Thank you for visiting Convergely.com and, if applicable deciding to sign up for our Service. Please read these Terms of Service carefully, as agreeing to them in their entirety is required as a condition to the initial and subsequent provision of the Site and Service to you. If you do not agree to these Terms of Service in their entirety, you must cease using our Site and Service immediately.
2. Corporate Information
Convergely.com is the name of our Site, and is the name of the Service which we provide. However, both our Site and Service are owned, operated, administered, and provided by Koombea Inc., an entity lawfully incorporated under the laws of the State of Delaware, doing business in the State of Florida. Unless otherwise stated in this Agreement (such as in our section governing intellectual property complaints), our address for service of legal process or for any inquiries is:
2250 NW 114th Ave.
Unit 1L COL 5242
Miami, Florida 33172
Throughout this Agreement, we may use certain words or phrases which, despite having a more general meaning in a dictionary, may have a specific meaning for the purposes of this Agreement. We have defined some such terms in this section so that you may better understand how this Agreement is applied. The list of definitions found herein is not all-encompassing and no definition should be considered binding to the point that it renders this Agreement nonsensical:
- “Convergely” may, depending on the context, refer to a combination of all or some of: Our company, known as “Koombea Inc.,” our Site, or our Service;
- “Service” Slack add-on service, but in general also refers to the services that we provide through our Site or through any other venue, including our Site itself;
- “Site” refers to our website, www.convergely.com;
- “User” refers to users of our Service, whether paid or otherwise, and general visitors to our Site;
4. Our Service
is an online service that offers Slack users functionalities to improve their communications and team interactions with things like scheduled messages, tasks delegations and polls creations.
In order to use our Site or Service, you must meet a number of conditions, including but not limited to:
- You must not be in violation of any embargoes, export controls, or other laws of the United States or other countries having jurisdiction over this Agreement, Koombea Inc., and yourself. For example, if the Office of Foreign Assets Control prohibits conducting financial transactions with nationals, residents, or banks of your country, you must not use our Service.
- If using any paid services, you must be the minimum age required to enter into a contract in the area in which you reside, and, in any event, must not be less than the age of contractual capacity in Florida and Delaware, which as of the time of the most recent modifications to this Agreement is 18 years age.
- You must, if signing up on behalf of an organization, including a corporation, limited liability company, partnership, or any other entity that is not a natural person, be authorized by that organization to bind that organization to this Agreement.
- If signing up on behalf of an individual, you must be that individual’s authorized agent, hold power of attorney over that individual, or otherwise have the authority to bind that individual to this Agreement.
- You must provide us with accurate personal information, payment information, and other information that we deem necessary to provide you with our Service.
6. Use by Minors
The Children’s Online Privacy Protection Act prohibits the collection of information from minors under the age of thirteen. Subject to certain exceptions, the Fair Labor Standards Act generally prohibits labor in the United States by those under the age of fourteen. However, there are certain exemptions to this general rule, such as certain agricultural or theatrical enterprises, and family businesses. Therefore, it is necessary that you hereby agree that, even if you would otherwise be authorized to employ someone under the age of thirteen, you will not permit such individuals to use.
You agree that we are not responsible for any technical or other errors in the delivery of the software.
8. Server Maintenance and Other Downtime
Without limiting the generality of our “Disclaimer” section, the limitations on liability below, or any other defenses that we have under this Agreement, we hereby inform you that we may make our Service may be unavailable for all or some of the following reasons, with or without advance notice:
- Host changes.
- Attacks or other interference by third parties.
Where downtime is planned, we will attempt to inform Users ahead of time, though we are in no way obligated to do so. You agree that we are not liable for any losses incurred as a result of our failure to inform you of such downtime, even if we are aware it will occur.
9. Specific Rules of Use
Once you have met our eligibility criteria and paid us as required, you may use Convergely’s software. Such use, however, is still subject to various rules.
The following rules apply to anyone who uses the software. No User may:
- Violate the laws of the United States, its states, or any foreign political entity having jurisdiction over this Agreement, whether or not the foreign political entity is a country or a subdivision (such as a state or province) or municipality (such as a city, town, county, or region) of a foreign country.
- Violate any embargoes. Although you must, to be eligible, agree not to violate any embargoes by signing up, we also require that you ensure that none of your clients, employees, contractors, or other economic relations are prohibited from having business transacted with them by the laws of the United States. Generally, you can ensure compliance with this provision by establishing that anyone you use our Service to enter into economic relations would otherwise be permitted to purchase our Service directly.
- Be fraudulent or negligent in their use of , whether in relation to our invoicing feature, time tracking feature, or otherwise.
- Infringe on anyone’s intellectual property rights, defame anyone, impersonate anyone, or otherwise violate the rights of a third party.
- Hack, crack, phish, SQL inject, or otherwise compromise the security or integrity of the Site, Service, or its Users’ computers.
- Reverse engineer, copy, distribute, or otherwise reproduce the service to any third party.
- AAct in any other manner which is unlawful, which brings or Koombea Inc. in general into disrepute or which, at the sole discretion of Koombea Inc., is objectionable.
You agree that these rules, as well as any other rules in this Agreement, apply to you regardless of whether you are the principal User who has signed up a business for a account, or a person who has enrolled subsequent to such registration to benefit from such account but is not themselves a paying party.
Payment for the service may be made by means of credit card. Unless otherwise states on our Site, all prices listed are in United States Dollars.
Payments may be processed by us or by a third party payment processor. Regardless of how payments are processed, they must be credited to before we have any obligation to provide you with our Service. If you have concerns that a payment has not been remitted to us, you may provide us with the payment receipt so that we can make inquiries with any relevant third parties about the payment’s status, but in any event, you shall ultimately be the sole party responsible for ensuring that receives your payment.
Convergely may, but is not obligated to, provide discounts or other promotions to Users. The discounts or other benefits provided will be made according to the information published on our Site, and if any information is conflicting, the terms most beneficial to Koombea Inc. shall take effect.
Convergely may refuse to perform such offers for any reason including, but not limited to, fraud, mistake on the part of our publication of information, actual or expected financial hardship, sale of all or part of our business, or any other reason.
Where a User provides payment for the Service through a credit card, and that amount of money is subsequently taken from us due to a chargeback, credit card cancellation, or other action that is the fault of the User, Koombea Inc. is entitled to recover that amount from the User.
This applies to both fraudulent and otherwise permissible chargebacks. In the event of a fraudulent chargeback, Koombea Inc. will inform the relevant law enforcement authorities and refer the matter to the appropriate collections agency and/or court of competent jurisdiction.
13. Our Copyright
The protection of our content is important to preserve our search engine rankings and the uniqueness of our marketing materials in general. You therefore agree not to copy, distribute, display, disseminate, or otherwise reproduce any of the information on the Site, or any promotional information or any other content owned or licensed for the Service, without receiving our prior written permission.
14. Your Copyright
The Service permits Users to upload data for messages and other purposes. Because we permit third parties to upload content to us, we must be assured that we has the right to host and display that content in order to avoid any potential legal action, even if we are protected by the Digital Millennium Copyright Act, since compliance with takedown notices still costs us time and money. Uploaded content may include, but is not limited to, textual information, arrangements of data, and other information. Whenever submitting content to our website, you agree that you are granting us a non-exclusive, universal, perpetual, irrevocable, sublicensable, right to use that content to the extent that we deem reasonable for the purposes of providing to you or any other party. You warrant to us that you have the right to grant us this right over the content, and that you will indemnify us for any loss resulting from a breach of this warranty and defend us against claims regarding the same.
“Koombea” is a trademarks used by us, Koombea Inc., to uniquely identify our Site, Service, and business. “Koombea” is registered with the United States Patent and Trademark Office under serial number 85346858, and “Convergely” and “Keo” are protected generally by both the Lanham Act and the common law tort of passing off as the state level. You agree not to use these phrases anywhere without our prior written consent. Additionally, you agree not to use our trade dress, or copy the look and feel of our website or its design, without our prior written consent. You agree that this paragraph goes beyond the governing law on intellectual property law, and includes prohibitions on any competition that violates the provisions of this paragraph.
16. Revocation of Consent
We may revoke our consent for your use of our intellectual property, or any other permission granted to you under this Agreement, at any time. You agree that if we so request, you must take immediate action to remove any usage of our intellectual property that you may have engaged in, even if it would cause a loss to you.
17. Copyright & Trademark Infringement
We take copyright infringement very seriously. As stated previously in this Agreement, Users must not post to any content that infringes on anyone’s copyright, but it may happen. We have therefore registered a Copyright Agent with the United States Copyright Office, which limits our liability under the Digital Millennium Copyright Act, and provides affected parties with an expedited mechanism for removing allegedly infringing content from our Site. If you believe that your copyright has been infringed, please send us a message which contains:
- Your name.
- The name of the party whose copyright has been infringed, if different from your name.
- The name and description of the work that is being infringed.
- The location on our website of the infringing copy.
- A statement that you have a good faith belief that use of the copyrighted work described above is not authorized by the copyright owner (or by a third party who is legally entitled to do so on behalf of the copyright owner) and is not otherwise permitted by law.
- A statement that you swear, under penalty of perjury, that the information contained in this notification is accurate and that you are the copyright owner or have an exclusive right in law to bring infringement proceedings with respect to its use.
You must sign this notification and send it to our Copyright Agent at:
Attn: convergely.com Copyright Agent
2250 NW 114th Ave.
Unit 1L COL 5242
Miami, Florida 33172
If sending the notification by e-mail, an electronic signature is acceptable.
Although U.S. law does not provide for a similar procedure for trademark infringement, we recommend that you send us similar information to that above in regards to any allegation of trademark infringement, and we will address it as soon as practicable.
18. Representations & Warranties
NOTWITHSTANDING ANY OTHER REMARKS ON OUR WEBSITE OR OTHERWISE ABOUT THE FEATURES OF CONVERGELY, WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE MERCHANTABILITY OF OUR SERVICE OR FITNESS FOR ANY PARTICULAR PURPOSE. YOU AGREE THAT YOU ARE RELEASING US FROM ANY LIABILITY THAT WE MAY OTHERWISE HAVE TO YOU IN RELATION TO OR ARISING FROM THIS AGREEMENT OR OUR SERVICES, FOR REASONS INCLUDING, BUT NOT LIMITED TO, FAILURE OF OUR SERVICE, NEGLIGENCE, OR ANY OTHER TORT. TO THE EXTENT THAT APPLICABLE LAW RESTRICTS THIS RELEASE OF LIABILITY, YOU AGREE THAT WE ARE ONLY LIABLE TO YOU FOR THE MINIMUM AMOUNT OF DAMAGES THAT THE LAW RESTRICTS OUR LIABILITY TO, IF SUCH A MINIMUM EXISTS.
YOU AGREE THAT WE ARE NOT RESPONSIBLE IN ANY WAY FOR DAMAGES CAUSED BY THIRD PARTIES WHO MAY USE OUR SERVICES, INCLUDING BUT NOT LIMITED TO PEOPLE WHO COMMIT INTELLECTUAL PROPERTY INFRINGEMENT, DEFAMATION, TORTIOUS INTERFERENCE WITH ECONOMIC RELATIONS, OR ANY OTHER ACTIONABLE CONDUCT TOWARDS YOU.
WE ARE NOT RESPONSIBLE FOR ANY FAILURE ON THE PART OF A PAYMENT PROCESSOR, INCLUDING A CREDIT CARD COMPANY OR CREDIT CARD PROCESSOR, TO DIRECT PAYMENTS TO US, OR ANY ACTIONS ON THEIR PART IN PLACING A HOLD ON YOUR FUNDS.
WE ARE NOT LIABLE FOR ANY FAILURE OF THE GOODS OR SERVICES OF OUR COMPANY OR A THIRD PARTY, INCLUDING ANY FAILURES OR DISRUPTIONS, UNTIMELY DELIVERY, SCHEDULED OR UNSCHEDULED, INTENTIONAL OR UNINTENTIONAL, ON OUR WEBSITE WHICH PREVENT ACCESS TO OUR WEBSITE TEMPORARILY OR PERMANENTLY.
WE ARE NOT RESPONSIBLE FOR OR AFFILIATED WITH ANY OF THE SERVICES OR GOODS PROVIDED BY USERS WHO USED OUR MESSAGE SERVICE.
THE PROVISION OF OUR SERVICE TO YOU IS CONTINGENT ON YOUR AGREEMENT WITH THIS AND ALL OTHER SECTIONS OF THIS AGREEMENT. NOTHING IN THE PROVISIONS OF THIS “REPRESENTATIONS & WARRANTIES” SECTION SHALL BE CONSTRUED TO LIMIT THE GENERALITY OF THE FIRST PARAGRAPH OF THIS SECTION.
For Jurisdictions that do not allow us to limit our liability: Notwithstanding any provision of these Terms, if your jurisdiction has provisions specific to waiver or liability that conflict with the above then our liability is limited to the smallest extent possible by law. Specifically, in those jurisdictions not allowed, we do not disclaim liability for: (a) death or personal injury caused by its negligence or that of any of its officers, employees or agents; or (b) fraudulent misrepresentation; or (c) any liability which it is not lawful to exclude either now or in the future.
IF YOU ARE A RESIDENT OF A JURISDICTION THAT REQUIRES A SPECIFIC STATEMENT REGARDING RELEASE THEN THE FOLLOWING APPLIES. FOR EXAMPLE, CALIFORNIA RESIDENTS MUST, AS A CONDITION OF THIS AGREEMENT, WAIVE THE APPLICABILITY OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR." YOU HEREBY WAIVE THIS SECTION OF THE CALIFORNIA CIVIL CODE. YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED RELEASE.
Convergely must be assured that its Site and Service will not be used for unlawful purposes, and that we will be compensated for any misuse by our Users. You therefore agree to indemnify and hold us harmless for any claims by you or any third party which may arise from or relate to this Agreement or the provision of our service to you, including any damages caused by your use of our website or acceptance of the offers contained on it. You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases. You agree that this indemnity extends to requiring you to pay for our reasonable attorneys’ fees, court costs, and disbursements. In the event of a claim such as one described in this paragraph, we may elect to settle with the party/parties making the claim, and you shall be liable for the damages as though we had proceeded with a trial. You agree that you are liable for indemnifying us for any use of your account, whether by you or by a designated employee, contractor, or other person to whom you have given authorization to use the Service that you pay for, to the same extent as if you had engaged in the actions that they engage in yourself. Essentially, you agree that you will be vicariously liable for any activities of other Users you permit to work with your organization’s account, even if you would not otherwise be vicariously liable by operation of statute or the common law.
20. Choice of Law
The offer and acceptance of this Agreement are deemed to have occurred in the State of Florida.
21. Forum of Dispute
You agree that any dispute arising from or relating to this Agreement will be heard solely by a court of competent jurisdiction in the State of Florida. Specifically, where the subject matter of a dispute so permits, you agree that any disputes shall be brought solely as a Small Claims action within a court having jurisdiction to hear the matter in Miami-Dade County (“Small Claims Court”).
If a dispute claims multiple claims and one or more of those claims would be eligible to be heard by the Small Claims Court, you agree not to bring the other claims against us and to instead proceed within the Small Claims Court.
If you would be entitled in a dispute to an amount exceeding the monetary jurisdiction of the Small Claims Court, you agree to waive your right to collect any damages in excess of the monetary jurisdiction and instead still bring your claim within the Small Claims Court. At the time of drafting this Agreement, the monetary jurisdiction of the Small Claims Court is $5000.
You agree that if a dispute is eligible to be heard in Small Claims Court but you would be entitled to an additional or alternative remedy in a higher court, such as injunctive relief, you will waive your right to that remedy and still bring the dispute within the Small Claims Court.
If you bring a dispute in a manner other than in accordance with this section, you agree that we may move to have it dismissed, and that you will be responsible for our reasonable attorneys’ fees, court costs, and disbursements in doing so.
You agree that the unsuccessful party in any dispute arising from or relating to this Agreement will be responsible for the reimbursement of the successful party’s reasonable attorneys’ fees, court costs, and disbursements.
22. Force Majeure
You agree that we are not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, unavailability of payment processors, failure or shortage of infrastructure, shortage of materials, or any other event beyond our control.
In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it.
If two or more provisions of this Agreement are deemed to conflict with each other’s operation, Koombea Inc. shall have the sole right to elect which provision remains in force.
Koombea Inc. reserves all rights afforded to us under this Agreement as well as under the provisions of any applicable law. Our non-enforcement of any particular provision or provisions of this Agreement or the any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.
25. Termination & Cancellation
We may terminate your account or access as well as access to our Site and Service to you at our discretion without explanation, though we will strive to provide a timely explanation in most cases. Our liability for refunding you, if you have paid anything to us, will be limited to the amount you paid for your subscription which has not yet been and will not be delivered, except in cases where the termination or cancellation was due to your breach of this Agreement, in which case you agree that we are not required to provide any refund or other compensation whatsoever.
no circumstances will we be liable for any losses of current or prospective economic gains incurred as a result of the termination of our Service, whether temporarily or permanently.
26. Assignment of Rights
You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent. We may assign our rights and/or obligations under this Agreement to any other party at our discretion.
We may amend this Agreement from time to time. When we amend this Agreement, we will post the changes here. You must visit this page each time you access our Site or use our Service. If you do not agree to the changes, you must cease using our Site and Service immediately and inform us of your non-agreement with information sufficient to identify your account atsupport@Convergely.com so that we may disable your account.
28. Access to Information
29. California Users and Residents
Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about must be addressed to our agent for notice and sent via certified mail to:
2250 NW 114th Ave.
Unit 1L COL 5242,
Miami, Florida, 33172,
Lastly, California users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
Last Modified: August 12, 2015