TERMS AND CONDITIONS
(LAST REVISED: NOV 2, 2020)
These terms and conditions govern your use of this web site. By accessing this web site, you are acknowledging and accepting these terms and conditions. These terms and conditions are subject to change by Visibility Cloud LLC d/b/a Local Marketing Vault (hereinafter “Company”, “we”, “us”) at any time and at our discretion without notice. Except as specified elsewhere herein, your use of this web site after any changes are implemented constitutes your acceptance of the changes. As a result, we encourage you to consult the terms and conditions each time you use this web site. If you do not agree with the terms and conditions, please do not use or access the web site.
Please read carefully, and note our MANDATORY ARBITRATION PROVISION and WAIVER OF CLASS ACTION PROVISION.
1. INSTALLMENT PLAN (PROMISSORY NOTE)
If you have purchased one of our products or services under an installment plan (promissory note), you are agreeing to allow us to charge your credit card for the proper installments. You agree that under the installment plan, these are monies owe and not a subscription. Your purchase cannot be cancelled once the refund period set forth herein has passed.
2. INTELLECTUAL PROPERTY
You acknowledge and agree that all content and materials available on this site are protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws. Except as expressly authorized by COMPANY, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works from such materials or content.
As noted above, reproduction, copying, or redistribution for commercial purposes of any materials or design elements on this site is strictly prohibited without the express written permission of COMPANY. For information on requesting such permission, please contact us using the contact information listed in the section entitled “Contacting Us”.
3. CONFIDENTIAL OBLIGATIONS
You acknowledge that the products and services sold by COMPANY are confidential and proprietary information of COMPANY. As such, you agree to protect such products and services as confidential. As a further condition to the purchase and/or receipt of such products and/or services of COMPANY by you, you further agree that you will not, nor allow others to, directly or indirectly copy, distribute, resell, lend, lease, display, teach to others or show these products/services to others. This applies to you even if you receive the products or services of COMPANY for free.
4. ABILITY TO ACCEPT TERMS AND CONDITIONS
You affirm that you are either more than 18 years of age, or an emancipated minor, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms and Conditions, and to abide by and comply with these Terms and Conditions.
5. REFUND POLICY
You may request a refund within 72 hours of your initial payment, and after such time, considering the type of products and services that COMPANY provides, no refunds will be issued.
6. PRODUCT DELIVERY / MEMBERSHIP SITE / CONDUCT
A. For products that you purchase from us that are delivered through a membership site, you will be given a user name and password to access the course materials and tools. In such instances, you agree not to share your login information with other people who did not purchase the product(s). You will not sell access to this program or duplicate and sell any of it’s content without written permission.
B. For products that you purchase from us that are delivered through a download link, you will be given a URL to access and download the product(s) you purchased. In such instances, you agree not to share the download link with other people who did not purchase the product(s).
C. Where applicable, the web site and membership site are meant for informational purposes only. They are not intended as specific medical, legal, commercial, financial, tax or other professional advice. Use of the information on the membership site and this web site are at your own risk.
D. Use of content, unless otherwise stated, is for your own personal, non-commercial use. You may not distribute content, print multiple copies, or use the content for public display or performance unless otherwise stated.
E. We reserve the right to discontinue or modify without notice or liability, any portion of this web site. However, in the rare event that We decide to discontinue a particular online product or service you have paid for, We will either fulfill the services for the duration of the specific term that you paid for, or in our sole discretion, We will offer you a refund for the services that were not yet rendered. If no specific duration was specified for how long a particular online product or service will be available, such product or service will be made available to you for a minimum of one year, or for however long We continue to support that version of the program, whichever is later.
F. You affirm, represent, and warrant that your participation on this web site and the content you submit does not relate to pornography, illegal activities of any kind, occult, hate, or racism. You also represent and warrant that content you submit does not violate the intellectual property rights of third parties. We reserve the right to make the final decision regarding what is appropriate. We further reserve the right to remove content or terminate your account without prior notice for a violation of this provision.
G. You understand and agree to not place an unreasonable burden on the server hosting this web site or membership site, to not interfere with the running of this web site and to not attempt unauthorized access to any portion of this web site.
H. You understand and agree not to provide false information about yourself, to impersonate another individual or provide misleading or false content.
I. You agree that any ideas, suggestions, or improvements that you provide to us about our products or services shall be owned by us and that we are free to include such ideas in future products without compensation to you.
J. Except for any ideas or suggestions for improvements that you provide to us as set forth in Section 7(I) herein, you shall remain the owner of any content that you are the original copyright owner of that you submit to us or one of our discussion groups, and you automatically grant us a royalty-free, perpetual, irrevocable, world-wide non-exclusive license to use, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform, display, and/or otherwise exploit the post, submission, or communication or content in any media or medium, or any form, format, or forum now known or hereafter developed. You further agree and warrant that we may sublicense or assign our rights through multiple tiers or assigns.
K. If we discover communications or activities that allegedly do not conform to any terms and conditions of our sites, we may investigate the allegation and determine in good faith and in our sole discretion whether to remove or request the removal of the communication. We have no liability or responsibility for performance or non-performance of such activities. We reserve the right to terminate or restrict your access to any or all of the online modules, groups, etc. at any time without notice for any reason whatsoever.
L. You agree that any discussion groups (such as through Facebook) that you have access to by their very nature may carry offensive, inaccurate, or otherwise inappropriate material. You agree to use caution and common sense, and exercise proper judgment when participating in such discussion groups. YOU AGREE TO USE ANY SUCH DISCUSSION GROUPS AT YOUR OWN RISK.
M. Please be aware that any information (including personally identifiable information) that you reveal through our discussion groups (including Facebook) may, by design, be open to the public and may not be a private, secure service. By submitting communications or content online through such groups, you agree that such submission is non-confidential for all purposes, unless we have specifically noted otherwise.
N. We are not responsible for the content posted by others in any of our discussion groups. We are also not responsible for monitoring such content or removing such content unless it violates any civil or criminal laws. We reserve the right at any time to disclose information as necessary to satisfy any applicable law, regulation, legal process or legal governmental request, or to edit, refuse to post, or to remove any information or materials in whole or in part, for any reason whatsoever, in our sole discretion.
O. We do not endorse any opinions expressed by others on our sites or discussion groups.
8. THIRD PARTY REFERENCES / HYPERLINKS
This site may link you to other sites on the Internet. These sites may contain information or material that some people may find inappropriate or offensive. These other sites are not under the control of COMPANY, and you acknowledge that COMPANY is not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such sites. The inclusion of such a link does not imply endorsement of the site by or any association with its operators.
9. CONTACTING US
If you need to contact us, you can email us at firstname.lastname@example.org.
10. DISCLAIMER OF WARRANTIES
ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THIS SITE (THE “CONTENT”) ARE PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR USE. THE CONTENT IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. COMPANY AND ITS AGENTS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THIS SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF THIS SITE IS SOLELY AT YOUR RISK. BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.
11. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL COMPANY OR ITS AGENTS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS SITE. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, COMPANY’S LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. Any provision herein to the contrary notwithstanding, the maximum liability of COMPANY to any person, firm or corporation whatsoever arising out of or in the connection with any license, use or other employment of any Content delivered to You hereunder, whether such liability arises from any claim based on breach or repudiation of contract, warranty, tort or otherwise, shall in no case exceed the actual price paid to COMPANY by You for the Content whose license, use, or other employment gives rise to the liability. The essential purpose of this provision is to limit the potential liability of COMPANY arising out of this Agreement. The parties acknowledge that the limitations set forth in this Section are integral to the amount of consideration levied in connection with the web site and any services rendered hereunder and that, were COMPANY to assume any further liability other than as set forth herein, such consideration would of necessity be set substantially higher.
Upon a request by COMPANY, you agree to defend, indemnify, and hold COMPANY and its other affiliated companies harmless, and their employees, contractors, officers, and directors from all liabilities, claims, and expenses, including attorney’s fees, that arise from your misuse of this site.
13. SEVERABILITY AND INTEGRATION
Unless otherwise specified herein, this agreement constitutes the entire agreement between you and COMPANY with respect to this site and supersedes all prior or contemporaneous communications between you and COMPANY with respect to this site. If any part of these Terms and Conditions is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
14. GOVERNING LAW AND JURISDICTION
These Terms and Conditions shall be governed by and construed in accordance with the laws of the State of New Jersey. You hereby consent to binding arbitration in the State of New Jersey to resolve any disputes arising under this Terms and Conditions.
15. ARBITRATION OF DISPUTES
Except for payment/collection issues or infringement of Company’s intellectual property, which can be heard by a court of competent jurisdiction, the parties agree that any dispute or claim in law or equity arising between them regarding the use of this web site or these Terms and Conditions, including any dispute regarding the enforceability or applicability of this arbitration provision, shall be decided by neutral, binding arbitration conducted in Passaic County, New Jersey. The arbitrator shall be a retired judge, justice, or an attorney with at least ten (10) years of legal experience relating to the subject matter of this Agreement, unless the parties mutually agree otherwise, who shall render an award in accordance with the substantive laws of Passic County, New Jersey. In all other respects, the arbitration shall be conducted in accordance with the rules and procedures of the American Arbitration Association, subject to the parties being allowed limited discovery. Judgment upon the award of the arbitrator(s) may be entered in any court having jurisdiction.
NOTICE: BY USING THIS WEB SITE YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THIS “ARBITRATION OF DISPUTES” PROVISION DECIDED BY NEUTRAL ARBITRATION AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, UNLESS THOSE RIGHTS ARE SPECIFICALLY INCLUDED IN THE “ARBITRATION OF DISPUTES” PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION YOU MAY BE COMPELLED TO ARBITRATE ANYHOW PURSUANT TO A COURT ORDER. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY. IF YOU DO NOT WISH TO AGREE TO ARBITRATION, THEN YOU MAY NOT USE THIS WEB SITE.
16. CLASS ACTION WAIVER
ARBITRATION OR ANY OTHER LEGAL ACTION ARISING IN CONNECTION WITH THE USE OF THIS WEB SITE, THE SERVICES OFFERED THROUGH THIS WEB SITE, OR THESE TERMS AND CONDITIONS MUST BE ON AN INDIVIDUAL BASIS, WHERE ALLOWED BY APPLICABLE LAWS. THIS MEANS NEITHER YOU NOR COMPANY MAY JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS, OR LITIGATE IN COURT OR ARBITRATE ANY CLAIMS AS A REPRESENTATIVE OR MEMBER OF A CLASS OR IN A PRIVATE ATTORNEY GENERAL CAPACITY.
17. ATTORNEYS’ FEES
In any dispute, action, proceeding, or arbitration regarding the use of this web site or these Terms and Conditions, including the enforcement of any arbitration provision herein, the party prevailing in such action or proceeding shall be entitled to recover, in addition to any other award of damages or other remedies, its reasonable attorneys’ and experts’ fees, costs and expenses (including, without limitation, expenses for expert witnesses and all reasonable attorneys’ fees, costs and expenses upon appeal).
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