Call Us Today! (424) 443-0106

TERMS OF SERVICES

Introduction

These Terms of Service (“Terms” or “Agreement”) are a contract between you (the Customer) and us (“_________________” or “we”).
They describe the services provided when you sign up for an account with us, define aspects of our business relationship, and set forth
the terms and conditions that apply to your access to and use of the websites, products, and services owned and operated by
_________________ Marketing Solutions Inc. Using our Subscription Services or signing up for a Free Account/Free Plan indicates
agreement with, and acceptance of, these Terms.

This is a legal contract, so if you are entering into this agreement on behalf of a company, government agency, organization, or other
legal entity, you represent that you have the authority to bind such entity to these Terms. (In this case, “you” and “your” would then refer
to the entity.)

When you accept this Agreement, you are also agreeing to our Privacy Policy, which forms part of these Terms. These Terms, the Privacy
Policy may be amended at any time, with or without notice or notification, so we recommend periodically reviewing them, as continued
use of the Site and/or Services indicates acceptance of the latest version of each. We also suggest printing or saving a local copy of
these Terms, the Privacy Policy for your records.

 

General Terms

Aggregated Data:

Data that does not contain Personal Data and which has been manipulated or combined to provide generalized, anonymous information.

Agreement:

These Terms of Service and any materials, contracts, conditions, or other documents referenced or linked to herein, without limitation.

Beta Test:

This May include, but is not limited to, alterations to the Services, modifications to how the Services are offered or provided, and changes
to the software; usually designed to test for bugs, usability issues, or to evaluate user experience.

Commercial Electronic Messages:

Emails containing newsletters, blogs, and other marketing materials.

Confidential Information:

Any information marked confidential, identified as confidential at the time of disclosure, or that ought reasonably to be considered
confidential, whether received in writing, visually, electronically or orally. Confidential information includes, but is not limited
to: technical information, marketing, and business plans, databases, specifications, formulations, tooling, prototypes, sketches, models,
drawings, procurement requirements, engineering information, samples, computer software (source and object codes), forecasts, the
identity of or details about actual or potential customers or projects, techniques, inventions, discoveries, know-how, and trade secrets.
“Confidential Information” also includes all such business or technical information of any Third Party that is in _________________’s
possession.

Customer:

Any person, organization, or other entity that has asked for our service(s), at any level.

Customer Goods:

Products or services owned and sold by our customers.

Feedback:

Comments received orally, in writing, or electronically, from current, past, or potential Customers. Feedback may include (but is not limited to) ideas, suggestions, concepts, processes, techniques, questions, answers, codes/scripts, and other comments related to our Services, the Site, features, customers, Customer Support, documentation, our business, affiliates, partners, licensors, or employees.

Hosted Site:

Any website hosted by us for you as part of the Services.

Licensors:

Any company, individual, or other entity from which _________________ has licensed the use of its hardware, software, services, or other products and intellectual property.

Sensitive Information:

Credit or debit card numbers; personal financial information; Social Security/Social Insurance Numbers; passport numbers; driver’s license numbers or similar identifiers; racial or ethnic origin; religious affiliation; sexual orientation; physical or mental health condition or information; biometric information; political affiliation; membership in a union; or other employment, financial or health information, including any information subject to regulations, laws, or industry standards designed to protect data privacy and security.

Intellectual Property Rights

This section applies to Material and to Feedback, as defined above, and not to Customer leads or to Content. We value Customer, user, and
potential Customer/user Feedback and take it very seriously, and we may, from time to time, solicit Feedback. All Feedback is
_________________’s exclusive property, and no provider of Feedback has a claim to any form of compensation, monetary or otherwise, in exchange for providing it.

We may, in our sole discretion, use, share, or incorporate Feedback in whatever form or derivative we may decide into the Site, our software, Services, documentation, business or other products, without limitation. We retain all rights to such Feedback on a worldwide basis inperpetuity. All _________________ Material, as defined in the General Terms, is owned by us or our licensors or service providers, and is protected by copyright, trademark, trade secret, and other intellectual property laws. For as long as you adhere to this Agreement and maintain a valid Account, _________________ grants you a non-transferable, non- sublicensable, non-exclusive, revocable, limited-purpose right to access and use the Materials.

Submission of Content

You grant _________________ a non-exclusive license to use the Content you upload in order to provide the Services to you, including,
but not limited to, troubleshooting and publishing your pages. This use may include, without limitation, the right to host, index, cache, store,
or otherwise format your Content.
You further agree that _________________ may modify, add, and delete any Content added to the Services without liability, and at our
sole discretion. Reasons for Content modification or deletion shall include but are not limited to: malicious or damaging software or
corrupted code within the Content, violations of intellectual property law, failure to adhere to our AUP, and troubleshooting purposes.
You represent to _________________ that you own any Content you upload, submit, or otherwise add to your Account, or that you have
obtained any necessary licenses, rights, consents, and permissions to such Content and activity. As such, you agree that none of the
aforementioned Content will in any way violate the copyrights, privacy rights, publicity rights, trademark rights, contract rights or any other
intellectual property rights or other rights of any person, business, organization, or entity.
You agree that _________________ is not responsible for any violations of Third-Party intellectual property rights in any Content that
you submit, upload, or otherwise add to _________________. You further agree to pay all royalties, fees, and any other monies owed
relating to the use of such Content.
_________________ may request access to your Content to use for marketing purposes. You are under no obligation to grant this
request, and we will not use your Content in any marketing materials without your prior written permission.

Confidential Information

You agree not to disclose verbally, electronically, in writing, or in any other manner any Confidential Information that you have acquired or learned during the term of this Agreement or following the expiration or termination of this Agreement.

Indemnification

You agree to indemnify, defend, and hold harmless the Indemnified Parties, from and against any Third Party claim, demand, loss,
damage, cost, or liability (including, reasonable attorneys’ fees) (collectively and individually, “Claims”) incurred by or made against the
Indemnified Parties in connection with any Claims arising out of or relating to this Agreement, the Site or the Services, including but
without limitation in relation to:
(a) your use, non-use or misuse of, or connection to the Site, the Services, Consumer Goods and any Content, including without limitation
your Profile Information and any third party Content forming part of the Site;
(b) your violation or alleged violation of this Agreement; and
(c) your violation of any rights, including intellectual property rights, of a third party and otherwise as set out herein.
_________________ reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are
required to indemnify _________________ and you agree to cooperate with _________________’s defense of these Claims. You
agree not to settle any matter without the prior written consent of _________________. _________________ will use reasonable
efforts to notify you of any such Claims upon becoming aware of them.

Dispute Resolution

In any dispute between you and _________________ relating to this Agreement, the Site, or the Services, you agree that the dispute
shall be governed exclusively by the laws of the Province of United States of America, without regard to its conflict of law provisions.

Miscellaneous

The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. This Agreement
replaces and supersedes any other prior or contemporaneous agreement, representation, or discussion, oral or written, and may not
be changed except in writing, and signed by us.