Terms and conditions
Last Updated on January 15, 2026
1. Agreement
a. The following terms and conditions (the “Customer Terms”) govern all access to and use of this website and any other CostFixers branded sites and applications (the "Platform”). These Customer Terms also apply to the products and services that we provide and make available through the Platform (referred to herein collectively with the Platform as the "Services”). Certain Services are offered subject to additional specific terms or agreements that are provided in association with the applicable Services (“Supplemental Terms”), and nothing in these Customer Terms are intended to limit such additional agreements. These Customer Terms along with any applicable Supplemental Terms, which are incorporated herein by reference, form a contract (the "Agreement”) that governs the relationship between any business that accesses, uses, requests, or receives the Services (referred to herein as "you” or "Customer) and CostFixers, a Managed Business Expense Optimization Company (hereinafter referred to as "us”, "we” or "Service Provider”).
b. Our privacy policy located at www.costfixers.com/privacy-policy/ (the "Privacy Policy”) describes how we collect and use personal and non-personal information when you use the Services and should be read together with the Agreement. By using the Services, you are agreeing that we may use information collected through the Services in accordance with the Privacy Policy.
c. The Services are made available to you solely on the condition that you agree to be bound by this Agreement. If you do not agree to these terms, do not access or use the Services. You may only utilize the Services in accordance with this Agreement and all applicable laws, rules, and regulations. The Services are available only to business accounts. By using the Services, you represent and warrant that you possess the legal capacity and authority to enter into this Agreement. You confirm that you have reviewed, understood, and accepted this Agreement in its entirety, without limitation or qualification. If you are accepting this Agreement on behalf of a company, organization, or other legal entity, you warrant that you are duly authorized to bind such entity to these terms, including for all locations under common ownership or tax ID. You further acknowledge that by selecting and engaging with our Services, providing your business information, and completing the acceptance process online, you are submitting an electronic signature hereby entering into a legally binding contract with us for the purchase and use of the Services and you confirm that you are authorized to act on behalf of the business, if applicable.
d. Service Provider agrees, at its own expense, to operate in full compliance with all governmental laws, regulations and requirements applicable to the duties conducted hereunder. It shall be the responsibility of the Service Provider to pay for any necessary licenses, permits, insurance and approvals as may be necessary for the performance of the Services under this Agreement, unless otherwise specified in writing and agreed to by the Customer.
e. We may modify the Agreement or the Privacy Policy from time to time by notifying you of such modifications by any reasonable means, including by posting the revised version on the Platform. Your continued use of the Services after any such changes indicates your acceptance of the modifications. Note that any such modifications will not apply retroactively to any dispute between you and us arising prior to the date on which we posted the revisions or otherwise notified you of the changes.
f. PLEASE NOTE: By entering into this Agreement, you are agreeing that any dispute or claim arising out of or relating to this Agreement or the Services shall be resolved by final and binding arbitration in accordance with Section 12 of these Customer Terms titled “Dispute Resolution”. Please be certain that you understand this requirement and discuss any concerns with your attorney.
2. Services Description
a. CostFixers is a Managed Business Expense Optimization Company that negotiates and manages reoccurring business expenses on behalf of its clients by working directly with existing vendors. CostFixers' cost categories include utilities, software, telecom, payroll, waste/recycling, and other business operating expenses. CostFixers works exclusively with Customer's existing vendors to renegotiate and secure the best possible pricing, without changing vendors or compromising service quality. CostFixers and the Customer will discuss which services to keep, remove, or upgrade for each business account, to align with Customer's business needs. These discussions will be conducted by phone, email, or through the CostFixers portal. All terms, requests, and instructions will be memorialized in writing in the CostFixers database prior to negotiations.
CostFixers cannot guarantee and does not promise it can obtain lower rates or savings during negotiations on Customer's behalf.
CostFixers will determine the method, details, and means of performing the relevant Services in accordance with Customer preferences. The Parties acknowledge and agree that during the term of the Agreement the Services may be modified and/or expanded from time to time upon a written agreement executed by authorized representatives of the Parties expressly referencing this Agreement.
b. The Service Provider also offers a Renewal Monitoring Program; this includes baseline monitoring as part of delivering negotiated savings. This monitoring occurs automatically once a bill is submitted, pricing is negotiated, and savings are applied. Baseline monitoring includes tracking negotiated rates, confirming that savings are applied correctly, and verifying that negotiated discounts remain in effect for the duration agreed to by the vendor.
c. In addition, the Service Provider offers an Ongoing Negotiation Authorization program, which is available to Customers who explicitly opt-in to this service. Upon opt-in, the Customer authorizes CostFixers to automatically renegotiate pricing in the future when rates increase or discounts expire, without requiring additional approval. Monitoring for future renegotiation triggers, such as rate increases, contract renewals, or the expiration of promotional terms, will occur at regular intervals as specified in the Statement of Work and will continue for the duration of the Customer's engagement with the Service Provider unless the Customer chooses to opt out by providing written notice. If monitoring cannot be performed due to access issues or other failures, the Service Provider will promptly notify the Customer, who is responsible for restoring necessary access to enable continued monitoring. All data collected and used for baseline monitoring or Ongoing Negotiation Authorization will be utilized solely for the purpose of cost-reduction and service improvement; such data will not be sold or used for marketing purposes.
d. The Customer may also hire CostFixers for other general business services such as upgrades, cancelling or adding services, and other isolated incidents to any existing or new business account(s). These miscellaneous tasks shall be agreed to in writing and will be billed at an hourly rate of One Hundred and Twenty-Five Dollars ($125.00) per hour or the then current rate.
e. For the purposes of this Agreement, the services provided by the Service Provider are categorized into the following tiers: (a) Initial negotiation, which includes the assessment and discussion of client requirements and the formulation of service proposals; (b) Ongoing monitoring, which encompasses the continuous oversight, management, and reporting of services delivered under this Agreement; and (c) Multi-location consolidation, which involves the coordination and integration of services across multiple client locations to ensure consistency and efficiency. Each service tier is subject to the terms and conditions set forth in this Agreement and may be further detailed in any applicable Statement of Work or addendum signed by both parties.
f. Customer acknowledges and agrees that Service Provider may, at its sole discretion, use subcontractors and consultants to perform some of the Services to be provided under this Agreement. In the event Service Provider utilizes subcontractors or consultants to perform any of the Services, Service Provider shall remain responsible to Customer for performance under this Agreement.
g. Service Provider may represent, perform services for, and contract with other additional clients, persons, or companies as Service Provider, in its sole discretion, sees fit.
h.The following services are expressly excluded from the scope of this Agreement and will not be provided by Service Provider under any circumstances: (a) consumer or personal accounts; (b) residential services; and (c) on-site or hardware-based services. These exclusions apply to all current and future business accounts and are not subject to modification except by written agreement signed by both parties.
3. Your Authorization
a. All negotiation boundaries and instructions are discussed and agreed to with the Customer before any negotiations begin. These instructions are documented in writing within CostFixers’ system and serve as the sole basis for any actions taken by CostFixers on the Customer’s behalf. CostFixers’ authority is strictly limited to executing only those changes, modifications, or cancellations that the Customer has expressly pre-approved in writing. No action outside the scope of the Customer’s documented instructions will be accepted or performed without obtaining additional explicit approval from the Customer. By signing this Agreement and submitting your business information, you authorize CostFixers, a Managed Business Expense Optimization Company ("Service Provider"), to negotiate with your vendors solely within the boundaries you have established and documented. Service Provider may use the information you provide to communicate with the applicable vendor, access your business account(s), and modify or cancel services and/or features only as specifically authorized by you. Service Provider may add discounts, credits, or promotions to your account, or add features or improve the quality of the services you receive, but only if these actions have been pre-approved by you in writing. If Service Provider seeks to extend the term of your contract with your vendor or make other changes to your services, Service Provider will request and rely on your verbal, portal, or email permission, which will be documented accordingly.
b. Your vendor may require your verbal confirmation or additional information to verify that Service Provider is acting as your agent. If this is the case, Service Provider will not be able to perform the Services until you provide the additional information or confirmation in accordance with the method required by the vendor.
c. You agree that we may contact you via email, phone, or SMS to obtain any necessary confirmations or additional information required to perform the Services.
d. Please remember that you may not sign up for Services unless you have the authority to make changes to the applicable business account with the vendor and to grant that authority to Service Provider. By requesting these Services, you represent and warrant that you have such authority. By providing business and monthly billing information to Service Provider, you warrant that you are the account holder or an authorized agent of the business account holder and that all information provided is complete, truthful, and accurate. If you sign up for Services without proper authorization, you also agree to indemnify Service Provider for any damages Service Provider may incur as a result.
e. Customer agrees to comply with all reasonable requests of Service Provider and shall provide Service Provider’s personnel with access to all documents and facilities as may be reasonably necessary for the performance of the Services under this Agreement.
4. Provision and Use of Your Information
a. In order to receive Services, you must provide us with the information we need to perform the Services. For our Managed Business Expense Optimization Services, this information includes your business name, your name and relationship to the business (if different), business addresses, phone numbers, and email addresses, the name of the vendor, your vendor account number, and the applicable password, PIN number, or other security credentials to access the account, and any other specific information your vendor may require for us to negotiate, monitor, or manage your expenses. The Customer shall be responsible for monitoring all vendor accounts, updating any required information, and immediately notifying the Service Provider of such updates. To facilitate providing required data about your account you may upload a copy of any vendor documents and bills through the Platform or give us the information necessary for us to get a copy from your vendor.
b. You also agree to provide us with any additional information relevant to the negotiations prior to the start of the negotiation. We may decline to provide the requested Services based on the information provided in the exercise of our sole discretion.
c. You represent and warrant that all of the information you provide to us is accurate, complete, and correct. You agree that we may rely upon and share your information with our agents, referral partners, and vendors, and otherwise as necessary in order to offer, provide, and track the Services. We will only use your information in the manner and for the purposes set forth in our Privacy Policy.
The Service Provider shall retain the following records throughout the term of this Agreement and, in any event, for a minimum period of seven (7) years following the later of (i) the expiration or termination of this Agreement or (ii) the date such records are created or received: vendor bills or invoices; contracts; and negotiation notes. Credentials (including access logs, certificates, and API keys) shall be retained for a minimum period of three (3) years following the later of (i) the expiration or termination of this Agreement or (ii) the date such credentials are created or received. All records shall be maintained in a secure manner consistent with applicable law and industry standards and shall be made available to the Company upon reasonable request during such retention periods. Notwithstanding the foregoing, retention periods may be extended as required by applicable law, litigation holds, or regulatory requirements.
5. Negotiated Savings
a. For Verified Savings, we calculate the total amount of savings that we negotiate for your business (the "Negotiated Savings") by comparing the new rate that we obtain for your business from the Provider against the current rate you are paying at the time of the negotiation for the duration the new rate will be in effect. In the case of products or services that are billed to your business by your Provider monthly, the Negotiated Savings equals the amount by which the Provider has agreed to reduce your monthly bill multiplied by the number of months that you are eligible to receive the reduction (the "Savings Period"). We will inform you of the outcome of our negotiations, and if the Negotiated Savings is successful, we will tell you what your new rate will be, the Savings Period, and the total amount of your Negotiated Savings. While we cannot guarantee that every negotiation will result in Negotiated Savings, you will not be charged if the negotiation does not result in Negotiated Savings.
b. The rate you are paying prior to the negotiation that we use to calculate Negotiated Savings will be the amount we confirm with the Provider, which may be different from the billing statement you provided. In the event we perform a negotiation immediately prior to the expiration of a discounted rate, the Negotiated Savings will be calculated using the applicable rate that the Provider indicates you would otherwise be charged upon expiration of the discounted rate. For purposes of calculating the Negotiated Savings, the new negotiated rate will not include price increases occurring after the negotiation that arise from (1) one time purchases or fees incurred by the business account holder; (2) regularly scheduled price increases by the Provider that are applied generally and not specific to the account (e.g. an increase to the Broadcast TV Fee); (3) the addition of products or upgrades to the existing products on the account; or (4) the expiration of discounts, promotions, or credits on the account that were not put into place as a result of the negotiation services.
c. If you ask us to cancel some but not all of the products or services you receive from a Provider and negotiate the remaining parts of your bill, the Negotiated Savings will be based on your entire original bill. If you direct us to increase the quality or features of the products or services you receive from a Provider, the Negotiated Savings will be calculated based on the applicable non-discounted rate that the Provider indicates you would have been charged for those modified products or services, instead of the historic rate you were paying for the original products or services. This rule does not apply to any increased levels of service that you have not specifically requested but received as a result of our negotiations.
d. Negotiations between the Provider and the Client shall commence upon the Client's electronic acceptance of the Terms & Conditions. All timelines referenced herein are estimates only and are dependent upon the cooperation of the Client and the response time of the Provider and any involved vendors. There is no guaranteed completion timeframe, and no written extension is required for any estimated period. The parties acknowledge that actual negotiation durations may vary and are subject to change based on circumstances beyond either party's control.
6. Term
a. This Agreement shall remain in effect only for so long as Verified Savings are being realized and delivered to the Customer by CostFixers. The term of this Agreement is expressly contingent upon the ongoing provision of Verified Savings; if at any time Verified Savings are no longer being delivered, the Agreement shall automatically terminate without further notice. Customer agrees to make payment to CostFixers for Verified Savings realized and incurred during the period in which such savings are delivered, in accordance with the performance-based fee structure described herein. Services provided under this Agreement apply only to business accounts.
7. Billing and Payment for Services
a. If CostFixers does not achieve Verified Savings for your business, you will not be charged for our Managed Business Expense Optimization Services. If CostFixers successfully negotiates Verified Savings, you agree to pay a performance-based fee equal to forty percent (40%) of the total Verified Savings achieved. Verified Savings are calculated as the difference between the prior bill rate and the new negotiated rate for the applicable billing period. Fees are payable only after negotiations are complete and the savings are posted or reflected on your business account.
b. Prior to negotiation, CostFixers and Customer will discuss and agree on which business services to retain, remove, or upgrade to ensure alignment with Customer needs. If CostFixers successfully negotiates savings in accordance with the Customer’s pre-approved instructions, those savings are considered Verified Savings under this Agreement. A later Customer decision not to implement or continue those savings, for reasons unrelated to CostFixers’ performance, does not negate the successful completion of the negotiated work.
c. Upon completion of negotiations and confirmation of savings via online account portals or vendor verification, CostFixers will prepare and email a detailed savings report and invoice. This report will include monthly and annual savings, savings per account, total amount saved, and the applicable service fee.
d. Payments are accepted exclusively via debit card, credit card, or ACH through CostFixers’ invoicing platform. Checks and cash payments are not accepted and will be returned unpaid. Enrollment in autopay is required for installment plans. By providing payment information, the Customer authorizes CostFixers to charge such methods for all fees due and to use third-party processors as needed.
e. CostFixers will notify the Customer thirty (30) days before any Verified Savings renewal date via email, including updated savings reports detailing upcoming discounts. For Verified Savings extending beyond the initial year, the corresponding fees will automatically be charged to the Customer’s payment method on file unless notified otherwise prior to the invoice due date.
f. Payments are due within seven (7) days of invoice receipt. Late payments may incur an initial late fee of ten dollars ($10), plus an additional ten dollars ($10) per month for each month the account remains overdue. Interest on overdue amounts accrues at seven percent (7%) per annum starting after the seven-day payment term. CostFixers reserve the right to accelerate any delinquent outstanding balance and pursue collections, including reporting to credit agencies and recovering associated legal fees.
g. Recurring renewal savings fees shall be due and payable on the date such renewed savings are applied or become effective. For example, if initial savings commence on January 1, 2026, the renewal fee shall be due upon application of the renewal savings on January 1, 2027, and similarly at each subsequent renewal period thereafter. The Customer is responsible for fees related to refused or rejected payments, including late fees, chargeback fees, or insufficient funds charges. CostFixers may accept partial payments at its discretion without waving the right to collect the full balance.
h. CostFixers reserves the right to turn delinquent accounts over to collection agencies. If CostFixers must engage a collection agency, CostFixers may charge a processing fee of one-hundred dollars ($100) or more, subject to the maximum charge allowed by law. CostFixers shall reserve the right to hire a collection agency or send demand letters for payment, at any point after payment is past due.
i. If CostFixers accepts late or partial payments, such acceptance does not waive CostFixers right to collect all amounts owed under this Agreement.
8. Cancellation of Services
a. If the Customer’s business entity is acquired, merged, sold, or undergoes a change in ownership, all existing negotiated terms, contracts, and verified savings on previously negotiated operating expenses will transfer to the new owner(s) or responsible billing party. The new owner(s) or responsible billing party shall be liable under this Agreement for any outstanding Fees due to CostFixers for completed negotiations. If Customer’s account(s) are permanently canceled due to the Customer’s corporate entity being sold, dissolved, or the Customer chooses not to continue working with a vendor, Customer shall not be responsible for future payments to CostFixers related to ongoing monitoring or future invoicing, but remains responsible for Fees for completed negotiations prior to cancellation. For the avoidance of doubt, cancellation of this Agreement or any account(s) does not negate or eliminate the Customer’s obligation to pay Fees for savings, pricing, credits, concessions, or other financial benefits that have already been realized, secured, or implemented as a result of CostFixers’ efforts prior to cancellation, regardless of whether such benefits continue under a successor account, new ownership, or any related party. Customer must provide proof via email or portal of a cancellation order summary for each individual account(s) from its current vendor(s) within 30 days of the cancellation order being submitted to the vendor.
b. If CostFixers is unable to obtain verified savings for the Customer, no fees will be charged for its time and efforts.
9. Agreement Termination
a. Termination for Breach. Either Party may terminate this Agreement at any time in the event of a breach by the other Party of a material covenant, commitment or obligation under this Agreement that remains uncured: (i) in the event of a monetary breach, 10 calendar days following written notice thereof; and an opportunity to cure within that 10 day period; and (ii) in the event of a non-monetary breach after 30 days following written notice thereof and an opportunity to cure within that 30 day period. Such termination shall be effective immediately and automatically upon the expiration of the applicable notice period, without further notice or action by either Party. Termination shall be in addition to any other remedies that may be available to the nonbreaching Party.
b. Termination for Bankruptcy, Insolvency or Financial Insecurity. Either Party may terminate this Agreement immediately at its option upon written notice if the other Party: (i) becomes or is declared insolvent or bankrupt; (ii) is the subject of a voluntary or involuntary bankruptcy or other proceeding related to its liquidation or solvency, which proceeding is not dismissed within 90 calendar days after its filing; (iii) ceases to do business in the normal course; or (iv) makes an assignment for the benefit of creditors. This Agreement shall terminate immediately and automatically upon any determination by a court of competent jurisdiction that either Party is excused or prohibited from performing in full all obligations hereunder, including, without limitation, rejection of this Agreement pursuant to 11 U.S.C. §365.
c. Termination for Convenience. Either Party may terminate this Agreement at any time with or without cause by giving 30 days’ prior written notice.
d. Obligations upon Termination
e. Termination of this Agreement for any reason shall not discharge either Party's liability for obligations incurred hereunder and amounts unpaid at the time of such termination. Customer shall pay CostFixers for all Services rendered prior to the effective date of termination. Upon termination, CostFixers shall promptly delete all Customer credentials within 30 days, and Customer shall be responsible for changing all vendor account passwords. Any monitoring services shall cease upon termination. Each Party shall return the other Party’s Confidential Information that is in its possession at the time of termination, subject to any legal hold exceptions. In the event that credentials are revoked or upon termination of this Agreement, all in-process negotiations will immediately cease.
10. Communications
a. You hereby agree to the use of electronic communication in order to enter into contracts and to purchase Services and agree and consent to the electronic delivery of notices, invoices, and other communications that we provide in connection with your account or Services (the “Communications”). Such Communications will be sent to the email address and/or cell phone number that you provide during the online ordering process as may be updated by you from time to time through the methods we designate. You further waive any rights or requirements under any laws or regulations in any jurisdiction, to the extent permitted under applicable law, which require an original, non-electronic signature or delivery or retention of non-electronic records.
b. It is your responsibility to keep the primary email address and phone number listed on your account with us up to date so that we can communicate with you electronically. Spam filtering of emails or SMS text messages may require you to add us to your contacts in order to ensure that you see our messages. You understand and agree that an electronic communication is deemed successfully sent once emails or SMS texts are sent to the primary email address or phone number listed on your account, and our notice to you will be deemed to have been given on the first business day after sending by email or SMS text. Notices to us must be sent in writing to: CostFixers, 1 East Broward Blvd, Suite 700, Fort Lauderdale, FL 33301, Attention: CostFixers.
c. By entering into the Agreement, you are providing your consent to receive text alerts and commercial electronic messages from us. However, at any time, you may unsubscribe from commercial electronic messages by using the unsubscribe mechanism contained in such messages or you may opt out of receiving text message alerts by contacting our Customer Service department. You have the right to withdraw your consent to receive Communications electronically by sending us notice of such withdrawal and providing a valid mailing address for notices.
11. Disclaimers
a. TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICES, WORK PRODUCT, AND DELIVERABLES PROVIDED UNDER THIS AGREEMENT ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. THIS INCLUDES, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, TIMELINESS, OR COMPLETENESS, AS WELL AS ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY SERVICE PROVIDER OR ITS REPRESENTATIVES, AGENTS, OR EMPLOYEES SHALL CREATE ANY WARRANTY OR IN ANY WAY EXPAND THE SCOPE OF ANY WARRANTY. SERVICE PROVIDER SHALL NOT BE LIABLE FOR ANY SERVICES, WORK PRODUCT, OR DELIVERABLES PROVIDED BY THIRD-PARTY VENDORS IDENTIFIED OR REFERRED TO CUSTOMER BY SERVICE PROVIDER DURING THE TERM OF THIS AGREEMENT, WHETHER PURSUANT TO ANY STATEMENT OF WORK OR OTHERWISE.
b. We do not represent or warrant that the Platform shall be without interruption, error-free, or completely secure. The Services are provided on an “as is” basis, “with all faults” and “as available” and your use of the Services is at your own risk. If you download or upload any content from or to the Platform, you will be solely responsible for any damages incurred.
c. We will notify you in advance of any scheduled maintenance that may impact Platform availability, with reasonable details on the expected duration and scope. Emergency maintenance may be performed without prior notice if necessary to address critical issues, but we will provide notice as soon as practicable thereafter. During any maintenance, scheduled or emergency, the Platform may be temporarily unavailable.
d. The Services are not intended to, and do not, constitute legal, professional, or financial advice, are not intended to be a substitute for such advice, and may not be used for such purposes. Always seek the advice of your attorney, tax advisor, financial planner, or other professional advisor with any questions you may have regarding such matters. Our agents, representatives, and employees performing the Services are not authorized to provide any such advice or make any claims of guaranteed savings or representations of expected results on our behalf. No written or verbal statement from our representatives shall supplement or amend this Agreement. Service Provider cannot guarantee and does not promise it can obtain lower rates or savings on the Customer's behalf. We do not guarantee that any savings or particular outcome will be achieved through the Services. The Services to be performed hereunder are professional services and advice. Service Provider does not warrant in any form the results or achievements of the Services provided or the resulting work product and deliverables. Service Provider warrants that the Services will be performed by qualified personnel in a professional and workmanlike manner in accordance with the generally accepted industry standards and practices. Service Provider shall comply with all statutes, ordinances, regulations and laws of all international, federal, state, county, municipal or local governments applicable to performing the Services hereunder.
e. CostFixers is a Managed Business Expense Optimization Company and is not a bank, credit union, or any other type of financial institution. CostFixers does not offer banking or financial products, services, or advice, and does not hold any customer funds or deposits. Any information provided by CostFixers is for informational or administrative purposes only and should not be construed as financial, investment, legal, or tax advice.
f. We expressly disclaim any responsibility or liability for financial decisions made based on the use of our Platform or Services. Customers are encouraged to seek advice from qualified financial professionals regarding their specific financial situations.
g. Nothing in these Terms and Conditions or on our Platform constitutes an offer, solicitation, or recommendation to buy or sell any financial instrument or product. Use of CostFixers' services is subject to the understanding that CostFixers is not acting as a fiduciary or financial advisor.
12. Limitations of Liability and Remedies
a. EXCEPT FOR THE PARTIES' CONFIDENTIALITY OBLIGATIONS UNDER SECTION 5. OF THIS AGREEMENT, IN NO EVENT SHALL EITHER PARTY BE LIABLE UNDER THIS AGREEMENT TO THE OTHER PARTY FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, STATUTORY, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOSS OF USE, LOSS OF TIME, INCONVENIENCE, LOST BUSINESS OPPORTUNITIES, DAMAGE TO GOOD WILL OR REPUTATION, AND COSTS OF COVER, REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON BREACH OF CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES COULD HAVE BEEN REASONABLY FORESEEN. COSTFIXERS IS NOT LIABLE FOR ANY VENDOR-IMPOSED LIMITATIONS, VENDOR-INITIATED ACTIONS, OR CHANGES. NO GUARANTEE OF SAVINGS IS PROVIDED. COSTFIXERS DOES NOT ACT AS A FINANCIAL, LEGAL, OR TAX ADVISOR. THIS SECTION SHALL SURVIVE THE TERMINATION OF THE AGREEMENT.
b. If Customer is dissatisfied with the Services, Customer's sole and exclusive remedy is to terminate this Agreement. Customer retains final decision authority regarding vendor negotiations and outcomes. CostFixers is not liable for dissatisfaction except as provided in the limitation of liability section. Any other dispute arising under this Agreement shall be resolved in accordance with the terms set forth herein.
c. No action in any form arising out of this Agreement or any Services provided hereunder, excepting only a claim for indemnification, shall be instituted more than one (1) year after the cause of action has arisen, or the shortest period of limitation permissible under applicable law if such period is greater than one (1) year.
13. Indemnity
a. Each party (the “Indemnifying Party”) agrees to indemnify, defend and hold the other party and its affiliates and their respective officers, directors, employees and agents harmless from and against all third-party claims, losses, liabilities, damages, expenses and costs, including attorney’s fees and court costs, arising out of the Indemnifying Party’s (i) gross negligence or willful misconduct or (ii) its material breach of any of the terms of this Agreement. Notwithstanding the foregoing, CostFixers shall not be liable for, and no indemnity shall apply to any actions, omissions, or limitations imposed by vendors, or for any vendor-initiated changes, errors, or failures. The Indemnifying Party’s liability under this Section shall be reduced proportionally to the extent that any act or omission of the other Party, its employees, agents, or any vendor, contributed to such liability. The party seeking indemnification shall provide the Indemnifying Party with prompt written notice of any claim and give complete control of the defense and settlement to the Indemnifying Party, and shall cooperate with the Indemnifying Party, its insurance company and its legal counsel in its defense of such claim(s). This indemnity shall not cover any claim in which there is a failure to give the Indemnifying Party prompt notice to the extent such lack of notice prejudices the defense of the claim. For the avoidance of doubt, CostFixers is not a fiduciary, financial, legal, or tax advisor, and Customer retains final decision authority regarding all vendor relationships and actions.
14. Dispute Resolution
a. The Parties agree any dispute arising out of or relating to this Agreement, including breach, termination, validity, interpretation, or performance (a “Dispute”), shall first be addressed in good faith by negotiation between authorized representatives within 60 days of written notice. All negotiation communications shall be confidential and treated as settlement discussions under applicable rules, except for ordinary business documents generated prior to the Dispute.
b. If unresolved, the Dispute shall be resolved by binding arbitration under the American Arbitration Association (“AAA”) rules, as modified herein. Arbitration shall be conducted via written submissions unless either Party requests an in-person, telephonic, or online hearing. Disputes under $5,000 will be arbitrated in the county of the respondent’s last known address; disputes $5,000 or more in Broward County, Florida. One arbitrator will preside unless the amount exceeds $1,000,000, in which case a panel of three will be appointed. The arbitrator(s) shall strictly enforce this Agreement, with no authority to modify its terms or award punitive or waived damages. Arbitration shall be confidential, and costs shall be shared equally, with the initiating Party paying filing fees and any additional fees for special procedures it selects. The arbitration award is final and binding and may be entered in any court of competent jurisdiction. Parties waive rights to class, representative, or private attorney general claims, and no class arbitrations or consolidations are permitted.
c. For any savings shown on CostFixers invoices that are inaccurate, Customer must notify CostFixers within 30 days of receipt. CostFixers will investigate and, if resolvable, adjust invoices or issue refunds accordingly. Upon notification, CostFixers has 14 days to investigate before Customer may dispute payment with their card provider. Early disputes without notice may result in a “Dispute Charge Fee” equal to merchant service costs, payable by Customer or deducted from refunds.
d. Small claims court remains available for claims under $5,000 between the Parties only. Injunctive relief may be sought in courts as necessary.
e. This Agreement, including its formation, construction, interpretation, and enforceability, is governed by and shall be construed in accordance with the law of the State of Florida, without regard to its choice of law rules, except that the arbitration provisions are governed by the Federal Arbitration Act. Unless otherwise agreed, court proceedings arising out of or related to your relationship with CostFixers or this Agreement must be in Miami-Dade County, Florida, provided that a small claims action permitted above may be brought in the jurisdiction of your account address on file with us. Subject to the arbitration requirements in this Section, arbitration may be brought in the jurisdiction of your account address on file with us. Subject to the arbitration requirements in this Section, for any court action in connection with this Agreement brought in a jurisdiction consistent with the foregoing sentence, each party agrees to submit to the personal and exclusive jurisdiction of such court and waives any objection as to venue or inconvenient forum. Each party agrees that regardless of any statute or law to the contrary, but not to the exclusion or in lieu of any such statute or law providing for a shorter limitations period, any claim or cause of action arising out of or related to your relationship with CostFixers or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred after such claim or cause of action arose or be forever barred.
f. YOU ACKNOWLEDGE AND AGREE THAT, DUE TO THE ARBITRATION, CLASS ACTION, AND JURY TRIAL WAIVERS SET FORTH ABOVE, YOU WAIVE YOUR RIGHT TO A TRIAL BY JURY AND RELINQUISH THE ABILITY TO ACT AS A REPRESENTATIVE, PRIVATE ATTORNEY GENERAL, OR MEMBER OF ANY CLASS IN ANY ARBITRATION OR LEGAL PROCEEDING RELATED TO DISPUTES ARISING FROM THIS AGREEMENT OR THE USE OF COSTFIXERS SERVICES. ADDITIONALLY, ANY CLAIM MUST BE FILED WITHIN ONE (1) YEAR FROM THE DATE THE CLAIM AROSE, OR, IF PERMITTED BY APPLICABLE LAW, WITHIN THE SHORTEST APPLICABLE STATUTE OF LIMITATIONS EXCEEDING ONE (1) YEAR; OTHERWISE, THE CLAIM WILL BE PERMANENTLY BARRED.
15. Limited License and Conditions for Use of Platform
a. We grant you a limited, non-exclusive, and revocable license to access and use the Platform for your business account during the term of this Agreement subject to these Customer Terms. We reserve any rights not expressly granted in these Customer Terms. As a condition of such license, you acknowledge and agree that:
i. all logos, trademarks, copyrighted material, and other intellectual property on the Platform (the “Intellectual Property”) are owned or licensed by us or third parties. The limited license granted by these Customer Terms does not convey ownership or other rights in Intellectual Property;
ii. you will not reproduce, modify, copy, sell, lease, create derivative works from, upload, transmit, or distribute any Intellectual Property, applications, or other information, text, graphics, images, files, or data obtained from the Platform (collectively, the “Content”) except for copies made in the ordinary course of accessing the Platform for your own internal business use in accordance with these Customer Terms;
iii. you will not bypass any operational element or make any attempt to interfere with the proper working of this Platform, server or activities conducted therein or take any action that interferes with, compromises, or adversely affects us, our referral partners, other Platform users, or their respective servers, network, or other systems;
iv. you will not use any data mining bots, plug-ins, or other data gathering and extraction tools, scripts, applications, or methods on this Platform, nor will you attempt to decompile, reverse engineer, modify or disassemble any portion of the Platform or otherwise attempt to derive the source code, techniques, processes, algorithms, know-how or other information from the binary code portions of the Platform, or permit or induce the foregoing;
v. you will not alter the Content or use any meta tags or any other "hidden text" or utilize framing techniques to enclose any Intellectual Property or other proprietary information (including images, text, page layout, or form); and
vi. you will not otherwise exceed your limited access to the Platform as authorized by us.
b. This license does not include any resale, sublicensing, or commercial use or exploitation of the Platform or the Content or any downloading or copying of Content for anything other than your internal business use. This Platform or any portion of this Platform may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without our express written consent.
c. You are responsible for maintaining the confidentiality of any account and password that you create in the use of the Platform or the Services and agree to accept responsibility for all activity that occurs under your account. You further agree not to use anyone else's account at any time without the permission of the account holder.
d. The Platform is intended for viewing and use in the United States. Access or use of the Platform or Services is unauthorized in any jurisdiction that does not give effect to all provisions of these Customer Terms.
16. Links To and From Other Websites, Applications, and Portals
a. The Platform may contain links to, or be accessed through links from, third-party websites, applications, or portals, including, but not limited to, business service providers, payment processors, and platforms used in connection with CostFixers' managed expense optimization services. These links are provided solely for your convenience. CostFixers does not review, control, or endorse any third-party sites, and expressly disclaims any responsibility or liability for their content, practices, or availability. Such third-party sites are governed by their own terms and privacy policies, which may differ from ours, and your access to them is at your own risk. CostFixers relies on certain third-party platforms (including, but not limited to, Salesforce and payment processors) for service delivery, and availability of the Platform may be affected by such dependencies.
b. You are granted a limited, revocable, non-exclusive right during the term of this Agreement to create a hyperlink solely to the Platform’s homepage, subject to these Customer Terms and the following conditions: you shall not replicate any page or content of the Platform, nor create any framing or browser environment around the Content; you shall not modify, use, or remove any Intellectual Property of CostFixers; you shall not imply any endorsement by CostFixers of content or beliefs on your linked site, nor misrepresent your relationship with CostFixers; your linked site must not disparage CostFixers, its representatives, or their services; you must have authority to link from your business website; your website content must comply with applicable laws and must not be false, misleading, offensive, infringing, or otherwise objectionable; and you shall not use CostFixers' Intellectual Property in connection with the link without explicit written permission.
17. Confidential Information
a. Confidential Information. The Parties acknowledge that by reason of their relationship to the other hereunder, each may disclose or provide access (the “Disclosing Party”) to the other Party (the “Receiving Party”) certain Confidential Information. “Confidential Information” shall mean (i) information concerning a Party’s products, business and operations including, but not limited to, information relating to business plans, financial records, customers, suppliers, vendors, products, product samples, costs, sources, strategies, inventions, procedures, sales aids or literature, technical advice or knowledge, contractual agreements, pricing, price lists, product white paper, product specifications, trade secrets, procedures, distribution methods, inventories, marketing strategies and interests, algorithms, data, designs, drawings, work sheets, blueprints, concepts, samples, inventions, manufacturing processes, computer programs and systems and know-how or other intellectual property, of a Party and its affiliates that may be at any time furnished, communicated or delivered by the Disclosing Party to the Receiving Party, whether in oral, tangible, electronic or other form; (ii) the terms of any agreement, including this Agreement, and the discussions, negotiations and proposals related to any agreement; (iii) information acquired during any tours of or while present at a Party’s facilities; and (iv) all other non-public information provided by the Disclosing Party hereunder. In no event shall Service Provider’s use or disclosure of information regarding or relating to the development, improvement or use of any of Service Provider’s products be subject to any limitation or restriction. All Confidential Information shall remain the property of the Disclosing Party.
b. Use of Confidential Information; Standard of Care. The Receiving Party shall maintain the Confidential Information in strict confidence and disclose the Confidential Information only to its employees, subcontractors, consultants and representatives who have a need to know such Confidential Information to fulfill the business affairs and transactions between the Parties contemplated by this Agreement and who are under confidentiality obligations no less restrictive as this Agreement. The Receiving Party shall always remain responsible for breaches of this Agreement arising from the acts of its employees, subcontractors, consultants and representatives. Receiving Party shall use the same degree of care as it uses with respect to its own similar information, but no less than a reasonable degree of care, to protect the Confidential Information from any unauthorized use, disclosure, dissemination, or publication. Receiving Party shall only use the Confidential Information in furtherance of its performance of its obligations under this Agreement, and agrees not to use the Disclosing Party’s Confidential Information for any other purpose or for the benefit of any third party, without the prior written approval of the Disclosing Party. Notwithstanding the foregoing, CostFixers is permitted to disclose Customer Confidential Information to vendors solely for the purpose of negotiating, managing, and monitoring business expense optimization services as described in this Agreement. The Receiving Party shall not decompile, disassemble, or reverse engineer all or any part of the Confidential Information, including CostFixers' proprietary methods, processes, or intellectual property. The obligations in this Section shall survive termination or expiration of this Agreement.
c. Exceptions. Confidential Information does not include information that: (a) was lawfully in Receiving Party’s possession before receipt from Disclosing Party; (b) at or after the time of disclosure, becomes generally available to the public other than through any act or omission of the Receiving Party; (c) is developed by Receiving Party independently of any Confidential Information it receives from Disclosing Party; (d) Receiving Party receives from a third party free to make such disclosure without, to the best of Receiving Party’s knowledge, breach of any legal or contractual obligation, or (e) is disclosed by Receiving Party with Disclosing Party's prior written approval.
d. Required Disclosures. If the Receiving Party is confronted with legal action to disclose Confidential Information received under this Agreement, the Receiving Party shall, unless prohibited by applicable law, provide prompt written notice to the Disclosing Party to allow the Disclosing Party an opportunity to seek a protective order or other relief it deems appropriate, and Receiving Party shall reasonably assist disclosing Party in such efforts. If disclosure is nonetheless required, the Receiving Party shall limit its disclosure to only that portion of the Confidential Information which it is advised by its legal counsel must be disclosed.
e. Unauthorized Use or Disclosure of Confidential Information; Equitable Relief. In the event the Receiving Party discovers that any Confidential Information has been used, disseminated or accessed in violation of this Agreement, it will immediately notify the Disclosing Party, take all commercially reasonable actions available to minimize the impact of the use, dissemination or publication, and take all necessary steps to prevent any further breach of this Agreement. The Parties agree and acknowledge that any breach or threatened breach regarding the treatment of the Confidential Information may result in irreparable harm to the Disclosing Party for which there may be no adequate remedy at law. In such event the Disclosing Party shall be entitled to seek an injunction, to prevent any further breach of this Agreement, in addition to all other remedies available in law or at equity.
f. Return of Confidential Information; Survival. Receiving Party shall promptly return or, at Disclosing Party’s option, certify destruction of all copies of Confidential Information at any time upon request or within 30 days following the expiration or earlier termination of this Agreement. Notwithstanding any expiration or termination of this Agreement, Receiving Party’s obligations to protect the Confidential Information pursuant to this Section will survive for seven years after the expiration or earlier termination of this Agreement.
18. Non-Solicitation.
a. During the term of this Agreement and for one year following the expiration or termination date of the Agreement, each Party agrees not to directly solicit or induce any person who performs Services hereunder to leave the employ of the other.
b. The Parties are not prohibited from responding to or hiring the other’s employees who inquire about employment on their own accord or in response to a public advertisement or employment solicitation in general.
19. Non-Circumvention
a. Neither Party shall, during the term of this Agreement and for a period of two (2) years following its expiration or termination, directly or indirectly circumvent the Service Provider by engaging in any activity, arrangement, or transaction that achieves substantially similar outcomes to those contemplated under this Agreement without utilizing the Service Provider's services. This includes, but is not limited to, situations where the Customer, any affiliate, related party, or successor entity receives substantially similar pricing, credits, concessions, or contract terms as a result of CostFixers’ negotiations, regardless of whether the relevant account is canceled, transferred, reactivated, or moved to a successor account. This clause applies to the same business, address, vendor, account, or any successor account, including instances involving changes in ownership or control. The Customer further agrees not to take any action intended to avoid, bypass, or obviate the Service Provider's role or compensation as set forth herein. The obligations under this section shall survive and remain enforceable for two (2) years after the expiration or termination of this Agreement.
20. Force Majure.
a. Neither Party shall be liable hereunder for any failure or delay in the performance of its obligations under this Agreement, except for the payment of money, if such failure or delay is on account of causes beyond its reasonable control, including civil commotion, war, fires, floods, accident, earthquakes, inclement weather, telecommunications line failures, electrical outages, network failures, governmental regulations or controls, casualty, strikes or labor disputes, terrorism, acts of God, or other similar or different occurrences beyond the reasonable control of the Party so defaulting or delaying in the performance of this Agreement, for so long as such force majeure event is in effect. Each Party shall use reasonable efforts to notify the other Party of the occurrence of such an event within five business days of its occurrence.
21. Interpretation
a. The parties intend that the applicable Federal statutory laws and the laws of the State of Florida should be used to interpret and enforce this Agreement.
b. Each provision of this Agreement applies to the fullest extent permitted by applicable law. If any provision of this Agreement is determined by an authority of competent jurisdiction to be invalid or unenforceable in part or in whole for any reason whatsoever, the validity of the remaining provisions or portions thereof shall not be affected thereby and such authority should reform this Agreement to the extent necessary in a manner that comes closest to expressing the intention of the invalid and unenforceable provision while rendering the otherwise unenforceable provision or portion thereof valid and enforceable.
c. Our waiver of the performance of any covenant, condition or promise shall not invalidate this Agreement, nor shall it be considered as a waiver of any other covenant, condition or promise. Any delay in pursuing any remedy or in insisting upon full performance for any breach or failure of any covenant, condition or promise shall not prevent us from later pursuing any remedies or insisting upon full performance for the same or any similar breach or failure.
d. Customer may not assign this Agreement without CostFixers’ prior written consent. CostFixers may assign this Agreement at any time and without Customer’s consent, and upon such assignment CostFixers shall be relieved of any and all duties, obligations, and/or liabilities arising from this Agreement. This Agreement shall be binding upon and inure to the benefit of the heirs, successors and permitted assigns of the parties hereto.
e. There are no third-party beneficiaries to this Agreement. No provision of this Agreement provides any person or entity not a party to this Agreement with any remedy, claim, liability, reimbursement, or cause of action or creates any other third-party beneficiary rights.
f. The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement.
g. This Agreement, including any exhibits attached hereto, is the entire agreement between Customer and CostFixers with respect to the subject matter hereof and supersedes any prior agreement or communications between the Parties, whether written, oral, electronic or otherwise. Each Party hereto has received independent legal advice regarding this Agreement, the terms and conditions listed on CostFixers’ website, and their respective rights and obligations set forth herein. No change, modification, amendment, or addition of or to this Agreement or any part thereof shall be valid unless in writing and signed by authorized representatives of the Parties. The Parties acknowledge and agree that they are not relying upon any representations or statements made by the other Party or the other Party's employees, agents, representatives or attorneys regarding this Agreement, except to the extent such representations are expressly set forth in this Agreement.
h. This Agreement may be published in a number of languages for information purposes and ease of access by customers. It is only the English version that is the legal basis of the relationship between you and us, and in case of any discrepancy between a non-English version and the English version of this Agreement, the English version shall prevail.
22. Our Contact Information
a. Inquiries and written notices required pursuant to this Agreement may be sent to Service Provider via email at hello@costfixers.com or via USPS or courier to: CostFixers, 1 East Broward Blvd Suite 700 Fort Lauderdale, FL 33301, Attention: CostFixers.
b. You may contact Service Provider for Customer Support at support@costfixers.com.