This AGREEMENT is a contract between you the purchaser (CLIENT OR PURCHASER) and our business, MAYORAS CREATIVE SERVICES, LLC, d/b/a TRIAL & HEIRS (COMPANY). By electing to participate in this offer, you are entering into a contract. If you do not agree with the terms and conditions SET FORTH HEREIN, you have the option to not participate in this offer.
YOU, THE PURCHASER, BY DOING BUSINESS WITH COMPANY, AGREE TO THE TERMS OF THIS AGREEMENT AND AUTHORIZE THE COMPANY TO CHARGE YOUR CREDIT CARD FOR THE COMPANY SERVICES AND/OR PRODUCT(S), AND ACKNOWLEDGE YOUR UNDERSTANDING & AGREEMENT TO THE REFUND POLICY AS STATED ON COMPANY WEB SITE.
BY ACCESSING THIS SITE, AND/OR ORDERING COMPANY’S SERVICES OR PRODUCTS, YOU ARE INDICATING YOUR ACKNOWLEDGMENT AND ACCEPTANCE OF THE TERMS AS SET FORTH IN THIS AGREEMENT. THESE TERMS ARE SUBJECT TO CHANGE BY OUR COMPANY AT ANY TIME IN ITS DISCRETION. YOUR USE OF THIS SITE AFTER SUCH CHANGES ARE IMPLEMENTED CONSTITUTES YOUR ACKNOWLEDGMENT AND ACCEPTANCE OF THE CHANGES. PLEASE CONSULT THESE TERMS PRIOR TO EVERY USE FOR ANY CHANGES.
YOU ALSO AGREE THAT YOU WILL ONLY USE THE MATERIALS ON THE MEMBERSHIP WEBSITE, PRESENTLY NAMED “TRIAL & HEIRS GROW YOUR BUSINESS CLUB” (“MEMBERSHIP WEBSITE”) IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO USING SUCH MATERIALS ONLY FOR YOUR OWN BUSINESS, INCLUDING SENDING TO YOUR CLIENTS AND PROSPECTIVE CLIENTS, BUT NOT SHARING WITH OTHERS (WHETHER THEY WORK FOR THE SAME COMPANY, OFFICE, OR OTHERWISE) TO SEND TO THEIR CLIENTS AND PROSPECTIVE CLIENTS.
Access To This Site
YOU MUST BE EIGHTEEN (18) YEARS OR OLDER TO ACCESS THIS WEBSITE. IF YOU ARE UNDER EIGHTEEN YEARS OF AGE, YOU ARE NOT PERMITTED TO ACCESS THIS WEBSITE FOR ANY REASON. DUE TO THE AGE RESTRICTIONS FOR USE OF THIS WEB SITE, NO INFORMATION OBTAINED BY THIS WEB SITE, FALLS WITHIN THE CHILDREN’S ONLINE PRIVACY PROTECTION ACT (COPPA) AND IS NOT MONITORED AS DOING SO.
This Agreement (“Agreement”) For Company Services and/or Product, is intended to set forth the general terms and conditions pursuant to which our company, (hereinafter referred to as “Company”) agrees to provide Company Services and/or Product, to you (hereinafter referred to as the “Purchaser” or “Client”).
W I T N E S S E T H:
WHEREAS, Company is willing to provide certain products and/or services to Purchaser in exchange for agreed-upon payment.
NOW, THEREFORE, in consideration of the premises and the mutual covenants of this Agreement, the parties hereto agree as follows:
COMPANY SERVICE AND/OR PRODUCT
The Company, provides you the Client, products which may include access to the Membership Website, which contains articles, videos, audio recordings, copies of books, one or more estate planning organizer(s), and related materials for use in your business to send to clients and prospective clients, as well as educational materials, including DVD’s, articles, videos, podcasts, audio recordings, webinars, seminars, and related materials and events (collectively referred to as the “Products”). The Products are based, in part, on permissions from third party companies and programs. You, the Client, understand and agree, that in the event those companies or programs cease operations, withdraw permissions, or change programs, that the Products may no longer function as originally intended, designed or marketed. You further understand and agree that those circumstances are beyond our Company’s control and our Company will not be held responsible. You, the Client, further understand and agree such unforeseen events will not be the basis for any refunds. If you do not agree, do not use Company’s services or products.
LIMITED USE OF PRODUCT
By entering into this Agreement and by accessing some or all of the Products, you, the Client, agree that you will only use the Products for your own individual business and for sending, where appropriate, to the clients and prospective clients that you personally service. You are not permitted to share the Products or any of the materials contained therein, including but not limited to those appearing on the Membership Website, with any other individuals, whether they are affiliated with your same business organization or not, for them to share with their clients and/or prospective clients. Further, your use of the Products that are available on the Membership Website are limited to those months for which you remain as a member. Upon cancelation or termination of your membership, you agree to cease using any and all materials that you obtained from the membership website, including but not limited to those which you downloaded, printed, or saved to your computer, or other storage device. However, you are free to continue to use any books, DVD’s, “courtesy of” stickers, or other materials which were physically mailed to you by us if you purchased our Trial & Heirs: Stop Leaving Money On The Table & Grow Your Business Package (all rights reserved), in your business, provided that you do not copy or reproduce any of such materials.
CLIENT BEARS RISK OF USE
Client understands Company Web site and articles may contain links to third party websites that are not owned or controlled by Company and Company assumes no responsibility for, the content, privacy policies, or practices of any third party Web sites, and Client expressly relieves Company from any and all liability arising from the use of any third-party links and/or Web sites.
Further, Client understands that Company or Company Products, may display third party links, in RSS feeds or otherwise. These third-party links may contain links to other Services (“Linked Services”). The Linked Services are not under the control of Company and Company is not responsible for the contents of the Linked Services, including, without limitation, links contained on Linked Services, or any changes or updates to Linked Services. Company is providing Linked Services to you only as a convenience, or displayed in RSS feeds, or otherwise, and the inclusion of such Linked Services is not an endorsement by Company in favor of any company offering Internet services, products or services on the Linked Services.
Company website(s), Company Products, articles and RSS feed content and articles may contain links to third party websites, that are not owned or controlled by Company and Company assumes no responsibility for, the content, privacy policies, or practices of any
third party websites, and Client expressly relieves Company from any and all liability arising from the use of any third-party website.
INTELLECTUAL PROPERTY RIGHTS
The Parties acknowledge and agree that (i) each party’s Marks are and shall remain the sole property of that party; (ii) nothing in the Agreement shall convey to either party any right of ownership in the other party’s Marks; (iii) neither party shall now or in the future contest the validity of the other party’s Marks; and (iv) neither party shall in any manner take any action that would impair the value of, or goodwill associated with, such Marks. The Parties acknowledge and agree that all use of the other party’s Marks by a party shall inure to the benefit of the party whose Marks are being used.
To the extent that the Client accesses any materials on the Membership Website for use in the Client’s business, as permitted by this Agreement, the Company grants the Client a limited license to use such materials only in accordance with this Agreement. The Client has no right to, and agrees that he/she will not, claim ownership, rights or authorship of any materials furnished to Client by Company, and that all such materials will remain the sole and exclusive property of Company (and/or third parties with whom Company has previously agreed to furnish such materials to). This limited license to use the materials may not be transferred, sold or provided to any other individuals, but is for the sole and exclusive use of members of the Company’s Membership Website.
The following termination rights are in addition to the termination rights that may be provided elsewhere in this Agreement:
Company Right to Terminate. Company shall have the right to terminate this Agreement at any time upon written notice to Purchaser for any reason.
Purchaser may terminate the monthly membership, including access to the Membership Website, effective upon 30 days written notice, or by following the cancellation provisions specified on the Membership Website. Upon the effective date of such termination, the Purchaser agrees to refrain from using any and all materials received from or through the Membership Website, including but not limited to those downloaded, saved or printed from the Membership Website before the effective date of termination.
Nothing contained on the Membership Website or in any other Company Products should be relied on as legal advice by Purchaser, Purchaser’s clients and/or prospective clients. The information contained therein does not create an attorney/client relationship. The information is intended for general information purposes only. Laws vary state by state. Anyone seeking legal advice for a specific situation should consult a qualified attorney or similar qualified professional in the appropriate state.
Other Provisions that govern your use of Company services are set forth in online notices appearing in connection with certain information, products, software, services, or features of Company (collectively the “Additional Terms”), all of which are incorporated by reference herein. Your use of any information, products, software, cervices, or features of Company that are subject to Additional Terms constitutes your acceptance of the respective Additional Terms.
DISCLAIMERS, LIMITATIONS AND RESERVATIONS
EXCEPT AS SET FORTH IN THIS AGREEMENT, COMPANY SPECIFICALLY DISCLAIMS ALL WARRANTIES PROVIDED THEREUNDER, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. IN PARTICULAR, AND NOT BY WAY OF LIMITATION, THE COMPANY SPECIFICALLY DISCLAIMS ANY REPRESENTATION OR WARRANTY REGARDING (A) THE AMOUNT OF SALES REVENUE THAT PURCHASER MAY GENERATE WITH COMPANY SERVICES AND/OR PRODUCTS, AND (B) AS WELL AS ANY ECONOMIC OR OTHER BENEFIT THAT THE PURCHASER MIGHT OBTAIN THROUGH THEIR PARTICIPATION IN THIS AGREEMENT.
IN NO EVENT SHALL COMPANY BE LIABLE TO THE PURCHASER FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF DATA, LOSS OF BUSINESS OR OTHER LOSS ARISING OUT OR RESULTING FROM THE AGREEMENT, EVEN IF EITHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING SHALL APPLY REGARDLESS OF THE NEGLIGENCE OR OTHER FAULT OF COMPANY AND REGARDLESS OF WHETHER SUCH LIABILITY SOUNDS IN CONTRACT, NEGLIGENCE, TORT OR ANY OTHER THEORY OF LIABILITY. NOTWITHSTANDING THE FOREGOING, IN NO EVENT SHALL COMPANY BE LIABLE TO THE PURCHASER FOR ANY AMOUNT IN EXCESS OF THE CUMULATIVE AMOUNT ACTUALLY PAID TO THE COMPANY BY PURCHASER.
ONCE COMPANY COMPLETES ITS SERVICES AND/OR DELIVERS THE COMPANY PRODUCT, PURCHASER EXPRESSLY UNDERSTANDS AND AGREES THAT COMPANY HAS NO OBLIGATION TO CONTINUE COMPANY SERVICES, MAKE IMPROVEMENTS OR PROVIDE SUPPORT IN ANY MANNER.
LIMITATION OF LIABILITY
THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORD, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. YOU SPECIFICALLY ACKNOWLEDGE THAT COMPANY IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU. NEITHER COMPANY NOR ANY OF ITS PARTNERS, AGENTS, EXECUTIVES, DIRECTORS, EMPLOYEES OR AFFILIATES SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES WHATSOEVER ARISING OUT OF USE OF THIS SERVICE OR PRODUCT OR INABILITY TO GAIN ACCESS TO OR USE THIS SERVICE OR PRODUCT OR OUT OF ANY BREACH OF ANY WARRANTY. YOU HEREBY ACKNOWLEDGE THAT THE PROVISIONS OF THIS SECTION SHALL APPLY TO ALL PRODUCTS AND CONTENT ON COMPANY PRODUCT AND/OR WEBSITES.
COMPANY’S SOLE OBLIGATION OR LIABILITY UNDER THIS AGREEMENT IS THE DELIVERY OF A FUNCTIONAL PRODUCT AT THE TIME OF PURCHASE OR DELIVERY. IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF DATA, OR LOSS OF PROFITS OR LOST SAVINGS, ARISING OUT OF USE OF OR INABILITY TO USE THE PRODUCT OR DOCUMENTATION, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY. IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY DAMAGES.
RELATIONSHIP OF PARTIES
The relationship between Company and Purchaser under this Agreement is that of providing products and/or services by Company to Purchaser and neither shall be, nor represent itself to be, the joint venture, franchiser, franchisee, partner, broker, employee, servant, agent, or representative of the other for any purpose whatsoever. No party is granted any right or authority to assume or create any obligation or responsibility, express or implied, on behalf of, or in the name of, another party or to bind another in any matter or thing whatsoever.
Neither party will be liable for, or will be considered to be in breach of or default under this Agreement on account of, any delay or failure to perform as required by this Agreement as a result of any causes or conditions that are beyond such Party’s reasonable control and that such Party is unable to overcome through the exercise of commercially reasonable diligence. If any force majeure event occurs, the affected Party will give prompt written notice to the other Party and will use commercially reasonable efforts to minimize the impact of the event.
DUTIES AND OBLIGATIONS
In its performance of this Agreement, each Party will comply with all applicable laws, regulations, orders and other requirements, now or hereafter in effect, of governmental authorities having jurisdiction. Except as expressly provided herein, each Party will be responsible for all costs and expenses incurred by it in connection with the execution and performance of this Agreement.
NOTICE AND PAYMENT
1. Any notice required to be given under this Agreement shall be in writing and delivered personally to the other designated party at the stated address on the website order or mailed by certified, registered or Express mail, return receipt requested or by Federal Express.
2. Either party may change the address to which notice or payment is to be sent by written notice to the other under any provision of this paragraph.
This Agreement shall be governed in accordance with the laws of the State of Michigan. All disputes under this Agreement shall be resolved by litigation in the courts of Oakland County, Michigan, U.S.A. including the federal courts therein and the Parties all consent to the jurisdiction of such courts, agree to accept service of process by mail, and hereby waive any jurisdictional or venue defenses otherwise available to it. In the event of any litigation between the parties, the prevailing party shall be entitled to reasonable attorney fees and costs incurred in the proceeding.
The Client agrees that improper use of the materials, contrary to the terms of this Agreement, would constitute irreparable harm on the Company which may not able to be adequately remedied by monetary damages. The Client agrees that in such event, the Company would be entitled to injunctive relief, including but not limited to the issuance of a preliminary and/or permanent injunction. Nothing contained herein shall limit the Company from pursuing any and all remedies available under the law or in equity.
The Client agrees that if it violates any provisions of this Agreement regarding use of the materials, Products, and/or information/materials on the Membership Website, including but not limited to disseminating or permitting the dissemination of such materials or Products to anyone other than the Client’s personal clients or prospective clients, then the Client shall pay liquidated damages to the Company in the amount of $1,000.00 per violation per recipient of the wrongfully-disseminated information. Client agrees to this liquidated damage provisions because the damages that Company would suffer by virtue of any violation of this provision would be difficult to ascertain with any degree of certainty because of a number of factors that would determine how much profit Company would have earned if not for the violation. The parties agree that this is not provided as a penalty but as a reasonable estimate of damages that the Company would suffer in the event of breach by Client.
AGREEMENT BINDING ON SUCCESSORS
The provisions of the Agreement shall be binding upon and shall inure to the benefit of the Parties hereto, their heirs, administrators, successors and assigns.
Company may freely assign this Agreement or the rights and obligations hereunder to any third-party without notice or approval of the Client. However, Client may not assign or transfer any rights hereunder with the prior, express and written approval of Company.
SUCCESSORS AND ASSIGNS
This Agreement shall be binding upon the Parties’ heirs, executors, administrators or other legal representatives and is for the benefit of the Parties’, their successors and assigns (where permitted).
No waiver by either party of any default shall be deemed as a waiver of prior or subsequent default of the same of other provisions of this Agreement.
If any term, clause or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other term, clause or provision and such invalid term, clause or provision shall be deemed to be severed from the Agreement.
This Agreement constitutes the entire understanding of the Parties, and revokes and supersedes all prior agreements between the Parties and is intended as a final expression of their Agreement. It shall not be modified or amended except in writing signed by the Parties hereto and specifically referring to this Agreement. This Agreement shall take precedence over any other documents which may conflict with this Agreement.