FCA Terms
Additional Terms and Conditions of Use for: CallSource Leadscore® Lead Evaluation Services. CallSource DealSaver® Lead Notification Services. CallSource Telephone Performance Analysis Services.
IMPORTANT -‐ READ CAREFULLY: These Additional Terms and Conditions of Use for the CallSource Leadscore® Lead Evaluation Services and DealSaver® Lead Notification Services and Telephone Performance Analysis Services (these “Additional Terms”) modify, supplement and amend the Universal Terms and Conditions of Use between Sanctus, LLC, doing business as Shift Digital (“Shift Digital”) and you, and agreed to by you (the “Master Terms” and, collectively with these Additional Terms, the “Agreement”). By opting in, services will continue until cancelled by dealer per standard FCA Digital standard billing rules.
IN ORDER TO USE THE CALLSOURCE LEADSCORE® LEAD EVALUATION SERVICES AND DEALSAVER® LEAD NOTIFICATION SERVICES AND/OR THE TELEPHONE PERFORMANCE ANALYSYS SERVICES (THE “CALLSOURCE SERVICE”), YOU MUST FIRST AGREE TO THESE ADDITIONAL TERMS BY CLICKING “I AGREE” BELOW. IF YOU DO NOT AGREE WITH THESE ADDITIONAL TERMS, DO NOT ACCESS, OR IN ANY WAY USE, THE CALLSOURCE SERVICE AND IMMEDIATELY EXIT FROM THIS SCREEN. IF YOU DO NOT AGREE TO ALL OF THESE ADDITIONAL TERMS, YOUR USE OF THE CALLSOURCE SERVICE IS STRICTLY PROHIBITED.
In the event of any inconsistency between these Additional Terms and the Master Terms, these Additional Terms shall govern and control. In all other respects, the Master Terms are and shall remain in full force and effect. Unless expressly indicated to the contrary herein below, the defined terms used in these Additional Terms shall have the meanings ascribed to them in the Master Terms. “Services” as defined in the Master Terms shall include the CallSource Service.
You may not use the CallSource Service and may not accept these Additional Terms if (a) you are not of legal age to form a binding contract with us, (b) you are not authorized to bind the company to which the CallSource Service is being provided, or (c) you have not previously agreed to the Master Terms.
Before you continue, you should print or save a local copy of these Additional Terms for your records.
1. ADDITIONAL LICENSES FROM US.
1.1 Provided you are not in default of any obligation under the Agreement, and provided you have paid all applicable fees, subject to the terms and conditions of the Agreement, we hereby grants to you a limited, restricted, revocable, royalty-free, non-assignable, non–transferable, non–sub–licensable and non–exclusive license to use the CallSource Service, including the proprietary software, trademarks, copyrights and other proprietary elements of the CallSource Service. This license is for the sole purpose of enabling you to use and enjoy the benefit of the CallSource Service as provided for herein solely with the Services and in the manner permitted by the Agreement.
2. COMPLIANCE WITH TELEPHONE RECORDING LAWS AND REGULATIONS.
2.1 The CallSource Service includes a “virtual tape recorder” that allows the recording of certain inbound or outbound telephone calls. There are federal and state laws and regulations that govern the recording of telephone calls. The laws and regulations are complicated and the penalties for violations are strict. The most common requirement is that one or all of the participants on the telephone call must consent to the recording of the telephone call. For example, at present, approximately 12 states require all parties to a call provide informed consent to the recording, while, in other states, only one party to the call must be aware of the call recording, even if that party is the one conducting the recording. The limit and scope of the consent, and applicable exceptions (including, but not limited to obtaining consent, caller notification, inbound versus outbound calls, conflicting state laws when two or more states are involved, etc.) vary from jurisdiction to jurisdiction.
2.2 It is your responsibility to understand and comply with all laws and regulations involved with the recording of telephone calls in connection with the CallSource Service. The laws and regulations may continually change or be amended. Therefore, it is imperative that you regularly apprise yourself of the current status of the applicable law and regulations. For additional information (without vouching for its accuracy), one can review The Reporters Committee for Freedom of the Press, at www.rcfp.org/taping/states.html.
2.3 You hereby agree to notify present and future employees, and any other person that may participate on your behalf in a telephone call that may be recorded, that their conversations may be recorded. You understand and acknowledge that this shall be relied upon by CallSource, Chrysler and Shift Digital, and is essential to the ability of CallSource to provide the CallSource Service to you.
3. INDEMNIFICATION.
3.1 In return for access to the CallSource Service, you hereby agree to indemnify, defend (with legal counsel reasonably acceptable to the Indemnified Party) and hold harmless CallSource Automotive, LLC (“CallSource”), Chrysler Group LLC (“Chrysler”) and Shift Digital, their shareholders, directors, officers, employees, agents, contractors, representatives, successors and assigns (each an “Indemnified Party”) from and against any liabilities, demands, claims, actions, assessments, losses, costs, fines, penalties damages or expenses, including reasonable attorneys’ fees, relating to or arising out of any litigation, claim or liability that might result from (i) your violation of any call recording laws or regulations, or (ii) your use of the CallSource Service to record inbound or outbound telephone calls, or (iii) your use of the recorded content of telephone calls recorded with the use of the CallSource Service, including but not limited to use of call recordings in employee performance reviews.
4. LIMITATION OF LIABILITY.
4.1 CallSource, Chrysler and Shift Digital, and their officers, directors, employees, or agents shall not have any liability to you or to any third party for any direct, indirect, incidental, special, punitive or consequential losses or damages, statutory fines or penalties, including, without limitation, emotional or mental distress, loss of or injury to reputation, or compensatory losses, attorneys’ fees, or costs resulting directly or indirectly out of or otherwise arising in connection with any allegation, claim, suit or other proceeding arising from improper call recording, including claims or contentions involving wiretapping, eavesdropping, violation of privacy, injury to reputation, infliction of emotional or mental distress, trespass, invasion, or conspiracy to engage in improper call recording or similarly based charges or causes of action, whether under statutory law, case law, administrative law, or otherwise.
5. GENERAL LEGAL TERMS
5.1 These Additional Terms shall be governed by, and construed in accordance with, the law of the state under which the Agreement is governed. These Additional Terms may be amended only in writing executed by the parties affected by such amendment.
