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               This Enterprise Cloud Dialer Agreement (“Agreement”) constitutes a binding contract made by and between OPC Marketing, Inc. (“OPC”), located at 1069 Airport Parkway, Addison, TX 75001, and  (“Subscriber” or “You”), located at  on this day _________  OPC and Subscriber agree to the following terms and conditions under which Subscriber may utilize the SpitFire cloud-based dialing platform and features selected by Subscriber: 


1.  OPC is Committed to Knowing its Customers (KYC): Subscriber may not use any OPC products to violate the law. OPC may periodically require Subscriber, in order to obtain or continue access, to complete know-your customer (“KYC”) questionnaires, 10DLC compliance forms, and other documents sufficient to demonstrate its compliance with applicable law, telephone carrier requirements and then-current industry best practices.  OPC reserves the right to immediately terminate, pause or suspend this Agreement, or part or all of Subscriber’s access to the selected Products, in the event it obtains information showing that, in OPC’s discretion, Subscriber may be in violation of the above requirements or otherwise creating legal or financial risk for OPC.

2.  Term and Termination:  The Agreement commences on the date above for an initial term of 90-days, thereafter, to auto renew for successive 30-day renewal terms until terminated by either party.  Subscriber may terminate only on 30-days prior written notice to OPC.  OPC may terminate the agreement at any time on written notice to Subscriber.

3.  Non-Exclusive Software License:  You will get to use your selected products while you are current on fees and compliant with this Agreement and the law. Upon receipt of the purchase price from Subscriber and following KYC review and onboarding, Subscriber will receive the selected products and OPC hereby grants Subscriber a limited, revocable, non-exclusive license to use its selected software as described herein and on Subscriber’s invoice. Subscriber alone is the authorized user of the software and Subscriber may not allow anyone else (“Unauthorized Users”) to make any use or access. Subscriber must immediately report to OPC any unauthorized use. Upon termination by either party, this license shall immediately terminate, and Subscriber shall make no further use of the software. Subscriber may not publish information about, modify or create derivative works of, or reverse engineer, decompile, or disassemble the software, or otherwise attempt to derive or misuse the source code.

4.  The Cloud Account: The cloud-based dialing software allows your telephone agents to make and receive live calls, as well as engaged in certain limited text messaging with telephone number lists you upload on your own.  Subject to reasonable down-time and other limitations and warranty disclaimers described herein, Subscriber’s license shall allow Subscriber to launch blended inbound and outbound call center campaigns, along with limited texting functionality. This license currently makes available up to 5 distinct live dialing modes: predictive, fixed rate, quick connect, preview and manual calling. Using a pre-loaded list of Subscriber’s own uploaded numbers, Subscriber can use the dialer to answer inbound calls and place outbound calls for Subscriber’s available agents. In predictive dialing mode, the dialer monitors the call center volume and length of call, adjusting its dial rate in an attempt to minimize agent down time between conversations.

5.  Refund Policy: All purchases and payments are non-refundable.

6.  Compliance with Law:  Subscriber is required to use the selected products and software in full compliance with all applicable laws and regulations, including without limitation, all state, federal and international: (1) Do-Not-Call (“DNC”) list prohibitions; (2) telemarketer licensing and bonding requirements; (3) consumer cancellation rights; (4) mandatory disclosures/identification; (5) data privacy laws; (6) technology restrictions, including rules regarding /ATDS, prerecorded messages and artificial/AI voices; (7) consent revocation and opt-out rules; (8) call recording/monitoring prohibitions and disclosures; (9) rules imposed by telephone carriers; and (10) all other then-applicable laws and regulations. By making any use of the software, Subscriber expressly warrants to us that Subscriber is and shall continue to act in full compliance with the law. All OPC offers are void where prohibited by law. Subscriber agrees that they have read and understand the FTC’s Telemarketing Sales Rule (“TSR”) and the FCC’s Telephone Consumer Protection Act (“TCPA”), and all other applicable laws and regulations. Subscriber should review these rules with Subscriber’s own legal counsel to ensure that Subscriber understands and is fully compliant.  OPC is not your lawyer or compliance officer and does not assume responsibility for ensuring that your telephone campaigns meet applicable legal requirements. OPC will not assume any liability if Subscriber is ever held guilty or liable for any law violation. Notwithstanding the foregoing, Subscriber acknowledges that OPC has and is taking active steps to ensure the compliance of its customers, including by having Subscriber agree to these terms and otherwise.

7.  SpitFire SMS: By providing your telephone number(s), you agree to receive recurring text messages, both automated and non-automated, from OPC Marketing, Inc., manufacturer of Dialers. These messages may include information about our products, services, offers, promotions, and updates related to your relationship with us. Opt-Out Instructions: To unsubscribe from our SMS/MMS messages at any time, you can text STOP, END, CANCEL, UNSUBSCRIBE, or QUIT in response to any message you receive from us. Additionally, you can send an email to  ‘support@spitfiredialers.com’ specifying that you wish to opt out of text messages. You agree to receive a final message confirming your opt-out. Assistance or Help: Text “HELP” to the number from which you’re receiving messages or email to ‘support@spitfiredialers.com’. Carrier Participation: Participating U.S. carriers includes AT&T, T-Mobile®, Verizon Wireless, Boost, U.S. Cellular®, MetroPCS®, Cellcom, C Spire Wireless, Cricket, Virgin Mobile, among others. Not all carriers support our SMS/MMS service. Carriers are not liable for delayed or undelivered messages. Data Collection and Use: In connection with this SMS service, we may collect your mobile phone number, your carrier's name, and the date, time, and content of your messages, along with other information you provide. This information may be utilized to contact you and to deliver the services you have requested from us. By using this service, you consent to the collection and use of this information as described. Indemnification: You agree to indemnify and hold ‘OPC Marketing, Inc., manufacturer of Dialers’ harmless against any claims, including those related to privacy, tort, or other matters, arising from providing a phone number you do not own, failing to notify us of changes to your number, or issues related to the Federal Telephone Consumer Protection Act or similar state laws. You also agree to defend and hold us harmless from any claims, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) resulting from such issues. Participation Requirements: By participating in this Service, you affirm that you are at least eighteen (18) years old, possess a wireless device capable of two-way messaging, are a customer of a participating wireless carrier, and have an active text messaging service. Compatibility of cell phone models, text messaging capabilities, and service availability may vary by carrier. For any questions or concerns, please contact ‘OPC Marketing, Inc.’ at ‘support@spitfiredialers.com’ or by phone at (972)-370-3769. Please note that while ‘OPC Marketing, Inc., manufacturer of Dialers’ does not charge for text messages you receive, your mobile provider’s standard rates for text and data may apply. Contact your wireless provider for details about your text and data plan.

8.  Subscriber SMS: Subscriber understands and acknowledges that text-marketing is a relatively high-risk medium of communication, heavily regulated by state and federal government agencies.  Subscriber may only transmit SMS and MMS messages when it has in its direct possession, well-documented prior express written consent sufficient to meet the FCC’s new TCPA “one to one” consent requirements, along with all other applicable legal requirements and then-current industry best practices. Only Subscriber’s manager-level personnel may create SMS templates and manage SMS transmission.  Subscribers will not permit agent-level personnel to set up SMS campaigns or engage in SMS conversations with consumers.  Subscriber alone is responsible to ensure that its transmission of any text messages adheres to all applicable laws and carrier requirements, including without limitation, by transmitting the same only using an approved 10DLC number, within permissible call-time windows, not on prohibited no-call holidays, and not after the recipient has opted out or revoked consent through any reasonable means. Subscriber alone is responsible for ensuring that the content of its text messages adheres to all applicable laws and carrier requirements, including without limitation, by containing all required disclosures, identity information, a toll-free callback number and opt-out instructions.  Subscriber may be required by OPC and/or its telephone carrier(s) to complete know-your-customer (“KYC”) questionnaires, 10DLC compliance forms, or other documents, in order to begin or continue SMS-functionality. The subscriber alone will ensure that it promptly honors all opt-outs and consent revocations across all telephone channels, for marketing and non-marketing purposes. Subscribers will not transmit text messages to any number that has been reassigned and will actively suppress its leads against the national reassigned number database, at least every 30 days.

9.  No Legal, Financial or Tax Advice Provided: No financial, legal, or tax advice or counsel is given, or shall be deemed to have been given by OPC or its affiliates and contractors, or by the software.

10.  Indemnification:  Subscriber shall assume, pay, indemnify, hold harmless, and reimburse OPC and its current and former owners, officers, employees, agents, affiliates, contractors, successors and assigns for any and all liabilities, damages, claims, suits, settlements, judgments, costs, and expenses (including reasonable attorney’s fees and court costs) directly or indirectly incurred by OPC to the extent the same are related in any way to Subscriber’s use of the products or software or which are attributable, at least in part, to the negligence or intentional acts or omissions by Subscriber, Subscriber’s owners, officers, employees, agents and representatives, or unauthorized users making use of Subscriber’s systems.

11.  Limitation of Liability:  Except for Subscriber’s indemnity obligations hereunder, neither party shall be liable for any consequential, incidental, special, or indirect damages (including, but not limited to, loss of profits, goodwill, use, data, or other intangible items) even if the other party has been advised of the possibility of such damages or losses.  OPC’s total liability hereunder shall in no event exceed an amount equal to the amount actually paid by Subscriber to OPC in the month prior to a claim being made, regardless of the basis for the claim.

12.  Warranties:  OPC’s products and services are warranted only from significant, material defects and only while this Agreement is in effect and all fees paid by Subscriber. Notwithstanding the above, any damage or failure causes in part by an act of God/nature, third-party tampering or virus, or misuse by Subscriber directly, including without limitation, any failure of (or failure to use) a proper surge protector or backup battery supply, voids this warranty.  Except as otherwise provided herein, THE SERVICES ARE PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL OPC OR ITS SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, OR LOSS OF INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE PRODUCTS, EVEN IF SUBSCRIBER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  The subscriber waives all other warranties, guarantees, conditions, or liabilities, expressed or implied, arising by law or otherwise, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Reasonable downtime will occur with or without notice and OPC will not be liable for the same. Even if OPC offers certain call recording and telephone number scrubbing services, it provides no warranties regarding the same whatsoever.

13.  Choice of Law:  This Agreement shall be governed by and construed according to the laws of the State of Texas, without giving effect to normal choice-of-law principles. Except for a suit by OPC solely to collect fees owed by Subscriber, a party asserting any claim or dispute regarding this Agreement shall file and litigate such claim/dispute only in a court in Dallas County, State of Texas.

14.  Minimum Requirements: Bandwidth required per port is a minimum of 1MB per second upload and download, when the system uses the G.711 codec. Subscribers must provide high-speed internet connection for training, updates, and technical support. The subscriber alone is responsible for Network Configuration, Antivirus, VPN, Router and Firewall, Installation, Configuration and Setup. Agent IP information is required so the Dialer can determine which IP address to dial when the relevant agent logs on. SIP Carrier testing is required. These minimum Requirements are subject to change at any time.

15.  Minimum Requirements for Agent Stations: Agent station requirements can be found on OPC’s website at https://www.spitfiredialers.com/resources.

16.  Record Keeping: Subscriber is responsible for making frequent backups of its system and data to protect against loss. OPC cannot be responsible for loss of data for any reason whatsoever. OPC assumes no document retention obligations of Subscriber. The subscriber must download and retain call logs and other records on its own, to the extent legally required to do so, including by storing all marketing-related logs for at least 5 years beyond the end of the campaign. OPC will automatically delete your call logs and other uploaded data 90 days from the date of such communications, so you should ensure you regularly download and retain the same.

17.  Technical Support: Technical support is available Monday through Friday from 7:30 a.m. to 6:30 p.m., Central Time.  These times are subject to change upon reasonable advance notice to subscriber, as posted on the then-current customer support web page  OPC will make reasonable effort to resolve questions and problems on a timely basis, within the times listed above; however, OPC may not always be able to resolve every problem, nor respond to every call immediately. OPC and Subscriber each agree to pay for their own long-distance calls placed to the other party for any assistance. OPC offers support ticketing at https://www.spitfiredialers.com/support

18.  Payment:  Subscriber is responsible to keep a valid credit card on file and for timely paying all fees associated with the monthly cloud service, including possible reconnect fees.

19.  Confidentiality: The parties will keep all business information related to the other strictly confidential, except as required by a subpoena, CID, court or regulator with competent jurisdiction. Notwithstanding the above, OPC may voluntarily reveal information, call logs and other documents related to Subscriber to a third-party if OPC determines, in its reasonable discretion, that doing so will protect the legal and financial interests of OPC.  OPC may elect to invoice Subscriber, and Subscriber agrees to immediately reimburse OPC Marketing Inc, for any research and out-of-pocket legal costs associated with responding to the third-party inquiring about Subscriber.

20.  CONSENT FOR MARKETING-RELATED CONTACT: Further, Subscriber understands that by signing below, Subscriber is giving OPC, along with its employees, agents and assigns, express written consent to contact Subscriber, and its personnel, at the telephone number, cell phone number, and email address Subscriber has provided or provides later, with marketing offers and other information, including possibly using automated technology, texts, prerecorded messages and artificial/AI-voices, including outside of normal/permissible calling windows and regardless of any prior registration on a DNC list. Standard messaging rates apply. Consent is not a condition of purchase.  By signing below, Subscriber expressly and affirmatively consents to receive such contact, and expressly requests the same. You also agree that your information will be used in accordance with our Privacy Policy at https://www.spitfiredialers.com/privacy.


On Premise Conditions of Purchase

SMS Opt-In Agreement