Terms Of Service
Schedule A To Service Agreement
- Description of Parties and Services
1.1 Web Simple (herein referred to as Company), is an Internet service providing Company that offers various services including web design, graphic design, and search engine submission, search engine optimization (SEO) for websites, marketing consulting, multimedia services, web promotion, and publishing, ad creation, and other services. Client (herein referred to as Client) is subject to the terms and conditions of this agreement as initiated by any purchase made for any service offered by the Company. The Company provides its service to the Client subject to the following Terms of Service (“TOS”), which may be updated by us from time to time without notice to the Client.
1.2 In order to use the services Client must obtain access to the Internet. Web Simple does not provide Internet access to the Client.
- Client Obligations
2.1 Client is obligated to provide accurate information regarding their billing and account details. If the Client provides any information that is untrue, inaccurate, unlawful, or incomplete, or if the Company has reason to suspect that said information is untrue, inaccurate, unlawful, or incomplete, services and/or contracts may be suspended or terminated with or without prior notice to the Client. All remaining contractual financial obligations will come due immediately upon service cancellation.
2.2 In the event that financial information that the Client has disclosed is found to be inaccurate or payment remains due for a period of over 10 days past the initial point of purchase services will be immediately terminated and fees will remain due. The Company will use all legal means necessary to collect the resulting debt. Client’s account will then accumulate a rate of 12% interest compounded per diem.
2.3 Client understands that all information, data, text, software, audio, photographs, graphics, video, and all other materials (for purposes of schedule, referred herein as to “Content”), whether publicly posted or privately transmitted are the sole responsibility of the Client from which such content originated unless Company is hired to create such content. Client understands that by using online marketing services, Client may be exposed to content that is unsuitable or offensive, objectionable, and under no circumstances will the Company be liable in any way for any content including but not limited to, for any errors or omissions in any content or for any loss or damage of any kind incurred as a result of any content posted no matter how the content is transmitted via the online marketing services.
2.4 The Company reserves the right to change the terms of service agreement at any time without prior notice to the Client to which current terms of service would be enforceable on all current contracts. Current terms of service agreement(s) can be found on the Company web site for viewing, printing, or downloading. It is the sole responsibility of the Client to obtain said information and to check the TOS (terms of service) web page for updates on a regular basis.
2.5 The Client acknowledges that due to the nature of labored services as an intangible commodity, the Company offers services on a non-refundable basis. All sales and point of purchase debts are final. Assets created by Web Simple are provided at a discounted rate because their value is factored into a long term relationship with the client. Therefore, all assets will remain the property of Web Simple (Eliyahna Creative, LLC) until such time as client payments have accumulated to a value that is equal to a minimum of $32 per hour for all hours spent on creating, installing, and/or integrating every product and service provided.
Initialized web design, prior to approval, shall not exceed 40 hours for any Web Simple website.
Additional changes to website will be counted as “additional changes” after website design approval has been submitted either verbally or via written statement.
2.6 The Company reserves the right to reject any content, web site, key phrase, or point of purchase contract. Any material breach of this TOS agreement by the Client shall result in a forfeiture of services and the collection of the entire remaining amount of the contract. The Company reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, services (or any part thereof) with or without notice. The Client agrees that The Company shall not be liable to the Client or to any third party for any modification, suspension or discontinuance of the Service. The Client agrees that The Company may, under certain circumstances and without prior notice, immediately terminate the Client’s account, any associated email address, and access to the Service. Cause for such termination shall include, but not be limited to, (a) breaches or violations of the TOS or other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) a request by the Client (self-initiated account deletions), (d) discontinuance or material modification to the Service (or any part thereof), (e) unexpected technical or security issues or problems, (f) extended periods of inactivity, (g) engagement by the Client in fraudulent or illegal activities, and/or (h) nonpayment of any fees owed by the Client in connection with the Services. Further, Client agrees that all terminations for cause shall be made in The Company’s sole discretion and that The Company shall not be liable to the Client or any third party for any termination of Client’s account, any associated email address, or access to the Service.
2.7 Client acknowledges that payment for all products and services are 100% due upon point of purchase in US dollars, or a currency of our choosing and is non-refundable.
2.8 In addition to all other restrictions under this agreement and the acceptable use policy, Client agrees to not use Company products and/or services to:
- a) Forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the online marketing services that the Company provides.
- b) Upload, post, email, or otherwise transmit any content that Client does not have the rights to transmit under any law or under contractual or fiduciary relationships.
2.9 Company is not liable for communication breakdown such as loss of Internet, web restrictions, server damage, technical difficulties, tampering, loss of contact between Company and Client, or any unforeseen acts of G-d.
2.10 Client agrees and acknowledges that initial contact given at point of purchase agreement is Client spokesman on behalf of Client purchases and is liable for Client purchases.
2.11 Client agrees and acknowledges that upon agreement to Terms of Service on original point of purchase account and contract, all other charges accumulated by Client will be enforceable via the original terms of service and purchase agreement. The Client therefore acknowledges that the Company has the right to use the signature from the point of purchase to approve all current and future purchases on Client’s behalf.
2.12 Changes and alterations to Client web sites; In order to keep Client web site rankings in top positions or to develop, create, and build links Company must have full FTP access to the Client’s web site server.
2.13 Client acknowledges the Company makes no guarantees.
2.14 SEO Links. Client authorizes Company to develop appropriate reciprocal links with other web sites.
2.15 Web Simple web design. Client understands and agrees that unlimited website design is limited to three mockups in completion, containing: a home page, and two subpages. Web design includes structure for content, Company is not responsible for content creation such as text, articles, blog pieces, photos, product photos, and videos unless Client purchases such services in addition to web design services.
2.16 Content Creation and Development. Client acknowledges and agrees that content creation is limited to contractual packages offered.
Subdomain hosting is not included with the Web Simple program, but can be added as an additional site at the current program rate.
All transactions must be completed on site. Websites on the Web Simple hosted server(s) may not forward transactional processing to any other site or host apart from the payment processor (ie, Paypal or Stripe).
Outside developers are not permitted to add or alter code on any Web Simple hosted site apart from blog Contributors. Damages caused by sharing administrative site or server access to outside parties will be covered by the client, not Web Simple developers or service providers.
2.17 If the Client at the end of the service provided for the chosen package requires additional services, he/she will have the option to sign up for additional packages and agrees to pay for additional services rendered plus any other setup fees which are incurred.
3.1 Due to the nature of online marketing, web design, and web promotion, the Company does not offer any refunds on products or services. At any time, Client may cancel services, however, the Client shall remain liable to the entire contract amount whether services were used or not, prematurely terminated contracts or services, plus any legal or collection fees accrued.
3.3 Time constraints. Unless otherwise specified in writing by the Company, all point of purchase contracts will be considered completed upon notification via email or support ticket by Company. Any additional work will be considered out of scope of the initial point of purchase contract and will require payment as requested prior to publication.
3.4 Set-up fees. All setup fees that are incurred by services rendered are non-refundable.
3.5 Suspension and/or termination. If Client breaches any of the terms within this agreement including but not limited to the terms of this schedule, the acceptable use policy, or any other written policies implemented by the Company, the Company may at its sole and exclusive discretion suspend or terminate the Client’s services immediately without notice leaving all remaining fees and contract payments due upon termination. In addition, service fees may continue to accrue throughout the length of the contract(s).
3.6 The Company is never responsible for sales of the Client’s products or services or for traffic to Client’s website(s).
3.7 On charges made after the initial point of purchase, the Client authorizes the Company to charge the Client’s credit card for all debt that is due the Client’s account without a signature. The client agrees that questions regarding all charges appearing on any credit card statement must be brought to the attention of the Company within 3 business days of the point of purchase, otherwise, the Client acknowledges the charge regardless of any outside agreement the Client may have with the credit provider. The client agrees to waive the right to file chargebacks or disputed claims. All chargebacks or disputed claims will terminate all services and result in bringing all debts under the contract due in full along with all court costs, attorney fees, and collection costs.
3.8 Any court proceedings must take place in Dover; DE and the client is responsible to travel to attend required proceedings.
3.9 DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
- CLIENT’S USE OF THE SERVICE IS AT CLIENT’S SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE COMPANY AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
- THE COMPANY AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET THE CLIENT’S REQUIREMENTS; (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY THE CLIENT THROUGH THE SERVICE WILL MEET CLIENT EXPECTATIONS; AND (v) ANY ERRORS IN THE SERVICE WILL BE CORRECTED.
- ANY MATERIAL OBTAINED WILL BE SOLELY THE CLIENT’S RESPONSIBILITY IN THE CASE OF ANY DAMAGE TO THE CLIENT’S COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
- NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY THE CLIENT FROM THE COMPANY OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
- A SMALL PERCENTAGE OF USERS MAY EXPERIENCE EPILEPTIC SEIZURES WHEN EXPOSED TO CERTAIN LIGHT PATTERNS OR BACKGROUNDS ON A COMPUTER SCREEN OR WHILE USING THE SERVICE. CERTAIN CONDITIONS MAY INDUCE PREVIOUSLY UNDETECTED EPILEPTIC SYMPTOMS EVEN IN USERS WHO HAVE NO HISTORY OF PRIOR SEIZURES OR EPILEPSY. IF THE CLIENT, OR ANYONE IN THE CLIENT’S FAMILY, HAS AN EPILEPTIC CONDITION, CONSULT YOUR PHYSICIAN PRIOR TO USING THE SERVICE. IMMEDIATELY DISCONTINUE USE OF THE SERVICE AND CONSULT YOUR PHYSICIAN IF YOU EXPERIENCE ANY OF THE FOLLOWING SYMPTOMS WHILE USING THE SERVICE: DIZZINESS, ALTERED VISION, EYE OR MUSCLE TWITCHES, LOSS OF AWARENESS, DISORIENTATION, ANY INVOLUNTARY MOVEMENT, OR CONVULSIONS.
LIMITATION OF LIABILITY
CLIENT EXPRESSLY UNDERSTANDS AND AGREES THAT THE COMPANY AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF CLIENT’S TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.
EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF THIS SECTION MAY NOT APPLY.
- Client Account Security
5.1 Client will receive a password and account designation upon completing the Service’s registration process. Client is responsible for maintaining the confidentiality of the password and account and is fully responsible for all activities that occur under your password or account. Client agrees to (a) immediately notify The Company of any unauthorized use of the password or account or any other breach of security, and (b) Client must be sure to exit from Client’s account at the end of each session with all diligence. The Company cannot and will not be liable for any loss or damage arising from Client’s failure to comply with this Section 5.
6.1 Client agrees to indemnify and hold The Company and its subsidiaries, affiliates, officers, agents, employees, partners and licensors harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of Content the Client submits, posts, transmits or otherwise makes available through the Service, Client’s use of the Service, connection to the Service, violation of the TOS, or violation of any rights of another.
7 No resale of products or services
7.1 Client agrees not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of the Service (including your Web Simple.com ID), use of the Service, or access to the Service.
- No Third-Party Beneficiaries
8.1 Client agrees that, except as otherwise expressly provided in this TOS, there shall be no third-party beneficiaries to this agreement.
9 Trademark Information
9.1 Web Simple name, The Web Simple logo, trademarks and service marks and other The Company logos and product and service names are trademarks of The Company Inc. (the “The Company Marks”). Without The Company’s prior permission, Client agrees not to display or use in any manner the WebSimple.biz Marks.
10 General Information
10.1 Entire Agreement. The TOS constitutes the entire agreement between the Client and The Company and governs the Client’s use of the Service, superseding any prior agreements between the Client and The Company with respect to the Service. Client may also be subject to additional terms and conditions that may apply during use or purchase of certain other Company services, affiliate services, third-party content or third-party services.
10.2 Choice of Law and Forum. The TOS and the relationship between the Client and The Company shall be governed by the laws of the State of Delaware without regard to its conflict of law provisions. The Client and The Company agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Kent, Delaware.
10.3 Waiver and Severability of Terms. The failure of The Company to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect.
10.4 Right of Survivorship and Transferability. Client agrees that the Client’s account is transferable and any rights to the Company ID and services provided by the Company or contents within Client’s account are transferable or can be terminated upon death or loss of corporate charter. Upon receipt of the copy of a death certificate, the Client’s account may be terminated, and all contents therein permanently deleted.
10.5 Statute of Limitations. Client agrees that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred.
10.4 The section titles in the TOS are for convenience only and have no legal or contractual effect.