/or (iv) in all geographical areas.
You must submit a completed Order on behalf of yourself or the applicable User Entity that will be using the Lucid Contact Offerings. Your Order can be submitted through the Website, or by telephone through one of our sales representatives. In each case, you will receive an Order Confirmation which will summarize your Order, allow you to submit all necessary information for us to perform the Services and provide a link to the Agreement (the "Order Confirmation"). By submitting your Order, you agree to these terms and conditions of the Agreement and you also represent that you: (a) are at least eighteen (18) years of age (or the applicable age of majority, if greater than eighteen (18) years of age); (b) can enter into legally binding contracts under applicable law; and/or (c) are authorized to bind the applicable User Entity. Your Order Confirmation shall include your personal information, credit card information and any Lucid Contact Offerings and related fees that you select.
As part of the Order process, you agree to provide Lucid with accurate, current and complete Account information, including, as applicable, your credit card number and other financial information, and will update that information to keep it accurate, current and complete. Lucid, its agents, suppliers and subcontractors have the right to recover from you any costs or losses incurred as a direct or indirect result of inaccurate or incomplete information supplied by you. No refunds will be made as a result of your failure to provide complete and accurate information in connection with any Order.
Where applicable, you expressly grant Lucid the authority to act as your agent for the limited purpose of sending User Communications on your behalf. The information you provide in the Order Confirmation will be the information used by Lucid to send and receive such User Communications. Notwithstanding this agency relationship, User shall at all times remain solely responsible for (and shall hold Lucid harmless from and against all claims related to) compliance with Applicable Law in connection with the delivery and content of all User Communications.
User recognizes and acknowledges that User will have access to Confidential Information (as defined below) relating to the Lucid Contact Offerings and associated business activities of Lucid ("Business"), as well as information from and/or pertaining to persons or entities with which Lucid may have, or will have, business relationships. Except as permitted herein, User will not use, disclose or permit to be known by any other person or entity, any Confidential Information (except as required by applicable law). The term "Confidential Information" means information relating to the Lucid Contact Offerings (including the associated pricing information, technical information, procedures, specifications, processes, the terms of the Agreement and other information associated with the Lucid Contact Offerings), Lucid\'s other business affairs, proprietary technology, trade secrets, research and development data, know-how, market studies and forecasts, competitive analyses, pricing policies, customer lists, employment agreements, personnel policies, the substance of agreements with customers, suppliers and others, marketing arrangements, customer data, commercial arrangements or any other information relating to Lucid\'s business activities that is not generally known to the public or to actual or potential competitors of Lucid other than through a breach of the Agreement. Within five (5) business days of the termination of the Agreement, and/or within five (5) business days of Lucid\'s request, all Confidential Information and any other information disclosed to User during the course of the Agreement, including copies thereof, shall be returned to Lucid, completely and permanently purged from User\'s files (in any medium in which they may be stored) and User shall certify to Lucid in writing that it has complied with these obligations. User\'s obligations associated with Confidential Information under the Agreement shall continue during the term of the Agreement and for a period of seven (7) years thereafter, or for as long as such Confidential Information is considered a trade secret under Texas State law, whichever is longer.
The parties understand and agree that Lucid is the sole and exclusive owner of any and all intellectual property rights associated with the Lucid Contact Offerings and Pre-Scripted Messages. During the term of the Agreement only, Lucid grants to User a limited, revocable, non-transferable, non-exclusive and royalty-free license to use the Lucid Contact Offerings and distribute the User Communications solely and exclusively as contemplated and authorized hereunder. User may not: (i) reproduce in any form or incorporate into any information retrieval system, electronic or mechanical, any portion of the Lucid Contact Offerings and/or Pre-Scripted Messages; (ii) use, copy, emulate, clone, rent, lease, sell, modify, decompile, disassemble, reverse engineer or transfer the Lucid Contact Offerings, Pre-Scripted Messages and/or any portion thereof; and/or (iii) use any device, software or routine to interfere or attempt to interfere with the proper working of the Lucid Contact Offerings and/or Pre-Scripted Messages. Lucid reserves any rights not explicitly granted in the Agreement.
Whether or not Lucid provides the subject information to you, or you obtain the subject information through proper or improper means, any and all information, including formulas, patterns, compilations, programs, devices, methods, techniques and/or processes, that derived independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use, and are the subject of efforts that are reasonable under the circumstances to maintain its secrecy, will be deemed "trade secrets" of Lucid. Lucid Contact does not permit the use of any of its trade secrets.
You agree that you are not a competitor of Lucid, are not in any way seeking proprietary technology and are not idea shopping. You agree not to, directly or indirectly, become involved in a business that is in direct competition with Lucid and you will not use your Account as a way of corporate spying.
User agrees that damages sustained by Lucid for a breach by User of this Section 4 would be impractical or extremely difficult to determine and, therefore, User agrees that in the event that User violates any provision of this Section 4, Lucid shall be entitled to specific performance, and/or temporary, preliminary or permanent injunctive relief, without the requirement to post a bond or other form of security. The parties further agree that such damages are not intended to be, and shall not be construed as, a penalty. These remedies shall be in addition to, and not in limitation of, injunctive relief or other rights or remedies to which Lucid is or may be entitled to at law or in equity.
The Agreement shall commence on the date that your Account is established ("Activation Date") and continue for the applicable monthly term set forth on the Website at the time that you created your Account ("Monthly Term"). Upon expiration of the Monthly Term, the Agreement shall automatically renew on a monthly basis at the previous monthly rate without further action required by you (each, a "Renewal Term") unless you give Lucid written notice of non-renewal at least five (5) business days\' prior to the expiration of the then-current Monthly Term and/or Renewal Term, as applicable. Lucid may terminate the Agreement at any time, with or without cause, upon written notice to you (with e-mail considered a sufficient writing). You may terminate the Agreement at any time during the Term, with or without cause, upon five (5) business days\' prior written notice to Lucid. You may terminate the Agreement upon two (2) business days\' prior written notice and opportunity to cure where Lucid materially breaches the Agreement. In the event that Lucid terminates because any payment is or becomes past due, then Lucid reserves the right to collect all outstanding amounts for any remaining portion of the then-current Monthly Term and/or Renewal Term, as applicable. Where Lucid terminates the Agreement without cause or where you terminate the Agreement for Lucid\'s uncured material breach, Lucid will refund you a pro rata amount of any prepaid fees for the affected Monthly Term and/or Renewal Term, as applicable. All termination notices from you must be in writing and sent by email to service@lucidcontact.com or by mail to the following address: 414 SUNSET DR STE 110 SAN ANTONIO TX 78209. All termination notices from Lucid will be made to the email address associated with your Account.
Lucid or its authorized representatives will charge you fees in accordance with the rates contained in the Order Confirmation. "Activation Fees," where applicable, will be due and payable on the Activation Date. "Monthly Service Fees" will be due and payable at the start of each Monthly Term and/or Renewal Term, as applicable. The initial Monthly Service Fee will be due and payable on the Activation Date. You are responsible for paying all fees associated with using the Lucid Contact Offerings and all applicable taxes.
Lucid may only change the Monthly Service Fees during a Renewal Term by providing you written notice of such changes. Such changes will become effective fifteen (15) days after notice of those changes and will apply to the current Monthly Term and/or Renewal Term, as applicable, unless you have provided Lucid with written notice of your desire to cancel your Account. In such case, the previously applicable Monthly Service Fees will be charged for the final Monthly Term and/or Renewal Term, as applicable, before termination.
You will be required to provide Lucid with a credit card (Visa, MasterCard, American Express or Discover) for automatic billing prior to using the Lucid Contact Offerings. Your Monthly Service Fees will be automatically charged to your credit card on file. You will be billed a monthly finance charge at the rate of one and one half percent (1.5%), or the highest amount permitted by Applicable Law, whichever is lower, if your Account becomes past due. Your Account may be suspended immediately for non-payment. You will reimburse Lucid for any and all costs arising from or related to collecting past due amounts, including attorneys\' fees and court costs, whether or not litigation has commenced.
Lucid may, in its sole discretion, offer discounts, coupons or promotions that may reduce applicable fees. User may request a credit to its Account by contacting Lucid customer service. Credits will be granted in Lucid\'s sole discretion. Any refunds will be made in credits to your Account. You will not be entitled to a refund in the event that Lucid terminates the Agreement for your breach.
At all times during and after the Term of the Agreement, any "Virtual Telephone Number" which has been provided by Lucid for use by User hereunder shall be owned exclusively by Lucid. User agrees that it has no right, title or ownership interest in or to any Virtual Telephone Number, and that User is leasing the Virtual Telephone Number as part of the Lucid Contact Offerings. At no time will User be entitled to purchase the Virtual Telephone Number from Lucid. However, in the event that User or Lucid terminates the Agreement, where Lucid agrees, User may elect to continue its use of the Virtual Telephone Number by leasing it from Lucid for a fee of $249.99 per month, or such other amount, and pursuant to payment terms, determined by Lucid in its sole discretion.
You will, at your own expense, indemnify, defend and hold Lucid, its authorized representatives, officers, directors, agents and employees harmless from and against any and all losses, costs, damages, liability and/or expenses arising out of or relating to: (a) any claim related to your use of the Lucid Contact Offerings, the User Database, User Messages and/or your use of the User Communications; (b) any breach of the Agreement by you; or (c) your violation of any Applicable Law and/or the rights of any third party. Lucid will have the right to participate in its defense and hire counsel of its choice, at your expense. You will not settle any action or claims on Lucid\'s behalf without the prior written consent of Lucid.
(a) Limitation of Liability. NEITHER LUCID NOR ITS SUPPLIERS OR AUTHORIZED REPRESENTATIVES WILL BE LIABLE FOR: (i) ANY LOSS OF BUSINESS, PROFITS OR GOODWILL, LOSS OF USE OF DATA, INTERRUPTION OF BUSINESS OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER, (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT EVEN IF LUCID, ITS SUPPLIER OR AUTHORIZED REPRESENTATIVE, AS APPLICABLE, WAS AWARE OF THE POSSIBILITY OF SUCH DAMAGES; OR (ii) ANY DAMAGES THAT RESULT IN ANY WAY FROM YOUR USE OR INABILITY TO USE THE LUCID CONTACT OFFERINGS, OR THAT RESULT FROM ERRORS, DEFECTS, OMISSIONS, DELAYS IN OPERATION OR TRANSMISSION, OR ANY OTHER FAILURE OF PERFORMANCE OF THE LUCID CONTACT OFFERINGS. WITHOUT LIMITING THE FOREGOING, THE AGGREGATE LIABILITY OF LUCID TO USER SHALL NOT EXCEED THE AMOUNT PAYABLE BY USER TO LUCID PURSUANT TO THE AGREEMENT.
(b) Disclaimer of Warranties. THE WEBSITE, LUCID CONTACT OFFERINGS AND VIRTUAL TELEPHONE NUMBERS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, LUCID OFFERS NO WARRANTIES (IMPLIED OR EXPRESSED) OR REPRESENTATIONS OF ANY KIND (AND THEY ARE EXPRESSLY DISCLAIMED) WITH RESPECT TO THE WEBSITE, LUCID CONTACT OFFERINGS AND VIRTUAL TELEPHONE NUMBERS INCLUDING, WITHOUT LIMIT, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. FURTHER, LUCID DOES NOT REPRESENT OR WARRANT THAT: (i) THE WEBSITE, LUCID CONTACT OFFERINGS AND/OR VIRTUAL TELEPHONE NUMBERS WILL MEET YOUR REQUIREMENTS; (ii) ITS SERVICES WILL MEET YOUR REQUIREMENTS; OR (iii) THE WEBSITE, LUCID CONTACT OFFERINGS AND/OR VIRTUAL TELEPHONE NUMBERS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.
Lucid is not responsible for any malfunction, delay, nonperformance and/or other degradation of performance of the Website, Lucid Contact Offerings and/or Virtual Telephone Numbers caused by or resulting from any alteration, modification and/or amendments due to changes and/or specifications requested or implemented by User. User understands that, on occasion, the Website, Lucid Contact Offerings and/or Virtual Telephone Numbers may be inaccessible, unavailable or otherwise inoperable for any reason including, but not limited to, the following: (A) equipment malfunctions; (B) periodic maintenance procedures or repairs; and/or (C) causes beyond Lucid\'s control or which are not reasonably foreseeable by Lucid including, but not limited to, interruption or failure of telecommunications or digital transmission links, hostile network attacks, the unavailability, operation, or inaccessibility of websites or interfaces, network congestion or other failures. User agrees that Lucid has no control over, and shall not be liable for, the availability of the Website, Lucid Contact Offerings and Virtual Telephone Numbers on a continuous and/or uninterrupted basis. Further, User understands and agrees that Lucid\'s failure to provide access to the Website, Lucid Contact Offerings and Virtual Telephone Numbers because of technical difficulties shall not be considered a breach and/or failure to meet its obligations under the Agreement. Lucid will make reasonable efforts to repair and reinstate the Website, Lucid Contact Offerings and/or Virtual Telephone Numbers, as applicable, in the event of a failure, depending on the severity of said failure. If said failure is the result of an action performed by User or an agent of User, then User shall be responsible for paying all costs associated with reinstating and/or repairing same. Unavailability resulting from negligent failure of Lucid to rectify circumstances within its control and lasting for a total of forty-eight (48) business hours or more in any Monthly Term or any Renewal Term will require Lucid (at its discretion) to either pay you to a pro rata credit for the unavailable Website, Lucid Contact Offerings and/or Virtual Telephone Numbers, as applicable, or a refund in that amount.
Except for the limited purpose set forth in Section 3.4 above, you and Lucid are independent contractors, and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by the Agreement.
Except as explicitly stated otherwise, any notices will be given by email to service@lucidcontact.com (in the case of Lucid) or to the email address you provide to Lucid in the Order Confirmation (in your case), or such other address as either party may specify. Notice will be deemed given twenty-four (24) hours after the subject email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to Lucid in the Order Confirmation. In such case, notice will be deemed given three (3) days after the date of mailing.
The Agreement will be governed by Texas State law, except for the body of law relating to conflicts of law. Venue for any legal action arising under the Agreement will be the federal or state courts of Bexar County, Texas. The prevailing party in any litigation in connection with the Agreement will be entitled to recover from the other party its reasonable attorneys\' fees, costs and other expenses.
A breach of any provision of the Agreement may only be waived in writing by the non-breaching party. A party\'s failure to enforce any provision of the Agreement shall not be a waiver of the provision or the right to enforce it at a later time.
This User Agreement, together with all applicable Order Confirmations, sets forth the entire understanding and agreement between us with respect to the subject matter hereof. You agree that you are not entering into the Agreement in reliance on any statements or representations other than those set forth herein or in an Order Confirmation. If any provision of the Agreement is held to be invalid or unenforceable, such provision will be struck and the remaining provisions will be enforced. Throughout the Agreement: (a) the phrase "in our discretion" or "in its discretion" means in Lucid\'s sole and exclusive discretion; and (b) the term "including" means "including without limitation." The captions and headings used in the Agreement are inserted for convenience only and should not be construed to affect the meaning or interpretation of the Agreement.
Should the terms of this User Agreement directly conflict with any terms summarized in the Order Confirmation, the terms of the Order Confirmation shall prevail.
If any provision of the Agreement should, for any reason, be held invalid or unenforceable in any respect, then the remainder of the Agreement, and the application of such provision in circumstances other than those as to which it is so declared invalid or unenforceable, shall not be affected thereby, and each such provision of the Agreement shall be valid and enforceable to the fullest extent permitted by law.
The Agreement may not be assigned or transferred by User without the prior written consent of Lucid, which consent shall not be unreasonably withheld, conditioned or delayed. Lucid may assign the Agreement without User\'s consent to: (a) a successor in interest whether by merger, reorganization or otherwise; or (b) a purchaser of all or more than fifty percent (50%) of Lucid\'s assets.
This User Agreement, together with all applicable Order Confirmations, and any modifications, waivers or notifications relating thereto may be executed and delivered by electronic mail, or other electronic means, including via the Website by completing the procedures specified on the Website. Any such electronic mail transmission, or communication via such electronic means, including any communication implementing the procedures on the Website, shall constitute the final agreement of the parties and conclusive proof of such agreement in writing. Once an electronic signature is submitted, the electronic order constitutes an electronic letter of agency. Lucid\'s reliance upon User\'s electronic signature is specifically sanctioned and was written into law when the Uniform Electronic Transactions Act and the Electronic Signatures in Global and National Transactions Act were enacted in 1999 and 2000, respectively. Both laws specifically preempt all state laws that recognize only paper and handwritten signatures. If User\'s signature or acknowledgment is required or requested with respect to any document in connection with the Agreement and any employee or representative authorized by User "clicks" in the appropriate space on a website designated by Lucid or takes such other action as may be indicated by Lucid, User shall be deemed to have signed or acknowledged the document to the same extent and with the same effect as if User had signed the document manually. Further, User hereby waives any right or requirement under any statutes, regulations, rules, ordinances or other law in any jurisdiction which requires: (a) an original signature; and/or (b) delivery or retention of non-electronic records. User acknowledges and agrees that she/he/it has the ability to print information delivered to User electronically, or otherwise knows how to store that information in a way that ensures that it remains accessible to User in unchanged form.
