Terms Of Use

This Agreement, which governs the terms and conditions of your use of TeleLead Services, is between you ("you" or "Customer"), as an authorized user of such services, and TeleLead. This Agreement, together with any operating rules, policies, price schedules, or other supplemental documents expressly incorporated herein by reference and published from time to time by TeleLead (collectively, the "Agreement"), constitutes the entire agreement between TeleLead and you regarding TeleLead Services, and supersedes all prior agreements between the parties regarding the subject matter of this Agreement. Notwithstanding the foregoing, your use of any software provided by TeleLead related to the Services shall be pursuant to a separate agreement governing customers' use of such software. For purposes of this Agreement, "TeleLead Service" or "Services" are defined as those telephone services offered to the public at www.TeleLead.com. By using TeleLead Services, you confirm your acceptance of, and agree to be bound by, this Agreement.
If you begin the sign up process for TeleLead Services but fail to complete the process, TeleLead may contact you one (1) time via email in an effort to help successfully guide you through this process. You hereby authorize TeleLead to make such contact, even if you ultimately determine not to sign up for TeleLead Services.

1. TeleLead Services

TeleLead offers TeleLead Services at its website www.TeleLead.com. The Services are described as follows:

1. Service Description. TeleLead includes but is not limited to: local, toll-free, or vanity telephone numbers (the "TeleLead Numbers") that provides for lead routing services, real-time delivery of inbound and outbound telephone calls to designated telephone lines or devices, and interactive voice response services for each phone number and channel on the system.

2. Usage Policy

YOUR USE OF THE SERVICE IS SUBJECT TO YOUR NEGOTIATED RATES. IN THE EVENT THAT YOU HAVE EXCEEDED YOUR RATE PLAN'S ALLOTTED TELEPHONE MINUTES, YOU WILL AUTOMATICALLY BE CHARGED $0.055 (OR WHATEVER THE APPLICABLE RATE IS FOR YOUR PLAN) PER MINUTE OF TELEPHONE LINE USAGE IN EXCESS OF YOUR USAGE LIMIT. NOTWITHSTANDING THE FOREGOING, TELELEAD RESERVES THE RIGHT TO TERMINATE OR SUSPEND YOUR ACCOUNT WITHOUT PRIOR NOTICE IN THE EVENT THAT YOU EXCEED 15 DAYS PAST YOUR INVOICE DUE DATE. IF YOUR SERVICE SIGN-UP INCLUDED A FREE TRIAL PERIOD, AND YOU EXCEED THE ALLOTED TELEPHONE USAGE MINUTES OR NUMBER OF LEADS ALLOWED DURING THE FREE TRIAL PERIOD, TELELEAD, AT ITS SOLE DISCRETION, MAY IMMEDIATELY BILL YOU FOR THESE OVERAGE MINUTES (MINUTES IN EXCESS OF YOUR ALLOTTED MINUTES) AND/OR OVERAGE LEAD TRANSACTIONS ALLOTED (LEADS IN EXCESS OF YOUR ALLOTED LEAD TRANSACTIONS). TELELEAD MAY BILL YOU AS FREQUENTLY AS IT DEEMS NECESSARY DURING THIS PERIOD, DEPENDING ON HOW MANY OVERAGE MINUTES AND/OR OVERAGE LEAD TRANSCATIONS YOU USE BEFORE THE END OF YOUR FREE TRIAL PERIOD.
WHEN CALLING DESTINATIONS OUTSIDE OF THE CONTINENTAL U.S., INTERNATIONAL RATES APPLY FROM THE FIRST MINUTE. CONTACT TELELEAD BILLING SERVICE FOR CURRENT INTERNATIONAL RATES.

3. Privacy Policy

TeleLead is dedicated to establishing trusting relationships with its customers, based on respect for personal identity and information. To demonstrate our commitment to Customer privacy, we have developed a Privacy Policy, a current copy of which is available at www.TeleLead.com/privacy-policy.html.
If we decide to change our privacy practices, we will post those changes in our Privacy Policy, and other places we deem appropriate, so our customers are always aware of what information we collect, how we use it, and under what circumstances, if any, we disclose it. We will use information in accordance with the Privacy Policy under which the information was collected. If, however, we are going to use customers' personally identifiable information in a manner different from that stated at the time of collection we will notify customers via email. Customers will have a choice as to whether or not we use their information in this different manner. However, if customers have opted out of all communication with TeleLead, or deleted/deactivated their account, then they will not be contacted, nor will their personal information be used in this new manner. In addition, if we make any material changes in our privacy practices that do not affect customer information already stored in our database, we will post a prominent notice on the Web site notifying customers of the change. In some cases where we post a notice we will also email customers, who have opted to receive communications from us, notifying them of the changes in our privacy practices.

4. Customer Responsibilities

You are fully responsible for the contents of your transmissions through the Services. TeleLead is only acting as a passive conduit for you to send and receive information of your own choosing. However, TeleLead reserves the right to take any action with respect to the Services that TeleLead deems necessary or appropriate in its sole discretion if TeleLead believes you or your information may create liability for TeleLead, compromise or disrupt the Services for you or other customers, or cause TeleLead to lose (in whole or in part) the services of TeleLead, telecommunications carriers, Internet Access Providers, or other suppliers. Your use of the Services is subject to all applicable local, state, national and international laws and regulations (including without limitation those governing account collection, export control, consumer protection, unfair competition, anti-discrimination or false advertising). Without limiting the foregoing, you agree: (1) to comply with all laws regarding the transmission of technical data exported from any country through the Services; (2) not to use the Services for illegal purposes; (3) not to interfere or disrupt networks connected to the Services; (4) to comply with all regulations, policies and procedures of networks connected to the Services; (5) not to use the Services to infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; and (6) not to transmit through the TeleLead Services any unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature. You further agree not to transmit any material that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or international law or regulation. You shall not interfere with another Customer's use and enjoyment of the Services or another entity's use and enjoyme You must (a) obtain and pay for all equipment and third-party services (e.g., telephone equipment) required for you to access and use TeleLead Services; (b) maintain the security of your PIN number and other confidential information relating to your TeleLead   account and; (c) be responsible for all charges resulting from use of your TeleLead   account, including unauthorized use prior to your notifying TeleLead of such use and taking steps to prevent its further occurrence.

5. Unsolicited Telemarketing

The transmission of unsolicited telemarketing phone calls is illegal in the United States under the Telemarketing Sales Rule (http://www.ftc.gov/os/2003/01/tsrfrn.pdf ) and may also be illegal under the laws of a number of other countries, states and provinces. Unsolicited telemarketing through the Services is prohibited and a material violation of this Agreement.

6. Third-Party Websites

The Website may be linked with websites operated by third parties ("Third-Party Websites"). TeleLead does not have control over the Third-Party Websites, each of which may be governed by its own terms of service and privacy policy. TELELEAD HAS NOT REVIEWED, AND CANNOT REVIEW OR CONTROL, ALL OF THE MATERIAL, GOODS AND SERVICES MADE AVAILABLE ON OR THROUGH THIRD-PARTY WEBSITES. ACCORDINGLY, TELELEAD DOES NOT REPRESENT, WARRANT OR ENDORSE ANY THIRD-PARTY WEBSITE, OR THE ACCURACY, CURRENCY, CONTENT, FITNESS, LAWFULNESS OR QUALITY OF ANY INFORMATION, MATERIAL, GOODS OR SERVICES MADE AVAILABLE ON OR THROUGH THIRD-PARTY WEBSITES. TELELEAD DISCLAIMS, AND YOU HEREBY AGREE TO ASSUME, ALL RESPONSIBILITY AND LIABILITY FOR ANY DAMAGES OR OTHER HARM, WHETHER TO YOU OR TO THIRD PARTIES, RESULTING FROM YOUR USE OF THIRD-PARTY WEBSITES.

7. Termination

Unless superseded by another agreement, either you or TeleLead may terminate your TeleLead account at any time, with or without cause, upon notice. Any such notice by you to TeleLead must be in accordance with TeleLead’s account verification procedures, as such procedures may be established and changed by TeleLead from time to time in its sole discretion, and which may include the requirement that you contact TeleLead by phone to confirm that any such notice was in fact sent by you. TeleLead also reserves the right to terminate or suspend your TeleLead account without prior notice, provided that TeleLead will attempt to confirm such termination or suspension by subsequent notice.

8. Customer Representations

You represent and warrant that you are at least 18 years of age or, as applicable, the age of majority in the state or province in which you reside, and that you possess the legal right and ability to enter into this Agreement. You agree to be financially responsible for your use of TeleLead Services (as well as for use of your account by others, including minors who have access to your account) and to comply with your responsibilities and obligations as stated in this Agreement.

9. Modifications to Customer Agreement

TeleLead may automatically amend this Agreement at any time by (a) posting a revised TeleLead Terms and Conditions on the TeleLead Website, and/or (b) sending information regarding the amendment to the email address you provide to TeleLead. YOU ARE RESPONSIBLE FOR REGULARLY REVIEWING THE TELELEAD WEBSITE TO OBTAIN TIMELY NOTICE OF SUCH AMENDMENTS. YOU SHALL BE DEEMED TO HAVE ACCEPTED SUCH AMENDMENTS BY CONTINUING TO USE TELELEAD SERVICES AFTER SUCH AMENDMENTS HAVE BEEN POSTED OR INFORMATION REGARDING SUCH AMENDMENTS HAS BEEN SENT TO YOU. Otherwise, this Agreement may not be amended except in writing signed by both you and TeleLead.

9. Modifications to Services

TeleLead reserves the right to modify or discontinue any of the Services with or without notice to you. TeleLead shall not be liable to you or any third party should TeleLead exercise its right to modify or discontinue the Services.

10. Member Account ID and Security

As part of your account setup process, you will be provided an Account ID, password, and other information specific to your account.  Once your TeleLead account is setup, your TeleLead account information will be sent to you by email. You may change your password anytime to protect your account by logging in to the TeleLead Website. You are entirely responsible for failing to maintain the confidentiality of your Account ID, password, and relevant TeleLead account information. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to immediately notify TeleLead of any unauthorized use of your account or any other breach of security known to you.

11. Digital Millennium Copyright Act (DMCA) Policy

If you have evidence, know, or have a good faith belief that your copyright rights or the copyright rights of a third party have been violated and you want TeleLead to delete, edit, or disable the material in question, you must provide TeleLead with all of the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (c) identification of the material that is claimed to be infringed or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit TeleLead to locate the material; (d) information reasonably sufficient to permit TeleLead to contact you, such as an address, telephone number, and if available, an electronic mail address at which you may be contacted; (e) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (f) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. For this notification to be effective, you must provide it to TeleLead’s designated agent at:

TeleLead
DMCA AGENT
6965 El Camino Real, Suite 105-130
Carlsbad, CA 9009
[email protected]

12. Disclaimer of Warranties and Limitation of Liability

1. TELELEAD AND ALL OTHER TELELEAD SOFTWARE AND SERVICES ARE PROVIDED "AS IS," AND NEITHER TELELEAD NOR ANY OF ITS LICENSORS OR SERVICE PROVIDERS MAKES ANY EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES TO YOU REGARDING THE USABILITY, CONDITION OR OPERATION THEREOF. TELELEAD DOES NOT WARRANT THAT ACCESS TO OR USE OF SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT TELELEAD SOFTWARE OR SERVICES WILL MEET ANY PARTICULAR CRITERIA OF PERFORMANCE OR QUALITY. TELELEAD AND EACH OF ITS LICENSORS AND SERVICE PROVIDERS EXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPATIBILITY, SECURITY OR ACCURACY.
2. YOUR USE OF TELELEAD AND ALL OTHER TELELEAD SOFTWARE AND SERVICES IS AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF FILES OR OTHER MATERIAL (INCLUDING TELELEAD SOFTWARE) OBTAINED EITHER DIRECTLY OR INDIRECTLY FROM TELELEAD. YOU AGREE THAT NEITHER TELELEAD NOR ANY OF ITS LICENSORS OR SERVICE PROVIDERS WILL BE LIABLE FOR DAMAGES (INCLUDING CONSEQUENTIAL OR SPECIAL DAMAGES) ARISING OUT OF YOUR USE OF OR INABILITY TO USE TELELEAD OR ANY OTHER TELELEAD SOFTWARE OR SERVICES, AND YOU HEREBY WAIVE ANY CLAIMS WITH RESPECT THERETO, WHETHER BASED ON CONTRACTUAL, TORT OR OTHER GROUNDS, EVEN IF TELELEAD OR ANY SUCH LICENSOR OR SERVICE PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THE ENTIRE LIABILITY OF TELELEAD AND ITS LICENSORS AND SERVICE PROVIDERS AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE USE OF TELELEAD AND ANY OTHER TELELEAD SERVICES AND SOFTWARE OR ANY BREACH OF THIS AGREEMENT ARE LIMITED TO THE LESSER OF: (I) THE AMOUNT ACTUALLY PAID BY YOU FOR ACCESS TO AND USE OF THE SOFTWARE OR SERVICES IN THE THREE (3) MONTHS PRECEDING THE DATE OF YOUR CLAIM OR (II) U.S.$500.00. YOU HEREBY RELEASE TELELEAD AND EACH OF ITS LICENSORS AND SERVICE PROVIDERS FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THIS LIMITATION. SOME JURISDICTIONS DO NOT ALLOW IMPLIED WARRANTIES TO BE EXCLUDED OR MODIFIED OR LIABILITY TO BE LIMITED, SO NOT ALL OF THE ABOVE LIMITATIONS MAY APPLY TO YOU, IN WHICH CASE TELELEAD WILL ACCEPT ANY LIABILITY WHICH BY LAW CANNOT BE EXCLUDED.
3. NEITHER TELELEAD NOR ANY OF ITS LICENSORS OR SERVICE PROVIDERS SHALL BE HELD RESPONSIBLE IN ANY WAY OR BY ANY MEANS, EITHER DIRECTLY OR INDIRECTLY, FOR ANY COMMUNICATIONS DIFFICULTIES OUTSIDE OF TELELEAD’S OR ANY SUCH LICENSOR'S OR SERVICE PROVIDER'S CONTROL WHICH COULD LEAD TO THE INTERRUPTION OF SERVICE.
4. YOU WILL NOT RELY ON ANY REPRESENTATION OR WARRANTY, EXPRESSED OR IMPLIED, MADE BY ANY PERSON OTHER THAN AN AUTHORIZED OFFICER OF TELELEAD, IN EVALUATING THE TELELEAD SERVICE OR ANY OTHER SERVICES AND/OR PRODUCTS OF TELELEAD.

13. Charges for Services

1. You agree to pay all charges for your use of TeleLead Services at the prices then in effect according to your contractual rates. All charges will be exclusive of value added taxes ("VAT"), sales or other taxes, except as required by law. TeleLead reserves the right to change prices or institute new charges for access to or use of TeleLead Services. All changes will be communicated to customer via email and when applicable posted on TeleLead Website. Continued use of TeleLead Services or non-termination of your TeleLead account after changes are posted constitutes your acceptance of the prices as modified by TeleLead.
2. Payment of your TeleLead account balance is due monthly. Invoices can be paid via credit card, PayPal, check, or wire transfer. All non-qualified business accounts will require pre-payment for estimated monthly usage. Qualified business accounts whose monthly invoices exceed $1,000 will require payment via wire transfer. You agree to pay your invoice on-time and accept a 10% late fee for each invoice paid 10 days past the invoice due date.
3. Charges are to be paid on a monthly basis. If the payment method for your TeleLead   account is by credit or debit card and payment is not received by TeleLead from the card issuer or its agents, you agree to pay all amounts due upon demand by TeleLead. Each time you use TeleLead Services, or allow or cause TeleLead Services to be used, you agree and reaffirm that TeleLead is authorized to charge your designated card. Your card issuer's agreement governs your use of your designated card in connection with TeleLead and you must refer to such agreement (not this Agreement) with respect to your rights and liabilities as a cardholder. You agree that TeleLead may (at its option) accumulate charges incurred during your monthly billing cycle and submit them as one or more aggregate charges during or at the end of each cycle, and that TeleLead may delay obtaining authorization from your card issuer until submission of the accumulated charge(s). This means that accumulated charges may appear on the statement you receive from your card issuer.
4. Your setup fee and monthly service fees are payable monthly and are COMPLETELY NON-REFUNDABLE. You agree that TeleLead may submit charges for your monthly service fee each month, without further authorization from you, until you provide prior notice (in accordance with TeleLead’s verification procedures, as may be established by TeleLead from time to time in its sole discretion) that you have terminated this authorization or wish to change your designated card. Such notice will not affect charges submitted before TeleLead reasonably could act on your notice. If you have any question regarding any charges that have been applied to your account, you must contact TeleLead’s Billing Service Department within 30 days of the charge date. Failure to use your account will not be deemed a basis for refusing to pay any charges submitted by TeleLead in accordance with this Agreement.
5. If you subscribed to TeleLead Services pursuant to a special offer granting you a free trial period, your activation fee and initial monthly service fee or some smaller fee will be PRE-AUTHORIZED AGAINST YOUR CREDIT CARD OR DEBIT CARD LIMIT (meaning the amounts pre-authorized will not be considered available credit or debit funds in such account) and will be immediately charged to your credit or debit card, without further authorization from you, upon the expiration of such free trial period, unless you provide prior notice (in accordance with TeleLead’s verification procedures, as may be established by TeleLead from time to time in its sole discretion) that you have terminated this authorization. Such notice will not affect charges submitted before TeleLead reasonably could act on your notice.
6. If you subscribed to TeleLead Services pursuant to a special offer granting a pre-paid discount for a fixed number of months, your pre-paid fees are payable in advance and are COMPLETELY NON-REFUNDABLE. In addition, your initial monthly service fee for the month immediately following your pre-paid period will be PRE-AUTHORIZED AGAINST YOUR CREDIT CARD OR DEBIT CARD LIMIT and will be immediately charged to your credit or debit card, without further authorization from you, upon the expiration of such pre-paid period, unless you provide prior notice (in accordance with TeleLead’s verification procedures, as may be established by TeleLead from time to time in its sole discretion) that you have terminated this authorization. Such notice will not affect charges submitted before TeleLead reasonably could act on your notice.
7. You must promptly notify TeleLead of changes to: (a) the account number or expiration date of your designated card; (b) your billing address; and (c) the name of each minor whom you have authorized to use your TeleLead   account. You must also promptly notify TeleLead if your card is canceled (e.g., for loss or theft).

14. Termination for Non-Payment

TeleLead reserves the right to suspend or terminate your TeleLead account without notice upon rejection of any card charges or if your card issuer (or its agent or affiliate) seeks return of payments previously made to TeleLead when TeleLead believes you are liable for the charge. Such rights are in addition to and not in lieu of any other legal rights or remedies available to TeleLead.

15. Ownership

1. All programs, services, processes, designs, software, technologies, trademarks, trade names, inventions and materials comprising the TeleLead Service are wholly owned by TeleLead and/or its licensors and service providers except where expressly stated otherwise.
2. YOU FURTHER UNDERSTAND AND AGREE THAT YOU ARE NOT THE OWNER OF ANY TELELEAD PHONE NUMBER(S) ASSIGNED TO YOU BY TELELEAD. OWNERSHIP OF ANY SUCH TELELEAD PHONE NUMBER IS VESTED SOLELY IN TELELEAD (WHICH WILL ASSIGN SUCH NUMBER TO YOU FOR YOUR USE DURING THE TERM OF THIS AGREEMENT). YOU UNDERSTAND AND AGREE THAT FOLLOWING THE TERMINATION OF YOUR TELELEAD ACCOUNT FOR ANY REASON, SUCH TELELEAD PHONE NUMBER MAY BE RE-ASSIGNED IMMEDIATELY TO ANOTHER CUSTOMER, AND YOU AGREE THAT TELELEAD WILL NOT BE LIABLE FOR DAMAGES (INCLUDING CONSEQUENTIAL OR SPECIAL DAMAGES) ARISING OUT OF ANY SUCH RE-ASSIGNMENT, AND YOU HEREBY WAIVE ANY CLAIMS WITH RESPECT TO ANY SUCH RE-ASSIGNMENT, WHETHER BASED ON CONTRACTUAL, TORT OR OTHER GROUNDS, EVEN IF TELELEAD HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. NOTWITHSTANDING THAT TELELEAD OWNS THE NUMBERS USED IN THE SERVICE, THESE NUMBERS MAY BE PORTED AWAY FROM TELELEAD, AT TELELEAD’S DISCRETION, WITH TELELEAD WRITTEN AUTHORIZATION AND A ONE-TIME PAYMENT BY CUSTOMER OF $95.00 PER NUMBER.
3. YOU FURTHER UNDERSTAND AND AGREE THAT TELELEAD MAY FROM TIME TO TIME NEED TO CHANGE THE TELELEAD PHONE NUMBER ASSIGNED TO YOU (WHETHER DUE TO AN AREA CODE SPLIT OR ANY OTHER REASON WHETHER OUTSIDE OR WITHIN TELELEAD’S CONTROL). YOU AGREE THAT TELELEAD WILL NOT BE LIABLE FOR DAMAGES (INCLUDING CONSEQUENTIAL OR SPECIAL DAMAGES) ARISING OUT OF ANY SUCH CHANGE IN THE TELELEAD   PHONE NUMBER ASSIGNED TO YOU, AND YOU HEREBY WAIVE ANY CLAIMS WITH RESPECT TO ANY SUCH CHANGE, WHETHER BASED ON CONTRACTUAL, TORT OR OTHER GROUNDS, EVEN IF TELELEAD HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.
4. IN PARTICULAR, YOU AGREE THAT YOU ARE NOT AUTHORIZED TO CHARGE SERVICES PROVIDED TO YOU OR AT YOUR REQUEST TO THE TELELEAD PHONE NUMBER ASSIGNED TO YOU BY TELELEAD AND THAT YOU WILL NOT REQUEST OR OTHERWISE CAUSE ANY THIRD-PARTY SERVICE PROVIDER TO CHARGE ANY SUCH SERVICES TO SUCH PHONE NUMBER. ANY SUCH CHARGES WILL GIVE TELELEAD THE RIGHT TO IMMEDIATELY TERMINATE YOUR TELELEAD ACCOUNT WITHOUT NOTICE.

16. Indemnification

You agree to indemnify TeleLead and each of its licensors and service providers from and against any and all liabilities, expenses (including attorneys' fees) and damages arising out of claims based upon use of your TeleLead account, including any violation of this Agreement by you or any other person using your account, any claim of libel, defamation, violation of rights of privacy or publicity, any loss of service by other customers, any infringement of intellectual property or other rights of any third parties, and any violation of any laws or regulations, including but not limited to any violation of any laws or regulations prohibiting unsolicited telemarketing phone calls.

17. No Resale of the Services

Your right to use the Services is personal to you. You may be either an individual or a corporation or business entity, but you agree not to resell the use of the Services.

18. Notices and Consent

Notices given by TeleLead to you will be given by email or by a general posting on the TeleLead Website, or by conventional mail. In any matter requiring TeleLead’s prior consent, such consent will be considered given only if made in the foregoing manner by an authorized representative of TeleLead. Notices given by you to TeleLead must be given by email or by conventional mail (subject, however, to TeleLead’s verification procedures, as may be established by TeleLead from time to time in its sole discretion, and which may include the requirement that you contact TeleLead by phone so as to confirm that any such notice was in fact sent by you). Notices to TeleLead by conventional mail must be sent to TeleLead, 6965 El Camino Real, Suite 105-130, Carlsbad, CA 92009, U.S.A.

19. General Terms

THE LAWS OF THE STATE OF CALIFORNIA, U.S.A., EXCLUDING ITS CONFLICTS-OF-LAW RULES, GOVERN THIS AGREEMENT AND YOUR USE OF TeleLead SOFTWARE AND SERVICES. THE UN CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY DISCLAIMED. YOU EXPRESSLY AGREE THAT EXCLUSIVE JURISDICTION FOR ANY CLAIM OR DISPUTE ARISING FROM THE USE OF TeleLead SOFTWARE OR SERVICES RESIDES IN THE UNITED STATES DISTRICT COURT FOR THE CENTRAL DISTRICT OF CALIFORNIA OR A SUPERIOR COURT FOR THE STATE OF CALIFORNIA LOCATED IN SAN DIEGO COUNTY. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. TeleLead’s failure to act with respect to a breach by you or others does not waive TeleLead’s right to act with respect to subsequent or similar breaches. You may not assign or transfer this Agreement or any rights hereunder, and any attempt to the contrary is void. TeleLead shall not be liable for any delay or failure to perform resulting directly or indirectly from any causes beyond TeleLead’s reasonable control.