Terms of Service
Last Updated on August 08, 2019
IMPORTANT – PLEASE CAREFULLY READ AND UNDERSTAND THESE TERMS AND CONDITIONS OF SERVICE & SALE BEFORE ACCESSING, USING, OR SUBSCRIBING OR PLACING AN ORDER OVER HTTPS://WWW.FORTHELOVEOFMEDIA.COM AND/OR HTTPS://WWW.SOCIALMEDIAMARKETING-PRO.CLICK . THESE TERMS CONTAIN DISCLAIMERS OF WARRANTIES AND LIMITATIONS OF LIABILITIES (see Sections 10, 14, and 15). THESE TERMS FORM AN ESSENTIAL BASIS OF OUR AGREEMENT. PLEASE PRINT AND RETAIN A COPY OF THIS AGREEMENT FOR YOUR RECORDS.
The use of services by Social Media Marketing Pro (hereafter “Company”), which is owned and maintained by Social Media Marketing Pro, LLC (“Social Media Marketing Pro,” “we,” “our,” “us”), is governed by the terms and conditions set forth below. We offer the services, conditioned upon your acceptance of all terms and conditions stated here. By accessing, using, subscribing, or placing an order over the Website, you and your business agree to the terms set forth herein. If you do not agree to these terms and conditions in their entirety, you are not authorized to use our services in any manner or form whatsoever.
THIS AGREEMENT CONTAINS ARBITRATION AND CLASS ACTION WAIVER PROVISIONS THAT WAIVE YOUR RIGHT TO A COURT HEARING, RIGHT TO A JURY TRIAL, AND RIGHT TO PARTICIPATE IN A CLASS ACTION. ARBITRATION IS MANDATORY AND IS THE EXCLUSIVE REMEDY FOR ANY AND ALL DISPUTES UNLESS SPECIFIED BELOW IN SECTION 18.
Social Media Marketing Pro reserves the right to update and change, from time to time, these Terms and all documents incorporated by reference by posting updates and/or changes to our Website. It is your responsibility to check this page periodically for changes. You can find the most recent version of these Terms at Use of the Services after such changes constitutes acceptance of such changes. Any new features or tools which are added to the current Website shall also be subject to the Terms.
Table of Contents
Terms of Service
User Conduct and Terms
Information You Provide
Order Placement and Acceptance
Refunds for Services
TRIAL OFFER, AUTOMATIC ENROLLMENT AND PAYMENT, AND CANCELLATION
SUBSCRIPTION TERMS AND AUTOMATIC PAYMENT
Products, Services, and Prices Available on the Website
DISCLAIMER - YOUR BUSINESS’ INDIVIDUAL RESULTS WILL VARY
Your Responsibilities in Running Your Business
Use of Service
Testimonials, Reviews, and Pictures/Videos
DISCLAIMERS OF OTHER WARRANTIES
LIMITATIONS OF LIABILITIES
DISPUTE RESOLUTION BY MANDATORY BINDING ARBITRATION AND CLASS ACTION WAIVER
Social Media Marketing Pro’ Additional Remedies
Notice and Takedown Procedures; Copyright Agent
Governing Law and Venue
Changes to the Agreement
Your Additional Representations and Warranties
SECTION 1 – TERMS OF SERVICE
This Service is intended for businesses operated by adults. If you use the our Services, you are affirming that you are at least 18 years old or the legal age of majority in your state or province of residence (whichever is greater), operate a business, have the legal capacity to enter into a binding contract with us, and have read this Agreement and understand and agree to its terms.
SECTION 2 – USER CONDUCT AND TERMS
All aspects of our Company are protected by U.S. and international copyright, trademark, and other intellectual property laws, including all content, information, design elements, text material, logos, taglines, metatags, hashtags, photographic images, testimonials, personal stories, icons, video and audio clips, and downloads. No material on the Website may be copied, reproduced, distributed, republished, uploaded, displayed, posted, or transmitted in any way whatsoever. The Social Media Marketing Pro trademark and logo are proprietary marks of Social Media Marketing Pro, and the use of those marks is strictly prohibited. Nothing herein gives you the right to use, copy, register as a domain name, reproduce, or otherwise display any logo, tagline, trademark, trade name, copyrighted material, patent, trade dress, trade secret, or confidential information owned by Social Media Marketing Pro.
Subject to your continued strict compliance with all Terms, Social Media Marketing Pro provides to you a revocable, limited, non-exclusive, non-sublicensable Use of our Service. You acknowledge and agree that you do not acquire any ownership rights in any material protected by intellectual property laws.
You agree not to use or attempt to use the services by ‘Social Media Marketing Pro, LLC’, whether alone, or in conjunction with other software or hardware, in any unlawful manner or a manner harmful to Social Media Marketing Pro, LLC. You further agree not to commit any harmful or unlawful act or attempt to commit any harmful or unlawful act on or through the use of our services or through use of any software or hardware including, but not limited to, refraining from:
HARMFUL ACTS. Any dishonest or unethical business practice; any violation of the law; infliction of harm to Social Media Marketing Pro’s reputation; hacking and other digital or physical attacks on the Website; and the violation of the rights of Social Media Marketing Pro’s or any third party;
“SPAMMING” AND UNSOLICITED COMMUNICATIONS. We have zero tolerance for spam and unsolicited communications. Any communications sent or authorized by you reasonably deemed “spamming,” or any other unsolicited solicitations (including without limitation postings on social media or third party blogs) will be deemed a material threat to Social Media Marketing Pro’s reputation and to the rights of third parties. It is your obligation, exclusively, to ensure that all business communications comply with state and local anti-spamming or analogous laws.
OFFENSIVE COMMUNICATIONS. Any communication sent, posted, or authorized by you, including without limitation postings on any website operated by you, or social media or blog, which are: sexually explicit, obscene, vulgar, or pornographic; offensive, profane, hateful, threatening, harmful, defamatory, libelous, harassing, or discriminatory; graphically violent; or solicitous of unlawful behavior.
ILLEGAL BUSINESS ACTIVITY. Any promotion of illegal business activity, including without limitation multi-level marketing (except in compliance with the FTC’s Business Guidance Concerning Multi-Level Marketing, see www.ftc.gov/tips-advice/business-center/guidance/business-guidance-concerning-multi-level-marketing), promoting the sale or use of illegal drugs (including but not limited to Marijuana-derived CBD Oil); or infringing or promoting the infringement of the intellectual property rights of another.
These restrictions are in addition to those set forth in Section 14, which also apply to you. You further agree to conduct yourself and all of your businesses in full compliance with all applicable laws, whether through the use of services provided by the company or otherwise.
SECTION 4 – INFORMATION YOU PROVIDE
You may be required to provide sensitive login details. You warrant that the information you provide us is truthful and accurate, and that you are not impersonating another person. You and Social Media Marketing Pro, LLC are responsible for maintaining the confidentiality of any password you may use to access your Online Accounts, and you agree not to transfer your password or user name, or lend or otherwise transfer your use of or access to your user account, to any third party. You are fully responsible for all transactions with, and information conveyed to, Social Media Marketing Pro. You agree to immediately notify Social Media Marketing Pro of any unauthorized use of your password or user name or any other breach of security related to your user account. You agree that Social Media Marketing Pro, LLC is not liable, and you will hold the Company harmless, for any loss or damage arising from your failure to comply with any of the foregoing obligations. Please see Section 20 below for additional information.
SECTION 5 – ORDER PLACEMENT AND ACCEPTANCE
If you order a service, payment must be received by us before your order is accepted. We may require additional information regarding your order if any required information was missing or inaccurate, and may cancel or limit an order any time after it has been placed. You must contact us immediately at email@example.com in order to modify or cancel your pending order. We cannot guarantee that we will be able to amend your order in accordance with your instructions.
All services are subject to availability. We will notify you if any item is not available, the expected availability date, and may offer you an alternative product or service. If the availability of any service is delayed and you do not wish to substitute the product or service, upon your request within 30 day’s of the next bill cycle, we will cancel your subscription and/or use of services, providing no refund for services (See Section 6). We reserve the right to limit the sales of our services to any person, geographic region, or jurisdiction. We may exercise this right on a case-by-case basis at our sole and exclusive discretion.
Your purchase order of services is conditioned on you re-affirming your acceptance of this Agreement.
All advertised prices are in, and all payments shall be in, U.S. Dollars.
SECTION 6 – REFUNDS FOR SERVICES
If you have purchased a product from Social Media Marketing Pro, LLC, you may receive a limited refund if you comply with the following conditions:
1. You must request a refund in writing by contacting firstname.lastname@example.org;
2. Your request for a refund must be made in thirty (30) days advance of your next bill cycle;
3. If provided product, You must return the hard goods to Social Media Marketing Pro immediately, according to the shipping and other instructions you will receive by email after requesting a refund;
4. The hard goods must be returned to the company in like-new, or re-sellable condition, as determined in ‘Social Media Marketing Pro, LLC’ sole, reasonable discretion.
5. All Sales on Services are final. We do not provide refunds for services provided after acknowledgment and start date of signed agreement.
SECTION 7 - AUTOMATIC ENROLLMENT AND PAYMENT, AND CANCELLATION
If you do not want to continue your subscription or services, you must contact us within 30 days of the next billing period by submitting a cancellation request to us via our support email address email@example.com, or calling our direct line at 716-404-9760. If you do not contact us at least 30 days before your next billing period, your subscription will automatically continue and the payment card that you provided at the time of enrollment online will be charged the full monthly Service Fee rate provided at the time of enrollment each month until you cancel. Social Media Marketing Pro can change the monthly membership subscription rate at any time. If the membership subscription rate changes after you subscribe, we will notify you by e-mail and give you an opportunity to cancel.
SECTION 8 – SUBSCRIPTION TERMS AND AUTOMATIC PAYMENT
You are responsible for paying all sums due to Social Media Marketing Pro in connection with the monthly service Fee, Onetime Fee, and/or Subscription Fee in accordance with these Terms. The first fee payable in accordance with these Terms is due when the user account is set up and payment of the monthly fee is a condition of access. Every calendar month your account will be charged the service fee plus applicable tax for the following month’s service, together with any other fees for the following month’s service plus any accumulated charges for the past period (collectively, “Fees”). Failure by the the client to use any of the services available through the service provided by Social Media Marketing Pro, LLC does not relieve the Client of their payment obligations under these Terms.
Potential users can pay by credit card, or debit card. Payment details shall be collected by us through our secure financial data collection mechanism. You acknowledge and agree that we hold data relating to the transaction, including the last four digits and the expiration date of the card used to purchase the products or services together with details on when payment is due. You further acknowledge and agree that payments are due on a recurring basis in accordance with the payment terms for the specific service purchased (unless the subscription is cancelled in accordance with these Terms) and therefore authorize the automatic payment collection terms applicable to that specific service (e.g., on a monthly basis and for a specific amount).
IF YOU ARE A CLIENT WITH A MONTHLY SERVICE SUBSCRIPTION AND YOU HAVE PROVIDED US WITH A VALID CREDIT OR DEBIT CARD NUMBER OR AN ALTERNATE PAYMENT METHOD, EACH PAYMENT WILL BE AUTOMATICALLY PROCESSED AT THE TIME OF YOUR DESIGNATED PAYMENT DATE (MONTHLY) AND WILL BE BILLED TO THE PAYMENT METHOD YOU PROVIDED TO US AT THE TIME OF YOUR ENROLLMENT. IF YOU WISH TO CANCEL YOUR SERVICES, YOU MAY DO SO BY E-MAILING WITHIN 30 DAYS OF YOUR NEXT BILL CYCLE.
Social Media Marketing Pro, LLC reserves the right to immediately terminate a user’s account and/or service for any unpaid (in whole or part) period of the service subscription (with or without notice). Termination of service in no way relieves or excuses the user from any obligation to pay outstanding charges or expenses. In the event Social Media Marketing Pro starts collection processes of any type, you will be liable for all collection costs, including legal fees and expenses, as provided in Section 20 below.
In addition to any Fees, Social Media Marketing Pro may also charge applicable value added or other tax.
SECTION 9 – SERVICES, AND PRICES AVAILABLE ON THE WEBSITE
Service, and prices are generally posted at the following URL, but are subject to change: https://www.fortheloveofmedia.com. Social Media Marketing Pro reserves the right, without notice, to services products or services or modify specifications and prices on services without incurring any obligation to you. Except as otherwise expressly provided for in these Terms, any price changes to your subscription or purchase of product(s) or services will take effect following email notice to you.
Price changes are effective on the first day of the month after the price change is posted. By accessing, using, subscribing or placing an order over the Website, you authorize Social Media Marketing Pro to charge your account in the amount indicated for the value of the services you select, including any future price changes. If you request a downgrade in services, the downgrade (and corresponding price reduction) will become effective on the first day of the month following your requested downgrade. By your continued use of services, and unless you terminate your subscription as provided herein, you agree that Social Media Marketing Pro, LLC may charge your credit card monthly for the Services you have selected, and you consent to any price changes for such services after e-mail notice has been provided to you.
Social Media Marketing Pro takes reasonable steps in an effort to insure that the prices set forth on the Website are correct, and to accurately describe and display the items available on the Website. If the correct price of our product is higher than its stated price, we will, at our discretion, either contact you for instructions or cancel your order and notify you of such cancellation.
When ordering products or services, please note that Social Media Marketing Pro does not warrant that service descriptions are accurate, complete, current, or error-free, or expectations may not be met compared to the actual service provided. All sales are deemed final except as provided in Section 6 of these Terms. The Company’s descriptions of, or references to, or services not owned by Social Media Marketing Pro are not intended to imply endorsement of that product or service, or constitute a warranty by Social Media Marketing Pro.
SECTION 10 – DISCLAIMER - YOUR BUSINESS’ INDIVIDUAL RESULTS WILL VARY
Every online business is different, employing different strategic approaches and organizational structures, and offering different products and services. Therefore, individual results will vary from user to user. YOUR BUSINESS’ INDIVIDUAL RESULTS WILL VARY DEPENDING UPON A VARIETY OF FACTORS UNIQUE TO YOUR BUSINESS, INCLUDING BUT NOT LIMITED TO YOUR CONTENT, BUSINESS MODEL, AND PRODUCT AND SERVICE OFFERINGS.
Social Media Marketing Pro does not promise, guarantee, or warrant your business’ success, income, or sales. You understand and acknowledge that Social Media Marketing Pro will not at any time provide sales to you or your business. We do not guarantee your business’ success and based upon many market factors that we cannot control our services may not be applicable to your specific business. Further, we do not make earnings claims, efforts claims, return on investment claims, or claims that our services, or other offerings will make your business any specific amount of money, and it is possible that you will not earn your investment back. We do not sell a business opportunity, “get rich quick” program, guaranteed system, franchise system, or a business in a box. You should not purchase our services if that is your expectation. Instead, you should purchase with the understanding that using our services will take time and effort and may be applicable in some situations but not others. Also, we do not offer any tax, accounting, financial, or legal advice. You should consult your business’ accountant, attorney, or financial adviser for advice on these topics.
SECTION 11 – YOUR RESPONSIBILITIES IN RUNNING YOUR BUSINESS
You agree that you and your business will only use our services for lawful purposes and that you shall not use such services, whether alone or in connection with other software, hardware, or services, for any unlawful or harmful purpose. You are solely and exclusively responsible for complying with any and all applicable laws and regulations in running your business, including, but not limited to, all laws governing advertising and marketing claims, subscriptions, refunds, premium offers, tax laws, and all additional laws applicable to your business. Social Media Marketing Pro shall have no liability for your violation of any laws. You are solely and exclusively responsible for collecting and reporting any and all sales and use tax, and any other taxes, which may apply to sales of products or services by your business including, but not limited to, taxes which may apply to voluntary donations provided by your customers. Social Media Marketing Pro shall not be responsible to collect or report any taxes which may apply to your business or sales of products or services by your business. You agree to indemnify Social Media Marketing Pro as set out in Section 18 below in the event that you and/or your business violates any law and a claim is threatened or asserted against Social Media Marketing Pro as a result.
SECTION 12 – Use of Services
COMPLIANCE WITH LAWS. As a Client and otherwise including without limitation as a Social Media Marketing Pro user, you must comply with all laws, both U.S. and foreign, including, but not limited to, laws prohibiting deceptive and misleading advertising and marketing, e-mail marketing laws (including the federal CAN-SPAM Act (15 U.S.C. § 7701)), telemarketing laws (including the federal Telephone Consumer Protection Act (47 U.S.C. § 227) and the Federal Trade Commission’s Telemarketing Sales Rule (16 C.F.R. § 310)), laws governing testimonials (including the Federal Trade Commission’s Revised Endorsements and Testimonials Guides (16 CFR Part 255)), and/or any similar laws, laws relating to intellectual property, privacy, security, terrorism, corruption, child protection, or import/export laws. You shall be solely responsible for ensuring their compliance with all applicable laws, rules, regulations, and court orders of any kind of any jurisdiction applicable to you and your business, and any recipient to whom you send digital messages using our products or services. You have the responsibility to be aware of, understand, and comply with all applicable laws and ensure that you and all users of your account comply with such applicable laws at all times.
If you use any messaging software, including but not limited to messaging software now existing or which may in the future be created, or any other messaging system or other software or hardware provided by you or a third-party, you agree that you will follow all applicable laws with respect to sending messages, including without limitation the federal Telephone Consumer Protection Act. You further agree to indemnify and defend Social Media Marketing Pro from any claims, damages, losses, and lawsuits of any kind or nature that may be made or brought against Social Media Marketing Pro relating in any way to your violation of law or third-party rights by use or misuse of any services provided by Social Media Marketing Pro. You further understand and agree that Social Media Marketing Pro has no control over, and therefore cannot be responsible for, the functionality or failures of any third party software, including without limitation Facebook, Facebook Messenger, and internet browser notifications. Social Media Marketing Pro DOES NOT WARRANT THAT ANY MESSAGING SOFTWARE WILL BE COMPATIBLE WITH ANY THIRD PARTY SOFTWARE. YOU ARE SOLELY AND EXCLUSIVELY RESPONSIBLE FOR YOUR USE OF ANY AND ALL MESSAGING SOFTWARE AND/OR HARDWARE.
COMMITMENT AGAINST HARASSMENT AND INTERFERENCE WITH OTHERS. You must not use our services, whether alone, or in connection with other software or hardware, to: (i) store, distribute, or transmit any malware or other material that you know, or have reasonable grounds to believe, is or may be tortuous, libelous, offensive, infringing, harassing, harmful, disruptive, or abusive; or (ii) commit, promote, aid, or abet any behavior, which you know, or have reasonable grounds to believe, is or may be tortuous, libelous, offensive, infringing, harassing, harmful, disruptive, or abusive. Non-limiting examples may include e-mails or other digital messages that promote racism, homophobia, or other hate or offensive speech.
SENSITIVE INFORMATION. You will not import, or incorporate into, any contact lists or other content you upload to any website, software, or other electronic service hosted, provided by or connected to Social Media Marketing Pro, any of the following information: social security numbers, national insurance numbers, credit card data, passwords, security credentials, bank account numbers, or sensitive personal, health or financial information of any kind.
In addition to the foregoing, Social Media Marketing Pro requires you to follow these best practices when sending electronic communications:
Use only permission-based marketing electronic communications lists (i.e., lists in which each recipient affirmatively opted-in to receiving those electronic communications).
Always include a working “unsubscribe” mechanism in each marketing electronic communication that allows the recipient to opt out from your mailing list (receipt/transactional messages that are exempt from “unsubscribe” requirements of applicable law are exempt from this requirement).
Comply with all requests from recipients to be removed from your mailing list within the earlier of ten (10) days of receipt of the request, or the deadline under applicable law.
Include in each electronic communication your valid physical mailing address or a link to that information.
Do not send electronic communications to addresses obtained from purchased or rented lists.
Do not use third party electronic addresses, domain names, or mail servers without proper permission from the third party.
Do not routinely send electronic communications to non-specific addresses (e.g., or firstname.lastname@example.org).
Do not engage in spamming.
Do not disguise the origin, or subject matter of, any electronic communications or falsify or manipulate the originating message address, subject line, header, or transmission path information for any electronic communication.
Do not send offers to obtain or attempt to obtain personal information, or generate leads, for third parties.
Do not send “chain letters,” “pyramid schemes,” or other types of electronic messages that encourage the recipient to forward the content to strangers.
Do not send to lists of addresses that are programmatically generated or scraped from the Internet.
Do not employ sending practices, or have overall message delivery rates, which may cause harm to our services or other users of our services.
Do not send messages that may be considered junk mail. Some examples of these types of messages include, but are not limited to, messaging related to penny stocks, gambling, multi-level marketing (except in compliance with the FTC’s Business Guidance Concerning Multi-Level Marketing, see www.ftc.gov/tips-advice/business-center/guidance/business-guidance-concerning-multi-level-marketing),, direct to consumer pharmaceutical sales, and payday loans.
Clients not employees or agents of Social Media Marketing Pro. Clients have no authority to act on behalf of or bind Social Media Marketing Pro. Clients shall be solely and exclusively responsible for all costs and other expenses incurred. Sections 16 and 18 below – in their entirety (as well as all other terms in this Agreement) – apply to Clients, and further govern the relationship between Social Media Marketing Pro and each Client.
SECTION 13 – TESTIMONIALS, REVIEWS, AND PICTURES/VIDEOS
Social Media Marketing Pro is pleased to hear from users and clients and welcomes your comments regarding our services. Clients may use testimonials and/or product reviews in whole or in part together with the name, city, and state of the person submitting it. Testimonials may be used for any form of activity relating to Social Media Marketing Pro services, in printed and online media, as Social Media Marketing Pro determines in its sole and exclusive discretion. Testimonials represent the unique experience of the participants and customers submitting the testimonial, and do not necessarily reflect the experience that you and your business may have using our services or products. As set forth above in Section 10, your business’ results will vary depending upon a variety of factors unique to your business and market forces beyond Social Media Marketing Pro’ control. Note that testimonials, photographs, and other information that you provide to us will be treated as non-confidential and non-proprietary, and, by providing them, you grant Social Media Marketing Pro a royalty-free, worldwide, perpetual, non-exclusive and irrevocable license to use them.
Additionally, Social Media Marketing Pro reserves the right to correct grammatical and typing errors, to shorten testimonials prior to publication or use, and to review all testimonials prior to publication or use. Social Media Marketing Pro shall be under no obligation to use any, or any part of, any testimonial or product review submitted.
SECTION 14 – DISCLAIMERS OF OTHER WARRANTIES
EXCEPT WHERE OTHERWISE INAPPLICABLE OR PROHIBITED BY LAW:
THE WEBSITE, SERVICES, AND ALL CONTENT ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANT-ABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE MAKE NO, AND EXPRESSLY DISCLAIM ANY AND ALL, REPRESENTATIONS AND WARRANTIES AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY, AND/OR COMPLETENESS OF ANY INFORMATION ON THIS WEBSITE. WE DO NOT REPRESENT OR WARRANT, AND EXPRESSLY DISCLAIM THAT: (A) THE USE OF THE WEBSITE OR ANY SOFTWARE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE, OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE WEBSITE, SOFTWARE, OR SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, SOFTWARE, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS IN THE WEBSITE WILL BE CORRECTED, OR (F) THE WEBSITE OR THE SERVER(S) THAT MAKE THE WEBSITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANT-ABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
SECTION 15 – LIMITATIONS OF LIABILITIES
IN NO EVENT SHALL SOCIAL MEDIA MARKETING PRO’ LIABILITY TO YOU OR YOUR BUSINESS EXCEED THE AMOUNT OF THREE (3) TIMES THE PAYMENTS PAID BY YOU TO SOCIAL MEDIA MARKETING PRO FOR THE MONTH PRECEDING THE DATE IN WHICH THE FACTS GIVING RISE TO A CLAIM AGAINST SOCIAL MEDIA MARKETING PRO OCCURRED OR TWO-THOUSAND DOLLARS ($2,000), WHICHEVER IS GREATER.
SECTION 16 – DISPUTE RESOLUTION BY MANDATORY BINDING ARBITRATION AND CLASS ACTION WAIVER
PLEASE READ THIS ARBITRATION PROVISION CAREFULLY TO UNDERSTAND YOUR AND YOUR BUSINESS’ RIGHTS. EXCEPT WHERE PROHIBITED BY LAW, YOU AND YOUR BUSINESS AGREE THAT ANY CLAIM THAT YOU OR YOUR BUSINESS MAY HAVE IN THE FUTURE MUST BE RESOLVED THROUGH FINAL AND BINDING CONFIDENTIAL ARBITRATION. YOU ACKNOWLEDGE AND AGREE THAT YOU AND YOUR BUSINESS ARE WAIVING THE RIGHT TO A TRIAL BY JURY. THE RIGHTS THAT YOU AND YOUR BUSINESS WOULD HAVE IF YOU WENT TO COURT, SUCH AS DISCOVERY OR THE RIGHT TO APPEAL, MAY BE MORE LIMITED OR MAY NOT EXIST. YOU AGREE THAT YOU AND YOUR BUSINESS MAY ONLY BRING A CLAIM IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF (LEAD OR OTHERWISE) OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU FURTHER AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OR CLAIMS OR OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.
THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. HOWEVER, AN ARBITRATOR CAN AWARD ON AN INDIVIDUAL BASIS THE SAME DAMAGES AND RELIEF AS A COURT (INCLUDING DISJUNCTIVE AND DECLARATORY RELIEF OR STATUTORY DAMAGES), AND MUST FOLLOW THESE TERMS AS A COURT WOULD.
Payment of all filing, administration, and arbitrator fees will be governed by the AAA’s Rules. In all other respects, the parties shall each pay their own additional fees, costs, and expenses, including, but not limited to, those for any attorneys, experts, documents, and witnesses.
The arbitrator shall follow the substantive law of the State of New York without regard to its conflicts of laws principles. Any award rendered shall include a confidential written opinion and shall be final, subject to appeal under the Federal Arbitration Act, 9 U.S.C. §§ 1-16, as amended. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
You and Social Media Marketing Pro agree that disputes will only be arbitrated on an individual basis and shall not be consolidated, on a class wide, representative basis, or with any other arbitration(s) or other proceedings that involve any claim or controversy of any other party. You and Social Media Marketing Pro expressly waive any right to pursue any class or other representative action against each other.
Failure or any delay in enforcing this arbitration provision in connection with any particular claim will not constitute a waiver of any rights to require arbitration at a later time or in connection with any other claims except that all claims must be brought within 1 year after the claim arises (the 1 year period includes the 120-day informal resolution procedures described above).
This arbitration provision sets forth the terms and conditions of our agreement to final and binding confidential arbitration and is governed by and enforceable under the Federal Arbitration Act, 9 U.S.C. §§ 1-16, as amended.
This provision survives termination of your account or relationship with Social Media Marketing Pro, bankruptcy, assignment, or transfer. If the class action waiver is deemed unenforceable (i.e., unenforceable would allow arbitration to proceed as a class or representative action), then this entire arbitration provision shall be rendered null and void and shall not apply. If a portion of this arbitration provision (other than the class action waiver) is deemed unenforceable, the remaining portions of this arbitration provision shall remain in full force and effect.
YOU UNDERSTAND THAT YOU AND YOUR BUSINESS WOULD HAVE HAD A RIGHT TO LITIGATE THROUGH A COURT, TO HAVE A JUDGE OR JURY DECIDE YOUR CASE, AND TO BE PARTY TO A CLASS OR REPRESENTATIVE ACTION. HOWEVER, YOU UNDERSTAND AND AGREE TO HAVE ANY CLAIMS DECIDED INDIVIDUALLY AND ONLY THROUGH BINDING, FINAL, AND CONFIDENTIAL ARBITRATION IN ACCORDANCE WITH THIS ARBITRATION PROVISION.
SECTION 17 – SOCIAL MEDIA MARKETING PRO’ ADDITIONAL REMEDIES
In order to prevent or limit irreparable injury to Social Media Marketing Pro, in the event of any breach or threatened breach by you of the provisions of this Agreement or any infringement or threatened infringement by you of the intellectual property of Social Media Marketing Pro or a third-party, Social Media Marketing Pro shall be entitled to seek a temporary restraining order and preliminary and permanent injunctions or other equitable relief from a court of competent jurisdiction located in Erie County, New York restraining such breach, threatened breach, infringement, or threatened infringement. Nothing in this Agreement shall be construed as prohibiting Social Media Marketing Pro from pursuing in court any other remedies available to it for such breach, threatened breach, infringement, or threatened infringement, including the recovery of monetary damages from you and your business. You and your business hereby irrevocably consent to the exclusive personal jurisdiction of, and exclusive venue in, the courts of Erie County, New York for all such claims, and forever waive any challenge to said courts’ exclusive jurisdiction or venue.
SECTION 18 – INDEMNIFICATION
To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless Social Media Marketing Pro, its directors, officers, employees, shareholders, licencors, independent contractors, subcontractors, suppliers, affiliates, parent companies, subsidiaries, and agents from and against any and all claims, actions, loss, liabilities, damages, expenses, demands, and costs of any kind, including, but not limited to attorneys’ fees and costs of any litigation or other dispute resolution, arising out of, resulting from, or in any way connected with or related to (1) your use, misuse, or attempt to use the Website, software, or services, (2) information you submit or transmit through the Website, (3) your breach of these Terms, the documents they incorporate by reference, the Agreement, or the representations and warranties provided by you in this Agreement, or (4) your violation of any law or the rights of a third-party.
SECTION 19 – NOTICE AND TAKE-DOWN PROCEDURES; COPYRIGHT ACT
If you believe that materials or content available on the Website infringes any copyright you own, you or your agent may send Social Media Marketing Pro a notice requesting that Social Media Marketing Pro remove the materials or content from the Website. If you believe that someone has wrongly filed a notice of copyright infringement against you, you may send Social Media Marketing Pro a counter-notice. Notices and counter-notices should be sent to Social Media Marketing pro, LLC, Attention Legal Department, 26 Sherry Drive, Depew, New York 14043, or by e-mail to email@example.com.
SECTION 20 – THIRD-PARTY LINKS
SECTION 21 – TERMINATION
This Agreement will take effect (or shall re-take effect) at the time you click “ACTIVATE MY ACCOUNT NOW,” “PAY NOW,” “ORDER NOW”, “SUBMIT”, “BUY NOW”, “PURCHASE”, “I ACCEPT”, “I AGREE” or similar links or buttons, otherwise submit information through the Website, respond to a request for information, begin installing, accessing, or using the Website, complete a purchase, select a method of payment, and/or enter in payment method information, whichever is earliest. If, in our sole discretion, you fail, or we suspect that you have failed, to comply with any term or provision of the Agreement or violated any law, whether in connection with your use of services provided by Social Media Marketing Pro or otherwise, we may terminate the Agreement or suspend your access to services at any time without notice to you. Sections 10 through 18, and 22 through 30 of this Agreement, as well as any representations, warranties, and other obligations made or undertaken by you, shall survive the termination of this Agreement and/or your account or relationship with Social Media Marketing Pro.
Upon termination, you remain responsible for any outstanding payments to Social Media Marketing Pro.
SECTION 22 – NO WAIVER
No failure or delay on the part of Social Media Marketing Pro in exercising any right, power or remedy under this Agreement may operate as a waiver, nor may any single or partial exercise of any such right, power, or remedy preclude any other or further exercise of such right, power, or remedy, or the exercise of any other rights, power, or remedy under this Agreement. A waiver of any right or obligation under this Agreement shall only be effective if in writing and signed by Social Media Marketing Pro.
SECTION 23 – GOVERNING LAW AND VENUE
SECTION 24 – FORCE MATURE
Social Media Marketing Pro will not be responsible to you for any delay, damage, or failure caused or occasioned by any act of nature or other causes beyond our reasonable control.
SECTION 25 – ASSIGNMENT
Social Media Marketing Pro may assign its rights under this Agreement at any time, without notice to you. Your rights arising under this Agreement cannot be assigned without Social Media Marketing Pro’ (or its assigns’) express written consent.
SECTION 26 – ELECTRONIC SIGNATURE
All information communicated on the Internet, Online, is considered an electronic communication. When you communicate with Social Media Marketing Pro through or on the Website or via other forms of electronic media, such as e-mail, you are communicating with the company electronically. You agree that we may communicate electronically with you and that such communications, as well as notices, disclosures, agreements, and other communications that we provide to you electronically, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by the party sending the communication.
SECTION 27 – CHANGES TO THE AGREEMENT
SECTION 28 – YOUR ADDITIONAL REPRESENTATIONS AND WARRANTIES
You hereby further represent and warrant: (1) that you are at least eighteen (18) years of age, or the legal age of majority in your jurisdiction, whichever is greater; (2) that you own, operate, and/or have the right to bind the business for which you are using the Website; (3) have read this Agreement and thoroughly understand and agree to the terms contained in this Agreement; and (4) that you will not re-sell, re-distribute, or export any product or service that you order from Social Media Marketing Pro. You further represent that Social Media Marketing Pro has the right to rely upon all information provided to Social Media Marketing Pro by you, and Social Media Marketing Pro may contact you and your business by email, telephone, or postal mail for any purpose, including but not limited to (i) follow-up calls, (ii) satisfaction surveys, and (iii) inquiries about any orders you placed, or considered placing, on or through the Website, email, text, phone or alternative ways of communication.
You further represent and warrant that there are no prior or pending government investigations or inquiries of, or prosecutions against you, or any business related to you, by the Federal Trade Commission, any other federal or state governmental agency, or any industry regulatory authority, anywhere in the world, nor any prior or pending private lawsuits against you. If at any time during the life of the Agreement you, or any business related to You, becomes the subject of a government investigation, inquiry, or prosecution by the Federal Trade Commission, any other federal or state governmental agency, or any industry regulatory authority anywhere in the world, or the subject of any lawsuit, you will notify Social Media Marketing Pro of the same within 24 hours. Social Media Marketing Pro, at its sole discretion, may terminate the Agreement based on any investigation, proceeding, or lawsuit identified pursuant to this paragraph or otherwise discovered by Social Media Marketing Pro without incurring any obligation or liability to you.
SECTION 29 – SEVER ABILITY
If any provision of this Agreement is found by the arbitrator or (if proper) a court of competent jurisdiction to be invalid or unenforceable, the remaining provisions shall not be affected thereby and shall continue in full force and effect and such provision may be modified or severed from this Agreement to the extent necessary to make such provision enforceable and consistent with the remainder of the Agreement.
SECTION 30 – ENTIRE AGREEMENT
These Terms, the Agreement, and any policies or operating rules posted by us on the Website or in respect to the Website constitutes the entire agreement and understanding between you and your business and Social Media Marketing Pro and governs your access to and use of the services, Website and your ordering, purchasing, and use and/or attempted use of any service, and supersedes and replaces any prior or contemporaneous agreements, representations, communications, and proposals, whether oral or written, between you and Social Media Marketing Pro. We may also, in the future, offer new services and/or features through the Website. Such new features and/or services shall also be subject to these Terms, the Agreement, and any policies or operating rules posted by us on the Website. Any ambiguities in the interpretation of these Terms or the Agreement shall not be construed against the drafting party.
SECTION 31 – CONTACTING US
We encourage our customers to contact us with questions or comments about our products and services, or inquire about concerns of any of the Terms. Please feel free to do so by sending an e-mail to , by regular mail at 26 Sherry Drive, Depew, New York 14043.
For additional inquiries, please feel free to send an email to the relevant address listed below.
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Social Media Marketing Pro, LLC
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