ROME ACQUISITION LLC, USER AGREEMENT FOR SOFTWARE AS A SERVICE (SaaS) SERVICES

The following describes the terms on which ROME Acquisition, LLC, (ROME Acquisition) offers you or your company or the entity you represent access to our services. This agreement takes effect on the date you accept this agreement by clicking “I Accept” button or check box. You represent to us that you are authorized by your company or entity you represent to enter into this agreement.

We may amend this Agreement at any time by posting the amended terms on our site. The amended terms shall automatically be effective immediately after they are posted on our site. It is your responsibility to make sure you are aware of the terms of this User Agreement. If you are a corporate user it is your responsibility to make sure your employees are aware of the terms of this User Agreement, and that by accepting this agreement, the Corporate User binds all its employees to such agreement.

Eligibility for Membership – Our services are available only to companies who can form legally binding contracts under applicable law. Without limiting the foregoing, our services are not available to minors. If you do not qualify, please do not use our services. ROME Acquisition may refuse our services to anyone at any time, at our sole discretion.
System Integrity – You may not use any device, software, routine or API to interfere or attempt to interfere with the proper working of the ROME Acquisition site or any account on our site. You may not take any action which imposes an unreasonable or disproportionately large load on our infrastructure. You may not disclose or share your password(s) or provide them to any third parties or use your password(s) for any unauthorized purpose.
Using ROME Licenses – You are a member of ROME Cloud Services. In the case that you need ROME to set up a license for you, you will incur a setup fee for using a ROME Acquisition software license. The license is neither sold to you, nor rented to you. You do not own the license and there is no transfer of the license ownership. Once you are no longer a member of ROME, you cannot use the license anymore.
Term – The term of the user agreement shall commence on the date of acceptance and will remain in full force and effect for the agreed-upon commitment upon sign up.
Breach – We may immediately issue a warning, temporarily suspend, indefinitely suspend or terminate your membership if you breach this Agreement or if we are unable to verify or authenticate any information you provide to us.
Disclaimer of Warranties – WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. WE MAKE NO WARRANTY THAT OUR SERVICES WILL MEET YOUR REQUIREMENT, OR THAT OUR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DO WE MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF OUR SERVICES OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH USE OF OUR SERVICES.
Limit of Liability – IN NO EVENT SHALL WE BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. OUR LIABILITY TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO $100 or (1) percent of the recurring base monthly cloud fee paid by client for the related one (1) month. The limitation of liability will be the lesser of the two.
Unauthorized Third-party Access – ROME Acquisition will determine if there has been any unauthorized access to your cloud account. ROME will do everything we can within reason to prevent unauthorized third-party access. ROME will provide you notice of any unauthorized third-party access to your cloud account/content of which we become aware and will provide reasonable efforts to remediate identified security vulnerabilities. If your content is lost or damaged, ROME will assist you in restoring the content to the Cloud Service from your last available back up copy in compatible format. Depending on the type of unauthorized third-party access, ROME may incur additional fees for the restoration of your content. In those cases, ROME will advise of any additional cost that may be incurred to you.
General Compliance with Laws – You shall comply with all applicable laws, statutes, ordinances and regulations regarding your use of our service. If you use in an unlawful way, your service will be terminated immediately.
No Agency – Client and ROME Acquisition are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
Arbitration – Any controversy or claim arising out of or relating to this Agreement shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in Anne Arundel County, Pasadena and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Either client or ROME Acquisition may seek any interim or preliminary relief from a court of competent jurisdiction in Anne Arundel County, Pasadena necessary to protect the rights or property of Client or ROME Acquisition pending the completion of arbitration.
General – This Agreement shall be governed in all respects by the laws of the State of Maryland. We do not guarantee continuous, uninterrupted or secure access to our services, and operation of our site may be interfered with by numerous factors outside of our control. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof.
Disclosures – The services hereunder are offered by ROME Acquisition, LLC, located at:
ATTN James Rome, President
2421 Mountain Rd Pasadena, MD 21122

Payment Terms (May Vary)

The setup fee of $1000 to guarantee the installation date. The first Monthly Subscription Fee will be due at the start of the next month.
The customer is responsible for the full training and travel expenses if cancelled less than 10 days prior to initial install date. The average daily cost of travel fees are $500 per day per trainer.
Any defaulting transactions are subject to a $35 additional charge. This includes ‘non-sufficient funds’ returns

Additional Terms (May Vary)

Monthly Subscription Fees are subject to change dependent on third-party increases in cloud hosting costs. ROME will communicate any changes 30 days in advance.
Depending on state and local law sales tax may be added to your monthly subscription.
As mentioned in the Agreement, the Agreement will automatically renew unless indicated by the Customer at least 60 days prior to the Termination Date of the Agreement.
If Client changes accounting or DMS (Dealership Management System), they will be subject to a $997 transfer fee.
If Client needs a data feed set up (i.e. Claims Corp) this incurs an additional $197 billed monthly.
In the event of leaving ROME there is a 60 day cancellation policy. If you want access to your data, you can have read-only access to your data through our hosting service for $199 per month.
Additional On-Site training after the initial install is subject to daily trainer fee’s plus travel expenses.
Texting and Email services are subject to additional monthly charges.