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Terms of Service

Effective date: May 25, 2018

This SiteWon Terms of Service hereinafter the (“TOS”) describes the services that SiteWon provides to its Clients.

Acceptance of Terms

SiteWon reserves the right to update the TOS at any time without notice. The most current version of the TOS may be accessed by clicking on the “Terms of Service” hyperlink on the SiteWon.com website.

Please read this Terms of Service carefully. By subscribing to one or more SiteWon services, you agree to abide by these terms. IF YOU DO NOT AGREE WITH THESE TERMS OF SERVICE EITHER IN WHOLE OR IN PART, THEN PLEASE DO NOT USE THE SITEWON SERVICES.

By using the SiteWon services, you agree to be bound by the following terms and conditions. SiteWon reserves the right to change the Terms and Conditions at any time without notice, and your continued use of SiteWon constitutes your consent to such changes.

Description of Services

SiteWon will provide an ongoing set of online services including website design, copy and editorial development, search engine optimization and website updates as described in this agreement for each specific service.

Privacy and Protection of Personal Information

See the SiteWon Privacy Policy regarding the methods and types of personal information that are collected and stored.

Limitations of Scope of Services

SiteWon will not be responsible for work that is beyond the scope of services set forth in the subscription plan in effect at the time Client initiates the service. Any changes to the scope of services will not be effective unless approved by both parties.

Management Responsibility

SiteWon will provide certain tools, methods and resources to Client that are intended to help Client grow and build its business. However, Client is fully and exclusively responsible for its own business performance and Client satisfaction. In addition, Client has full and exclusive responsibility for understanding and ensuring compliance with any regulatory, legal or contractual obligations related to Client’s business, including without limitation, data held by Client and its Clients, information provided by Client to Clients and/or other third parties and any safeguarding and security measures that may be required. SiteWon may participate in implementing needed systems services and functions, but the client is solely responsible for the final outcomes, actions taken and results produced.

Prohibited Uses

By using the SiteWon Services, you agree not to use any of the Services for any purpose that is unlawful or that is prohibited by any conditions in the TOS. You may not use the Services in any manner or method that damages, disables, or impairs any SiteWon Service, server, network, or connected system or that impairs or interferes with any other Client or party’s use of the Services. You may not obtain or attempt to obtain any material or information by any means that is not intentionally made accessible through the Services.

The following list of specific prohibited uses is intended to be illustrative, not exhaustive. A Client may not use SiteWon Services to:

  • Engage in defaming, harassing, or abusive behavior or communication toward others.
  • Publish, upload, store, or distribute any inappropriate, profane, obscene, indecent, or unlawful information.
  • Publish, upload, store, use or distribute any materials that violate intellectual property, copyright, or trademark laws.
  • Publish, upload, store, or distribute any materials or files that contain viruses, worms, Trojan horses, or other malware.
  • Engage in any activity that exploits, harms, or threatens minors.
  • Engage in any activity that is false or misleading or that attempts to defraud, to impersonate the identity of others, to steal, or to alter data used for rankings, ratings, or other measurement statistics.
  • Author, publish, or distribute unsolicited bulk email, postings, SMS text messages, or instant messages.

Copyright

All content produced by SiteWon within the scope of Services including software and web code, contents, graphics and design, or material developed or licensed by SiteWon for Client as part of the Services is copyrighted by SiteWon and remains the exclusive property of SiteWon. Upon termination of this Agreement copyrights shall remain with SiteWon. After twenty four months of service and full payment if Client chooses to cancel this agreement per the conditions in Section 6 below all SiteWon copyrighted content, EXCEPT software, web code, WordPress themes and plugins, PSD files and other files or code used to create the Client website and newsletter can be used indefinitely by Client for their company website, newsletter and other marketing collateral. This use will be restricted to the Client company use only and Client does not have any rights to resell, license or otherwise allow 3rd parties use of the content.

In the event SiteWon ceases business operations and providing the services described in this agreement all SiteWon copyrighted content, EXCEPT software, web code, WordPress themes and plugins, PSD files and other files or code used to create the Client website and newsletter can be used indefinitely by Client for their company website, newsletter and other marketing collateral. This use will be restricted to the Client company use only and Client does not have any rights to resell, license or otherwise allow 3rd parties use of the content.

Right to Advertise

Customer hereby acknowledges and agrees that SiteWon shall have the right to use the name of Client, including the Client Web Site, for reference as a customer of SiteWon services for referral and marketing purposes.

Term and Termination

If the Client requests written termination of Services within thirty (30) days of initial subscription, SiteWon will provide a full refund for the initial subscription costs minus any non-refundable third party fees that may have accrued.

Except for reasons of non-performance by either party, this Agreement shall remain in effect until formally terminated in writing by either party. SiteWon will start subscription billing to Client beginning the date (“Renewal Date”) client agrees to these terms of services and it shall automatically renew for subsequent twelve (12) month periods until it is formally terminated in writing or email. Termination of this Agreement requires written or email notice delivered thirty (30) days prior to the desired date of termination.

A repeated failure to make payment by date due during any period gives SiteWon the option for immediate termination. Upon the expiration or termination of this Agreement for non-payment or non-performance by client, (i) all licenses granted by SiteWon to Client hereunder shall automatically terminate and Client shall immediately cease its use of the licensed content and other provided marketing collateral, and (ii) Client’s right to the Services afforded to SiteWon’s Clients shall automatically terminate.

Payment for Services

The client will pay monthly fees to SiteWon for a subscription to Services as described in SiteWon plan in effect at the time of this agreement and for the license to use the SiteWon web services, software and licensed content in conjunction with these services. Payment will be made by automatic credit card transactions. Invoices will include monthly subscription fees and any additional fees for elective or other additional Services that have been purchased by the Client. Invoices will be issued and automatic transactions processed on the Renewal Date as described in Section 6 above. SiteWon reserves the right to assess and collect late-payment charges of 1.5% per month on past due balances.

Warranty

SiteWon shall provide its services and meet its obligations under this Agreement in a timely and professional manner, using knowledge and skills consistent with generally acceptable standards in SiteWon’s industry, and will provide a standard of care based on commercially reasonable efforts. The services and all products provided as part of the services are provided “as is” and SiteWon disclaims, and client waives, any warranties, express or implied, as to the merchantability, fitness for a particular use or purpose, title, non-infringement or any other warranty, condition, guaranty or representation related to the services. SiteWon does not warrant that the software or any products or services provided hereunder will be uninterrupted or error-free. Under no circumstances, including negligence, shall the Company be liable for any direct, incidental, special or consequential damages or otherwise, including any damages that result from the use of or inability to use the Website. The Company shall not be responsible for any damages whatsoever that result from mistakes, omissions, interruptions, deletion of files, errors, defects, delays in operation or transmission, or any failure of performance.

Limitations of Liability

Except to the extent finally determined to have resulted from the gross negligence or intentional misconduct of SiteWon, SiteWon’s liability to pay damages for any losses incurred by client as a result of breach of contract, negligence or other tort committed by SiteWon, regardless of the theory of liability asserted, is limited to no more than the total amount of the most recent three (3) months of base fees paid under this agreement. In any case, SiteWon and its licensors will not be liable for lost profits or any consequential, indirect, punitive, exemplary or special damages. In addition, SiteWon shall have no liability to client arising from or relating to any third party hardware, software, information or materials. SiteWon is also not liable for direct or indirect damages created by viruses, hackers or other malicious or accidental destruction of systems or data, though SiteWon will attempt to prevent or minimize exposure to such risks.

Indemnification

Subject to the provisions hereof, Client shall indemnify, defend and hold harmless from and against any and all amounts payable under any judgment, verdict, court order or settlement for third party claims brought against SiteWon and its licensors arising from products or services related to this Agreement. Conversely, SiteWon shall indemnify, defend and hold harmless from and against any and all amounts payable under any judgment, verdict, court order or settlement for third party claims brought against Client arising from the gross negligence or intentional misconduct of SiteWon.

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