The Importance of Customer Feedback and How to Get it

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Disclaimer: Affiliate links are used in this blog post.  Please see our Affiliate Links policy in our Terms & Conditions page for additional details.

Customer feedback is a powerful tool. It can help guide important business decisions. Getting customers is one thing, but keeping them is another. When you run your own business, you do everything humanly possible to satisfy and please your customers. But how do you know you’re getting the desired results from your efforts?

It’s simple: you ask them. 

As the coronavirus pandemic continues to grip the world, many fitness professionals are adjusting to a new normal of delivering both online and in-person classes. It’s more important than ever to stay on top of customer feedback and satisfaction. By taking the right steps, you can continue to support your clients in a way that they need. Many cities throughout the world are facing the prospect of another lockdown. As you continue to deal with client anxiety over the spread of COVID-19 and new protocols, customer feedback is extremely valuable. You need to consider how you can make customers feel comfortable with your services, both online and offline. 

These days collecting customer feedback is crucial in managing customer satisfaction, loyalty, and customer retention during economic downturns. Customer satisfaction is a key metric that you can use to improve your business. To gauge customer satisfaction, you need customer feedback. 

So, what is customer feedback?

Customer feedback is information provided by your clients on their experience with your services. The purpose of customer feedback is to reveal their customer satisfaction levels. There are thousands of businesses to pick from and a customer will likely not want to continue supporting a business that treats them poorly. You can then take this information and find out where there is room for improvement. Whether it’s to do with your marketing, your services, or, more relevantly, your COVID-19 communication and protocols, customer feedback will guide key business decisions.

Measure Customer Satisfaction with Feedback

Customer satisfaction and loyalty are two crucial elements that determine your success. When clients are happy and satisfied with your services, they remain loyal. They have a reason to keep coming back again and again. An increase in loyalty means a rise in positive word-of-mouth about your business. When that customer satisfaction starts to drop, it can be detrimental to your business. 

Good customer satisfaction is linked to good business performance. You want to make sure your clients are happy with your business and services. It doesn’t matter who you are; no one is a mind reader. The best way to find out what your customers think is to ask. 

The information you collect allows you to measure, manage, and improve customer satisfaction. By improving customer satisfaction and offering an incredible customer experience, you will increase customer loyalty. Feedback is essential to measure customer satisfaction and maintain the best customer experience. Asking customers for their feedback also gives you added benefits, such as:

  • Shows you value your client’s opinions 
  • Improves customer retention 
  • Gives you information to make better data-driven business decisions 
  • Strengthens your reputation

According to a study, 72% of customers will share a positive experience with six or more people. However, if a customer is not happy, 13% will share their experience with 15 or more. Where things get tricky is with the silent customers. In most cases, customers don’t tell you they’re unhappy. A study showed that only 1 in 26 dissatisfied customers complain. And the rest? They leave (not good).

There is an unspoken mindset that the absence of feedback, particularly negative feedback, is a sign of customer satisfaction for businesses of any size. But studies have shown this is very likely not the case. Your customers may be unhappy with and sharing their bad experiences or unhappy and individually deciding it’s not worth it to give feedback, so they find another business to support. One negative experience out of 10 positive ones could be fatal to customer retention. In a PwC survey of 15,000 consumers, results found that 1 out of 3 customers would leave a brand, no matter how loyal they were, after one negative experience. 92% of the survey pool said they would stop supporting the company altogether after two or three bad experiences. The little things add up, and sometimes, a poor customer experience can be as small as an email follow up that took too long. So, pay attention to the details of your customer feedback because they undoubtedly are.

5 Ways to Get Customer Feedback

Collecting customer feedback is an ongoing process. As a fitness entrepreneur, you need to know what your clients think. Are they happy with your services? Do they feel you’re instructing in a COVID-secure way? Are your hygiene and social distancing guidelines clear? When you have access to this kind of information, it’s easier to make changes that you know will benefit your customers. Here are five ways to get customer feedback.

1. Customer Feedback Polls and Surveys

Creating polls and surveys through email marketing is one of the easiest ways to collect feedback from your customers. Surveys and polls usually only take a few minutes to complete. You can easily gather information from your customers. There are plenty of free online tools you can use to create polls and surveys such as: 

  • SurveyMonkey 
  • Google Forms 
  • HubSpot Forms 
  • Survicate
  • Mailchimp Surveys

2. Social Media

With more people spending time scrolling on social media, monitor your social media for any feedback. According to Sprout Social, 47% of customers with a service or product complaint will voice their opinion on social media. The Facebook customer feedback score, for example, impacts your business ads and commerce performance. It’s crucial to have a social media presence and engage in a discussion where people talk about your services. Keep an eye out for mentions and comments so that you can instantly get feedback and support your clients.

3. Emails

You can use emails to send surveys and polls to customers. By sending regular monthly newsletters, you can collect ongoing feedback. Always make sure to reply to all client emails. A good practice is a 24-hour turnaround for email correspondence. During times of crisis, it’s a good idea to go above and beyond with your communication. Check-in regularly with clients to see how they feel and if you can do more to support them. 

It’s essential to stay in touch and help solve any problems that may arise. This will help give you regular insight into any issues and areas of improvement. Naturally, many people feel anxious and uncertain about the current situation, so it’s essential that you find out how to minimize worries and offer solutions to any problems.

4. Analyze Website Activity

You can collect data on different types of activity on your website. You can find out where customers spend most of their time. Connecting Google Analytics to your website is free and offers an invaluable data tool. It’s also beneficial to learn the most searched FAQ as this gives you an idea of the most common problems clients face. If you haven’t already, create a clear COVID section on your website. This area should inform clients on everything you’re doing to remain COVID secure if you’re teaching in person and how they can access your digital content as well.

5. Incentives for Feedback

A classic way of asking for customer feedback is by offering a reward for doing so. Enter customers into a prize draw to win big or provide some sort of discount or coupon code for participation. Try to choose a reward that’s relevant to your business, like a one-on-one training session or a month’s access to your digital fitness platform.

Customer feedback makes it possible to find out what your clients really think about your business and your services. During difficult times, it’s even more important to maintain customer satisfaction and keep their trust. Sometimes the truth may hurt but remember, this is business and not personal. To keep a continuous customer base you need to take all feedback into consideration, especially while we navigate through this pandemic.

By having a greater insight into customer satisfaction, you can take the actions necessary to provide an incredible customer experience your clients will love now and in the future. This will help you implement the best safety, hygiene, and social distancing procedures to ensure that your clients feel comfortable and motivated to work out. When you have honest client feedback, you can improve your services, make more money, and ultimately support your clients. 

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MASTER SAAS AND SERVICE AGREEMENT

This Master Software as a Service (“SAAS”) and Services Agreement (this “Agreement”) is entered into by and between Ruoom Inc., a Delaware Corporation with offices located at 823 Congress Ave #1881, Austin, TX 78701-9998 (”Company”) and the Customer (”Customer”). Company and Customer may be referred to herein collectively as the “Parties” or individually as a “party.”

WHEREAS, Company provides access to the Services to its customers; and

WHEREAS, Customer desires to access the Services, and Company desires to provide Customer access to the Services, subject to the terms and conditions of this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants, terms, and conditions set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

  1. Access and Use
    1. Provision of Access. Subject to terms and conditions of this Agreement, Company hereby grants Customer a non-exclusive, non-transferable right to access and use the Services during the Term, solely for use by Authorized Users in accordance with the terms and conditions herein.
    2. Limited to Customer’s internal use. Company shall provide to Customer the necessary passwords and network links or connections to allow Customer to access the Services. The number of Authorized Users will not exceed the number as set forth by the Customer’s active subscription plan
    3. License. Subject to the terms and conditions contained in this Agreement, Company hereby grants to Customer a non-exclusive, non-sublicenseable, non-transferable license to use the Application during the Term solely for Customer’s internal business purposes in connection with its use of the Services.
    4. Restrictions. Customer shall not use the Services for any purposes beyond the scope of the access granted in this Agreement. Customer shall not at any time, directly or indirectly, and shall not permit any Authorized Users to: (i) copy, modify, or create derivative works of the Services or Documentation, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services or Documentation; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part; (iv) remove any proprietary notices from the Services or Documentation; or (v) use the Services or Documentation in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.
    5. Reservation of Rights. Company reserves all rights not expressly granted to Customer in this Agreement. Except for the limited rights and licenses expressly granted under this Agreement, nothing in this Agreement grants, by implication, waiver, estoppel, or otherwise, to Customer or any third party any intellectual property rights or other right, title, or interest in the Company’s Application.
    6. Suspension. Notwithstanding anything to the contrary in this Agreement, Company may temporarily suspend Customer’s and any Authorized End User’s access to any portion or all of the Services if: (i) Company reasonably determines that (A) there is a threat or attack on any of the Company’s Application; (B) Customer’s or any Authorized End User’s use of the Company’s Application disrupts or poses a security risk to the Company’s Application or to any other customer or vendor of Company; (C) Customer, or any Authorized End User, is using the Company’s Application for fraudulent or illegal activities; (D) Company’s provision of the Services to Customer or any Authorized End User is prohibited by applicable law.
      1. Company shall use commercially reasonable efforts to provide written notice of any Service Suspension to Customer and to provide updates regarding resumption of access to the Services following any Service Suspension. Company shall use commercially reasonable efforts to resume providing access to the Services as soon as reasonably possible after the event giving rise to the Service Suspension is cured. Company will have no liability for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that Customer or any Authorized User may incur as a result of a Service Suspension.
    7. Aggregated Statistics. Notwithstanding anything to the contrary in this Agreement, Company may monitor Customer’s use of the Services and collect and compile Aggregated Statistics. As between Company and Customer, all right, title, and interest in Aggregated Statistics, and all intellectual property rights therein, belong to and are retained solely by Company. Customer acknowledges that Company may compile Aggregated Statistics based on Customer Data input into the Services.
    8. Access. Customer agrees to allow Company to access all necessary technology and/or material to provide service.
  2. Term and Termination
    1. Term. This Agreement will continue indefinitely unless otherwise terminated in accordance with this section. A party may terminate the Agreement for material breach by the other party, provided that in each instance of a claimed breach: (i) the non-breaching party notifies the breaching party in writing of such breach within thirty (30) days of its occurrence and (ii) the breach is not cured within thirty (30) days of receipt of such notice.
    2. Termination. In addition to any other express termination right set forth in this Agreement either Party may terminate this Agreement, effective on written notice to the other Party, for any reason.
    3. Effect of Expiration or Termination. Upon expiration or earlier termination of this Agreement, Customer shall immediately discontinue use of the Company’s Application and, without limiting Customer’s obligations, Customer shall delete, destroy, or return all copies of the Company’s Application and certify in writing to the Company that the Company’s Application has been deleted or destroyed. No expiration or termination will affect Customer’s obligation to pay all Fees that may have become due before such expiration or termination, or entitle Customer to any refund.
    4. Survival. This shall survive any termination or expiration of this Agreement. No other provisions of this Agreement survive the expiration or earlier termination of this Agreement.
  3. Customer Responsibilities
    1. General. Customer is responsible and liable for all uses of the Services and Documentation resulting from access provided by Customer, directly or indirectly, whether such access or use is permitted by or in violation of this Agreement. Without limiting the generality of the foregoing, Customer is responsible for all acts and omissions of Authorized Users, and any act or omission by an Authorized User that would constitute a breach of this Agreement if taken by Customer will be deemed a breach of this Agreement by Customer. Customer shall use reasonable efforts to make all Authorized Users aware of this Agreement’s provisions as applicable to such Authorized User’s use of the Services, and shall cause Authorized Users to comply with such provisions.
  4. Service and Support Levels
    1. Service Levels. Subject to the terms and conditions of this Agreement, Company shall use commercially reasonable efforts to make the Services available in accordance with the service set out in Exhibit A.
    2. Support. The access rights granted hereunder entitles Customer to the support services described on Company’s website located at www.ruoomsoftware.com for the duration of this Agreement.
    3. Transfer of Information. We may send your information outside of the country for services. You consent to allowing us to process your information and transfer it to others for the purposes of services.
  5. Fees and Payment
    1. Fees. Customer shall pay Company the fees (”Fees”) as set forth in Exhibit A without offset or deduction. Customer shall make all payments hereunder in US dollars on or before the due date set forth in Exhibit A. If Customer fails to make any payment when due, without limiting Company’s other rights and remedies: (i) Company may charge interest on the past due amount at the rate of 18% per annum calculated daily and compounded monthly or, if lower, the highest rate permitted under applicable law; (ii) Customer shall reimburse Company for all reasonable costs incurred by Company in collecting any late payments or interest, including attorneys’ fees, court costs, and collection agency fees; and (iii) if such failure continues for two days or more, Company may suspend Customer’s and its Authorized Users’ access to any portion or all of the Services until such amounts are paid in full.
    2. Taxes. All Fees and other amounts payable by Customer under this Agreement are exclusive of taxes and similar assessments. Customer is responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental or regulatory authority on any amounts payable by Customer hereunder, other than any taxes imposed on Company’s income.
    3. Auditing Rights and Required Records. Customer agrees to maintain complete and accurate records in accordance with generally accepted accounting principles during the Term and for a period of two years after the termination or expiration of this Agreement with respect to matters necessary for accurately determining amounts due hereunder. Company may, at its own expense, on reasonable prior notice, periodically inspect and audit Customer’s records with respect to matters covered by this Agreement, provided that if such inspection and audit reveals that Customer has underpaid Company with respect to any amounts due and payable during the Term, Customer shall promptly pay the amounts necessary to rectify such underpayment, together with interest.
  6. Confidential Information
    1. From time to time during the Term, either Party may disclose or make available to the other Party information about its business affairs, products, confidential intellectual property, trade secrets, third-party confidential information, and other sensitive or proprietary information, whether orally or in written, electronic, or other form or media/in written or electronic form or media, that is/and whether or not marked, designated or otherwise identified as “confidential” (collectively, “Confidential Information”).
    2. Confidential Information does not include information that, at the time of disclosure is: (a) in the public domain; (b) known to the receiving Party at the time of disclosure; (c) rightfully obtained by the receiving Party on a non-confidential basis from a third party; or (d) independently developed by the receiving Party.
    3. The receiving Party shall not disclose the disclosing Party’s Confidential Information to any person or entity, except to the receiving Party’s employees who have a need to know the Confidential Information for the receiving Party to exercise its rights or perform its obligations hereunder. Notwithstanding the foregoing, each Party may disclose Confidential Information to the limited extent required (i) in order to comply with the order of a court or other governmental body, or as otherwise necessary to comply with applicable law, provided that the Party making the disclosure pursuant to the order shall first have given written notice to the other Party and made a reasonable effort to obtain a protective order; or (ii) to establish a Party’s rights under this Agreement, including to make required court filings.
    4. On the expiration or termination of the Agreement, the receiving Party shall promptly return to the disclosing Party all copies, whether in written, electronic, or other form or media, of the disclosing Party’s Confidential Information, or destroy all such copies and certify in writing to the disclosing Party that such Confidential Information has been destroyed. Each Party’s obligations of non-disclosure with regard to Confidential Information are effective as of the Effective Date and will expire five years from the date first disclosed to the receiving Party; provided, however, with respect to any Confidential Information that constitutes a trade secret (as determined under applicable law), such obligations of non-disclosure will survive the termination or expiration of this Agreement for as long as such Confidential Information remains subject to trade secret protection under applicable law.
  7. Intellectual Property Ownership; Feedback
    1. Company’s Application. Customer acknowledges that, as between Customer and Company, Company owns all right, title, and interest, including all intellectual property rights, in and to the Company’s Application.
    2. Customer Data. Company acknowledges that, as between Company and Customer, the Company’s privacy policy located here: Privacy Policy, shall govern.
    3. Feedback. If Customer or any of its employees or contractors sends or transmits any communications or materials to Company by mail, email, telephone, or otherwise, suggesting or recommending changes to the Company’s Application, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like (”Feedback”), Company is free to use such Feedback irrespective of any other obligation or limitation between the Parties governing such Feedback. Customer hereby assigns to Company on Customer’s behalf, and on behalf of its employees, contractors and/or agents, all right, title, and interest in, and Company is free to use, without any attribution or compensation to any party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, although Company is not required to use any Feedback.
    4. Third Party API Integration. Kakao and Naver Cloud, provide Company with access to their application-programming interface (API) as part of the Service. Subject to the terms of Company’s agreement with Kakao and Naver, Company grants Customer a non-exclusive, nontransferable, terminable license to interact only with the Service as allowed by the API. Customer may not use the API in a manner--as reasonably determined by Company--that exceeds the capacity limits in the order, constitutes excessive or abusive usage, or fails to comply with any part of the API. If any of these occur, Company can suspend or terminate Customer’s access to the API on a temporary or permanent basis.
  8. Warranty Disclaimer
    1. Company warrants that the Services will conform in all material respects to the service set forth in Exhibit A when accessed and used in accordance with the Documentation. Company does not make any representations or guarantees regarding uptime or availability of the Services unless specifically identified in Exhibit A. The remedies set forth in Exhibit A are Customer’s sole remedies and Company’s sole liability under the limited warranty set forth in this Section.
    2. THE FOREGOING WARRANTY DOES NOT APPLY, AND COMPANY STRICTLY DISCLAIMS ALL WARRANTIES, WITH RESPECT TO ANY THIRD-PARTY PRODUCTS.
    3. THE COMPANY’S APPLICATION IS PROVIDED “AS IS” AND COMPANY HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. COMPANY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. COMPANY MAKES NO WARRANTY OF ANY KIND THAT THE COMPANY’S APPLICATION, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE.
  9. Indemnification
    1. Company Indemnification. (i)  Company shall indemnify, defend, and hold harmless Customer from and against any and all losses, damages, liabilities, costs (including reasonable attorneys’ fees) (”Losses”) incurred by Customer resulting from any third-party claim, suit, action, or proceeding (”Third-Party Claim”) that the Services, or any use of the Services in accordance with this Agreement, infringes or misappropriates such third party’s US intellectual property rights/US patents, copyrights, or trade secrets, provided that Customer promptly notifies Company in writing of the claim, cooperates with Company, and allows Company sole authority to control the defense and settlement of such claim.
    2. If such a claim is made or appears possible, Customer agrees to permit Company, at Company’s sole discretion, to (A) modify or replace the Services, or component or part thereof, to make it non-infringing, or (B) obtain the right for Customer to continue use. If Company determines that neither alternative is reasonably available, Company may terminate this Agreement, in its entirety or with respect to the affected component or part, effective immediately on written notice to Customer.
    3. This Section will not apply to the extent that the alleged infringement arises from: (A) use of the Services in combination with data, software, hardware, equipment, or technology not provided by Company or authorized by Company in writing; (B) modifications to the Services not made by Company.
    4. Customer Indemnification. Customer shall indemnify, hold harmless, and, at Company’s option, defend Company from and against any Losses resulting from any Third-Party Claim that the Customer Data, or any use of the Customer Data in accordance with this Agreement, infringes or misappropriates such third party’s [US] intellectual property rights and any Third-Party Claims based on Customer’s or any Authorized User’s (i) negligence or willful misconduct; (ii) use of the Services in a manner not authorized by this Agreement; (iii) use of the Services in combination with data, software, hardware, equipment or technology not provided by Company or authorized by Company in writing; or (iv) modifications to the Services not made by Company, provided that Customer may not settle any Third-Party Claim against Company unless Company consents to such settlement, and further provided that Company will have the right, at its option, to defend itself against any such Third-Party Claim or to participate in the defense thereof by counsel of its own choice.
    5. Sole Remedy. THIS SECTION SETS FORTH CUSTOMER’S SOLE REMEDIES AND COMPANY’S SOLE LIABILITY AND OBLIGATION FOR ANY ACTUAL, THREATENED, OR ALLEGED CLAIMS THAT THE SERVICES INFRINGE, MISAPPROPRIATE, OR OTHERWISE VIOLATE ANY INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY. IN NO EVENT WILL COMPANY’S LIABILITY UNDER THIS SECTION EXCEED $100.
    6. Limitations of Liability. IN NO EVENT WILL COMPANY BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (c) LOSS OF GOODWILL OR REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL COMPANY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED TWO TIMES THE TOTAL AMOUNTS PAID TO COMPANY UNDER THIS AGREEMENT.
  10. Miscellaneous
    1. Entire Agreement. This Agreement, together with any other documents incorporated herein by reference and all related Exhibits, constitutes the sole and entire agreement of the Parties with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter. In the event of any inconsistency between the statements made in the body of this Agreement, the related Exhibits, and any other documents incorporated herein by reference, the following order of precedence governs: (i) first, this Agreement, excluding its Exhibits; (ii) second, the Exhibits to this Agreement as of the Effective Date; and (iii) third, any other documents incorporated herein by reference.
    2. Notices. All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a “Notice”) must be in writing and addressed to the Parties at the addresses set forth on the first page of this Agreement (or to such other address that may be designated by the Party giving Notice from time to time in accordance with this Section). All Notices must be delivered by personal delivery, email (with confirmation of transmission) or certified or registered mail (in each case, return receipt requested, postage pre-paid).
    3. Force Majeure. In no event shall either Party be liable to the other Party, or be deemed to have breached this Agreement, for any failure or delay in performing its obligations under this Agreement except for any obligations to make payments, if and to the extent such failure or delay is caused by any circumstances beyond /such Party’s reasonable control, including but not limited to acts of God, flood, fire, earthquake, explosion, war, terrorism, invasion, riot or other civil unrest, strikes, labor stoppages or slowdowns or other industrial disturbances, or passage of law or any action taken by a governmental or public authority, including imposing an embargo.
    4. Amendment and Modification; Waiver. No amendment to or modification of this Agreement is effective unless it is in writing and signed by an authorized representative of each Party. No waiver by any Party of any of the provisions hereof will be effective unless explicitly set forth in writing and signed by the Party so waiving. Except as otherwise set forth in this Agreement, (i) no failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this Agreement will operate or be construed as a waiver thereof and (ii) no single or partial exercise of any right, remedy, power, or privilege hereunder will preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
    5. Severability. If any provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal, or unenforceable, the Parties shall negotiate in good faith to modify this Agreement so as to effect their original intent as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.
    6. Governing Law; Submission to Jurisdiction. This Agreement is governed by and construed in accordance with the internal laws of the State of Texas without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Texas. Any legal suit, action, or proceeding arising out of [or related to] this Agreement or the licenses granted hereunder [will/may] be instituted [exclusively] in the federal courts of the United States or the courts of the State of Texas, and each Party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.
    7. Assignment. Customer may not assign any of its rights or delegate any of its obligations hereunder, in each case whether voluntarily, involuntarily, by operation of law or otherwise, without the prior written consent of Company. Any purported assignment or delegation in violation of this Section will be null and void. No assignment or delegation will relieve the assigning or delegating Party of any of its obligations hereunder. This Agreement is binding upon and inures to the benefit of the Parties and their respective permitted successors and assigns.
    8. Export Regulation. The Services utilize software and technology that may be subject to US export control laws, including the US Export Administration Act and its associated regulations. Customer shall not, directly or indirectly, export, re-export, or release the Services or the underlying software or technology to, or make the Services or the underlying software or technology accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. Customer shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Services or the underlying software or technology available outside the US.
    9. Equitable Relief. Each Party acknowledges and agrees that a breach or threatened breach by such Party of any of its obligations, which would cause the other Party irreparable harm for which monetary damages would not be an adequate remedy and agrees that, in the event of such breach or threatened breach, the other Party will be entitled to equitable relief, including a restraining order, an injunction, specific performance and any other relief that may be available from any court, without any requirement to post a bond or other security, or to prove actual damages or that monetary damages are not an adequate remedy. Such remedies are not exclusive and are in addition to all other remedies that may be available at law, in equity or otherwise.
    10. Counterparts. This Agreement may be executed in counterparts, each of which is deemed an original, but all of which together are deemed to be one and the same agreement.

IN WITNESS WHEREOF, in checking the box labeled “I acknowledge the Master Service Agreement,” the Parties here to have executed this Agreement as of the Effective Date.

EXHIBIT A

  1. DESCRIPTION OF SERVICES: Access to software as a service provided and hosted by Ruoom Inc, with functionality as specified on our website www.ruoomsoftware.com.
  2. FEES: Monthly or annual recurring subscription payments, as specified on our website www.ruoomsoftware.com at the time of purchase. Recurring payments will continue until such time as Customer submits notification of cancellation of service. Company is not required to submit notification of upcoming renewal payments. Company will submit notification of any fee increases 60 days prior to any such increase.