This Services Agreement ("Agreement") is entered into by and between Sprockets, Inc., a Delaware corporation ("Company"), and the undersigned ("Customer"). The Customer engages the Company to perform services as described in the Sales Quote/Order Form, and the Company agrees to provide these services under the terms outlined below.
1. Services and Fees:
The Company will deliver the services ("Services") specified in the Sales Quote/Order Form. In exchange, the Customer will pay the fees outlined in the same document.
2. Subscription and Billing Start Date and Delays:
The Services' start date ("Start Date") is defined as the earlier of:
- The date of the onboarding call between the Company and the Customer, or
- First Payment Date.
All billing and subscription fees will commence as of the Start Date, irrespective of any delays in service initiation caused by the Customer.
If the Start Date is delayed due to the Customer’s actions or inactions, the Agreement term will still commence on the Start Date. Actions or inactions include, but are not limited to, failure to schedule the onboarding call, provide required information, or fulfill pre-service obligations.
3. Term and Termination:
The initial term of this Agreement is Twelve (12) Months, beginning on the Start Date. The Agreement will automatically renew for an additional 12 months under the same terms unless either party provides a 30-day written notice before the current term ends.
Early termination by the Customer requires payment of the remaining contract value. The Company may terminate the Agreement for nonpayment, with the Customer remaining liable for all fees until the end of the current term.
4. Terms of Service and Use:
The Company's Terms of Service govern the Customer's use of the Services and are incorporated into this Agreement by reference. These terms are available at https://sprockets.ai/terms-of-service/.
5. Entire Agreement:
This Agreement, along with the Terms of Service, constitutes the entire agreement between the parties regarding the Services. In case of any conflict, this Agreement shall prevail.
By completing the checkbox and submitting payment in the self sign-up module, the Customer agrees to the terms outlined in this Agreement and the Company’s Terms of Service.