Endlessrise (hereinafter “Firm”) is an outsourcing company providing online marketing services.
The Reseller referred to as “Client”, will be receiving the services and making payment to Firm.
For the purposes of these Terms of Service (hereinafter “Terms”) “you” and “your” shall mean an individual or a legal entity that is eligible to be bound by these Terms.
2. Legal Agreement
Endlessrise provides its services to users subject to these Terms. Please read these Terms carefully. By completing the registration process on the Website or partner website and/or subscribing to one of the service plans offered therein, you are stating that you are eligible for a client account.
By accepting these Terms or by using the Service, you acknowledge that you have read, understand and agree to be bound by these Terms. If you disagree with any part of these Terms, you should leave the Firm Website and discontinue using the Firm immediately.
If you are using the Firm on behalf of any entity, you represent and warrant that you are authorized to accept these Terms on such entity’s behalf, and that such entity agrees to indemnify you and Endlessrise for violations of these Terms.
It is therefore important that you review these Terms each time you make a purchase in the Service to understand the right to modify these Terms from time to time without prior notice. Such modifications shall be effective upon posting them on the Endlessrise website located at http://www.endlessrise.com. You agree to be bound to any changes of these Terms when you use the Firm after any such modifications and the terms and conditions that apply to your use of the Service.
3. Agreement Definitions
- Access means the connection to and use of the ERI Dashboard for Members via an Internet web browser in accordance with the terms and conditions of this Agreement.
- Content means the information, photographs, illustrations, audio and visual information, animations, flash files, data files, documents, software, applications, developer tools, code snippets, products and services contained or made available to Member(s) in the course of Access to the Dashboard
- Member(s) means person(s) who register a Dashboard Account and purchase Offerings.
- Member Account means the account established by Member for Access to the Dashboard, including the authorization of User(s) to Access the Member Account and the Dashboard.
- Member Data or User Data means any data, information or material provided or submitted by Member and Users authorized by Member to the Dashboard in the course of entering into transactions for the Offerings in the Dashboard, including User names and passwords and personally identifiable information about Member(s) and User(s).
- Effective Date means the date this Agreement is accepted by Member opting in to become a registered member of the ERI Dashboard after this Agreement reference is displayed on the home page.
- ERI means collectively Endlessrise Inc, a Philippines Corporation, with its principal place of business at: Chatham Office, 28th, 31st, 32nd Floors, 116 Valero Cor. V.A Rufino St. Salcedo Village, Makati City Manila 1227 Philippines
- ERI Dashboard means ERI’s license to use proprietary technology (including software, hardware, products, processes, algorithms, user interfaces, know-how, techniques, designs and other tangible or intangible technical material or information) made available to Member by ERI in providing Access to the Dashboard.
- Intellectual Property Rights means unpatented inventions, patent applications, patents, design rights, copyrights, trademarks, service marks, trade names, domain name rights, mask work rights, know-how and other trade secret rights, and all other forms of intellectual property rights, any derivatives thereof, and all forms of protection of a similar nature anywhere in the world.
- Offerings means products or services offered by ERI or others through Dashboard.
- User(s) means Member, Member’s employees, representatives, consultants, contractors, agents or affiliates who are authorized to Access the Dashboard and have been supplied User identifications and passwords by Member (or by ERI at Member’s request).
- You or Your refers to the Member that has registered a Member Account to Access the Dashboard that is a Party to this Agreement
To start using the Firm you need to register on the Firm Website/or Partner website providing your legal company name, business address, responsible legal person, email address, and password. The provided email address and password are used to create your Firm account and let you sign in to the Firm’s e-dasher.com website.
You agree to provide accurate and current information about yourself/company as may be prompted by the registration form on the Firm Website, maintain the security of your password and accept all risks of unauthorized access to your password. You agree that you shall be solely responsible to Endlessrise for all activities that occur under your account as well as all users within your company/account.
5. Grant of Right to Use
Subject to these Terms Endlessrise grants to you a limited, revocable, non-exclusive right to use the Firms services. The scope of permitted proposals, reports, keyword research, search engines, etc. is entirely determined by Firm. You may use the Firm’s Pro Membership during the subscription period, provided you have paid and continue to pay the subscription fees, if applicable.
We hereby acknowledge, without limitation of the above said, your right and ownership to the data contained in the Firm work provided to Client. During the subscription period Endlessrise shall grant to you the right to:
- reproduce, copy, modify, adapt, translate and otherwise create derivative works of the Service reports,
- transmit and/or publish the Service reports,
- remove or place your own logos or brands on the Service reports, if applicable
The granted right shall terminate immediately when you fail to comply with these Terms.
6. ERI Promise to our Members and Your Rights
- ERI grants to Member a non-exclusive, non-transferable, worldwide right to access the Dashboard solely for purposes of transacting business in the Dashboard, including the right to authorize Users to Access the Dashboard, subject to and in compliance with the terms and conditions of this Agreement.
- This grant does not include any rights to any Content displayed in the Dashboard, or any right of resale or syndication to Access to the Dashboard.
7. Member Account
- ERI will provide Access to the Dashboard to Member and Users authorized by Member that are registered in a Member Account in accordance with the terms and conditions of this Agreement.
- Member will establish a Member Account to register Member and to authorize Users identified by Member to have Access to the Dashboard. Member will provide true, accurate, current and complete information in establishing the Member Account, and will maintain and promptly update the Member Account information to keep it true, accurate, current and complete.
- Subject to technical requirements established by ERI in its sole discretion, Member and Users authorized by Member will select User names and passwords for Access to the Dashboard; Member and ERI will maintain the confidentiality of such User names and passwords at all times and not disclose such User names and passwords to any unauthorized person without the prior written consent of Member. Member may not select any User name that violates the trademarks, copyrights, publicity rights, or other proprietary rights of any third party and warrants that such User names are unique to Member or Users authorized by Member.
- Member authorizes ERI to accept use of the User names and passwords selected by Member and Users authorized by Member as conclusive evidence of authorized Access to the Dashboard by that Member or Users authorized by Member.
- With respect to any Member Account, ERI reserves the rights, in its sole discretion, to: Review and reset User names and passwords as may be required by law or technical requirements; and Terminate a Member Account at any time.
- ERI does not acquire any rights to any Member Data in any Member Account.
- ERI does not claim ownership of the Content that Member uploads, publishes, posts, disseminates, transmits, or in general submits to the Dashboard, and to Member’s Subscription and Account.
8. Member Obligations and Rules of Content
- Member must maintain the currency and accuracy of all information provided in the Member Account registration.
- Member is responsible for all activity by Member and Users authorized to use the Member Account, including compliance with all applicable laws, treaties and regulations in connection with Access to the Dashboard. As such, Member understands that Content, whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that Member, and not ERI, are entirely responsible for all Content under Member’s Account that is uploaded, posted or otherwise transmitted via by ERI for the purpose of Member’s or Members Client’s Online Marketing.
- Member and any User(s) authorized by Member may not do any of the following (without limitation):
- Impersonate any other ERI Member or User authorized by any other Member, or provide false identity information to Access the Dashboard, or the Member Account of any other Member;
- Upload, post, transmit, disseminate or otherwise transfer any Content that is unlawful, harmful, indecent, threatening, abusive, harassing, infringing, tortuous, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable. This includes Content that may infer sexual content or provide links to adult content elsewhere. This is also true for Content that promotes any illegal activity or content that may be damaging to our servers or any other server on the Internet, or provide links to such Content;
- Upload, post, transmit or otherwise transfer Content that contains software or other material protected by intellectual property laws (or by rights of privacy or confidentiality such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements) unless authorized to do so;
- Upload or otherwise transfer or store files that contain viruses, worms, Trojan horses or other form of software or computer code, files, scripts, agents, programs or corrupted files that may damage or inhibit the operation of another computer;
- Monitor the availability, performance or functionality of the Dashboard, or perform any other analysis for any other benchmarking or competitive purposes;
- Delete any author attributions, legal notices, or proprietary designations or labels in any file that is uploaded;
- Falsify the origin or source of software or other material contained in a file that is uploaded, forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Dashboard or develop restricted or password-only access pages, or hidden pages or images (those not linked to from another accessible page);
- Download, other than page caching, any portion of the Dashboard;
- License, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party in any manner any Access to the Dashboard or the Content;
- Modify or make derivative works based upon the Dashboard;
- Create Internet links to the Dashboard or frame or mirror any Content on any other server or wireless or Internet-based device; or
- Reverse engineer Access to the Dashboard for any reason;
- Interfere with or disrupt the integrity or performance of the Dashboard or servers or networks connected to the Dashboard, or disobey any requirements, procedures, policies or regulations of networks connected to the Dashboard;
- Attempt to gain unauthorized access to the Dashboard or its related systems or networks;
- Download or copy any account information for the benefit of another Member or licensor; or
- Use any data mining, robots, or similar data gathering and extraction tools, and collect or store personal data about others;
- Use CGI script sharing with domains not hosted by ERI. Any CGI-scripts deemed to be adversely affecting server performance or network integrity will be shut down without prior notice;
- Upload or post any credit card account data or otherwise transmit any insecure credit card account data;
- Violation of any of these prohibitions is grounds for immediate termination of a Member Account.
9. Terms of Payment, Credits, and Refunds
The Firm’s services are provided to registered clients based on a selected services paid from the client to the Firm. When clients engage the Firm to provide services, they agree to pay all applicable fees, including one-time or recurring fees incurred in connection with the services of the Firm at the prices effective at the time a service is bought.
All services and subscriptions are billed in the Billing section of the Firm Website where a registered Client provides personal and Paypal/credit card details. All transactions are processed via Paypal, providing you with the highest level of security. Endlessrise shall bill the Client through Paypal in accordance with the following policies:
- The billing period shall be 1 month, 3 months or 6 months and shall be selected by the client upon subscribing to their Pro Membership.
- When users upgrade from a free client to “PRO”, an invoice shall be issued using Paypal or will be directed to the Paypal website to initiate payment, and their account shall be charged automatically upon upgrading and every following 1-month, 3-month or 6-month billing period to renew their subscription to a current paid Pro Membership for a subsequent billing period.
- Any cancellations must be performed on the Paypal website. See instructions here: www.tinyurl.com/cancelpromembership
- If there are insufficient funds on the Paypal account and/or on a user’s credit card to renew a subscription to the current Pro Membership for another billing period Endlessrise shall establish a grace period of 14 (fourteen) days to give its clients time to provide sufficient funds on their Paypal account or credit card.
- The Pro Membership has a no refund policy. You can cancel your subscription at any time however we do not prorate a refund if you cancel mid-way through your payment period.
- If you planned to cancel your subscription through Paypal and forgot to, we do not issue refunds because you forgot to cancel when you wanted to.
ALL MARKETING SERVICES PROVIDED BY FIRM:
- All fees are due up front and then the work will follow. The work will be outlined on the proposal. For monthly campaigns the service fee is due at the beginning of the monthly cycle and the work will be complete as outline by one month from the initial invoice date. For example, if a campaign is launched on the 15th of month 1, then the work will be completed by the following 15th of month 2, as well as the work report. To summarize, payment is required up front, and the monthly work will be completed by the end of the monthly cycle.
- If The Client wishes to end services and they are on a month to month service agreement, then the client simply has to submit in writing the request to cancel. If work has already been started on the service, a refund/credit will not be issued.
- If The Client wishes to end services and they are on a quarterly service agreement, then the client simply has to submit in writing the request to cancel. If work has already been started on the service, a refund/credit will not be issued. If the cancellation is received during the quarterly campaign, a credit will be issued to the account provided that work has not been performed on the remaining months. Any discount pricing will be come void and the charges will revert to the higher Month to Month service fees. Any remaining funds will be issued as a credit on the clients account to be used for future services of the Firm.
- Unless stated otherwise in writing, all service fees and charges are nonrefundable. This applies to all paid services.
- Unless stated otherwise in writing, any cancellations where service is not performed will be issued a credit to the clients account. ENDLESSRISE DOES NOT PROVIDE REFUNDS. This applies to all paid services.
- All credits must be used within 90 days of issuance.
WEB DESIGN SERVICES PROVIDED BY FIRM
- Client will be required to pay in full prior to work starting, in the case where other payment terms are established all remaining balances are due upon completion of the web design service. The work will be outlined on the proposal. If the Client requires additional web design work outside the scope of the proposal, Client will be responsible for these charges upon completion. Firm will not proceed with any work that would exceed the original estimated total without approval from the Client.
- The Client may cancel/end web design services at any time by submitting a ticket through e-dasher or notifying Firm by email. Client will be responsible for all work completed prior to cancellation. If at the time of cancellation, work has been completed beyond the 50% deposit, the client agrees to pay invoice for the work performed beyond initial payment.
- In the event of web design services cancellation, the Firm retains all ownership of all copyrights and any original design/artwork/content contained in the web design project.
- The Firm reserves the right to refuse service and cancel a website project if necessary, in which case, the balance of the initial payment will be returned to Client after all applicable fees have been deducted for work completed. The Firm may cancel project for any reason deemed necessary, including but not limited to Client not providing necessary information, text and graphics in a timely fashion to the Firm.
- The Firm is not responsible for the website after its completion.
- Unless stated otherwise in writing, all service fees and charges are nonrefundable. This applies to all paid services.
- Unless stated otherwise in writing, any cancellations where service is not performed will be issued a credit to the clients account. ENDLESSRISE DOES NOT PROVIDE REFUNDS. This applies to all paid services.
NON-PAYMENT AND “ON HOLD” TERMS
When monthly service fees are not paid by the invoice due date, the campaign goes on hold. Once a campaign reaches 15 days plus outstanding on the most recent invoice, all tickets/tasks will be locked. Once a campaign reaches 90 days plus outstanding all reports, tickets, and tasks will be deleted unless a $50.00 a month fee is paid for retaining the current work reports, ranking reports (if applicable), and custom analytics reports. This means The Client will lose all history to any ranking reports, custom analytics reports, and potentially to work reports. To reactivate a campaign that has gone 30 days or more outstanding on the most recent invoice, or has been placed on hold by the Client, or postponed to the next cycle, Firm will charge a re-activation fee of $100.00.
PAYMENT METHODS AND CURRENCY
All payments are processed through Paypal/Credit card in US DOLLARS.
PPC SERVICES AND FEES
- If the Client is availing of a Pay Per Click marketing campaign in Google, Yahoo, Bing or Facebook the Client is responsible for all spend and fees associated with PPC ads by providing payment directly to the pay per click account.
PRO MEMBERSHIP MARKETING MATERIALS (Additional Terms for Pro Membership)
- Member will be given access to marketing materials and granted a single license to use such marketing materials ONLY for the company whom they registered with as a Member in Dashboard. These marketing materials can ONLY be used by Member for Member Company Brand as documented on Member Dashboard Profile. Marketing materials from Dashboard, as provided to Member in the Pro Membership cannot be sold or given away to other Members or Marketing Companies
SEO SERVICES PROVIDED BY FIRM (Additional Terms for SEO Services)
CHANGE OF KEYWORD FEES Fees are applicable if Client is engaged in a Search Engine Optimization (SEO) campaign the following applies: If keywords need to be changed before the end of the initial duration stated on the proposal a $25 charge per keyword will be incurred for on page optimization and processing labor.
FIXING OF UNFORESEEN WEBSITE ERRORS AND ISSUES During month 1 of on page optimization, it is possible that the Firm will encounter unforeseen errors and issues within the website.If the Firm requires these errors or issues to be fixed, this will come at an additional charge to the Client.
- ADDITIONAL WEBSITE CONTENT FEE If the initial proposal does not include a charge for website content writing, during month 1 the on page team will analyze the website to determine if the target URLs require additional content or not. Sometimes new pages are required to be created or additional content will be required on an existing page. To quote this on the initial proposal would take too much time and analysis. Therefore please be advised that website content creation is typically not included in the initial proposal. The Client may purchase the required website content from The Firm or The Client will need to create content in a timely manner consistent with instructions given by the Firm.
- MISSING LINE ITEMS OR SERVICES The Firm reserves the right to fix any missing line items within thirty days of notification by a Client. The Client must notify the Firm by opening a ticket through the E-Dasher system. Any other communication is not accepted.
RESELLER SERVICES PROVIDED BY FIRM (Additional Terms for Reseller Services)
RESELLER SERVICES PROVIDED BY THE FIRM shall follow all of the normal client guidelines for the respective services. Reseller Services may include Marketing Materials, VIP Website, SEO Marketing Services, or Social Media Marketing services.
VIP WEBSITE purchased or sold to a reseller are subject to the following terms:
- Website is delivered with pre written content. This content is not unique and it is up to the reseller to change the content.
- ERI agrees to host the VIP WEBSITE for one year free of charge. ERI does not guarantee uptime and under no circumstances is liable for any downtime or loss of business as a result.
- ERI does not transfer any rights beyond the use of the VIP website.
- ERI privacy and security policies may be viewed here and ERI reserves the right to modify its privacy and security policies in its sole discretion from time to time.
- ERI (and its licensors, as applicable) owns all right, title and interest, including all related Intellectual Property Rights, in and to the ERI Dashboard, and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by Member or any other person relating to the Dashboard.
- This Agreement is not a sale and does not convey to Member any rights of ownership in or related to the Dashboard, the ERI Dashboard, and or the Intellectual Property Rights owned by ERI.
- The ERI name, the ERI logo, and the product names associated with the Dashboard are trademarks of ERI or third parties, and no right or license is granted to use them.
- Member acknowledges that the Dashboard contains Content that may be protected by copyright, trademark, or other proprietary rights of ERI or other third parties. Member may not use any ERI logo or other proprietary graphic or trademark without express written permission.
- Each Party represents and warrants that it has the legal power and authority to enter into this Agreement.
- ERI represents and warrants that it will provide the Dashboard in a manner consistent with generally applicable industry standards and that the Dashboard will perform substantially in accordance with the ERI Technical Support documentation under normal use and circumstances.
- Member represents and warrants as follows:
- The information provided by Member in the Member Account registration is true, accurate, and complete, to the best of Member’s actual knowledge;
- Member has not falsely or deceptively identified itself or any User authorized by Member;
- Member is of sufficient legal age to use Access the Dashboard and to create binding legal obligations for any liability that Member may incur as a result of the use of the Dashboard;
- Member will be financially responsible for all acts by Member and Users authorized by Member in using Access to the Dashboard including without limitation, the acts of any minors living with or employed by Member.
- Member has permission and rights to use any Content, information or files that are copyrighted by a third party. Member represents and warrants to ERI that all such permissions have been obtained, and evidence of all necessary permissions may be requested by ERI.
10. Third Party Interactions
Access to the Dashboard may involve communications and transactions with third parties. All such communications and transactions may be subject to additional and different terms and conditions. Member’s correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Dashboard, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that ERI shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Service.
11. Privacy and Security
Use of Services and Exclusivity: All Services, including, without limitation, all reports, summaries, information or recommendations prepared or issued by the Firm containing data specific to the Client Website, are for the exclusive use of Client in connection with the Website. No other use is authorized under the Agreements. All reports, summaries, information or recommendations prepared or issued by the Firm hereunder shall become part of both parties’ Confidential Information. Each party agrees to protect Confidential Information from any unauthorized use or distribution, including, without limitation, unauthorized use or distribution of the Firm’s materials or the Firm’s reports, summaries or recommendations, by such party to competitors of either party, or to non-employees of either party.
Confidential Information: The parties agree that during the course of the Agreement/s, each party may have access to or be exposed to (such party hereinafter referred to as “Receiving Party”), directly and indirectly, confidential or proprietary information of the other party (“Disclosing Party”), including, without limitation, Firm materials, computer software, user information, data, knowledge, marketing plans, products, services, and costs, projections, and other financial information in oral, graphic, written, electronic, or machine readable form (collectively, the “Confidential Information”). Confidential Information shall not include information that the Receiving Party can demonstrate.
(i) to have been rightfully in the possession of the Receiving Party from a source other than the Disclosing Party prior to the time of disclosure of said information to the Receiving Party hereunder (“Time of Receipt”),
(ii) to have been in the public domain prior to the Time of Receipt,
(iii) to have become part of the public domain after the Time of Receipt by publication or by any other means except an unauthorized act or omission or breach of the Agreement/s on the part of the Receiving Party, its employees, or agents, or
(iv) to have been supplied to the Receiving Party after the Time of Receipt without restriction by a third party who is under no obligation to the Disclosing Party to maintain such information in confidence.
Endlessrise shall never share your information related to your projects with third parties without your prior written consent, except for the purpose of performing Endlessrise’s obligations under these Terms or if required by law, regulation, or court order. If so forced, we agree to give you as much notice as is reasonably practicable prior to disclosing such information.
13. Intellectual Property Ownership
14. Representations and Warranties
TO THE EXTENT PERMITTED UNDER APPLICABLE LAWS, ENDLESSRISE AND ITS AFFILIATES, MEMBERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ANY WARRANTY AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. ENDLESSRISE AND ITS AFFILIATES, MEMBERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS DO NOT GUARANTEE AND DO NOT PROMISE (A) ANY SPECIFIC RESULTS FROM THE USE OF THE SERVICES; (B) THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; (C) THAT THE SERVICES WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (D) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE. ENDLESSRISE AND ITS AFFILIATES, MEMBERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS DO NOT ASSUME ANY OBLIGATION TO MONITOR ACTIVITIES ON THE SERVICE
16. Limitation on liability
TO THE EXTENT PERMITTED UNDER APPLICABLE LAWS, ENDLESSRISE AND ITS AFFILIATES, MEMBERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU, OR ANY THIRD PARTY, FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, ATTORNEY FEES, ANY LOST PROFITS, BUSINESS INTERRUPTION AND LOSS OF PROGRAMS OR OTHER DATA ON YOUR INFORMATION HANDLING SYSTEM) ARISING FROM YOUR USE SERVICES, EVEN IF ENDLESSRISE AND ITS AFFILIATES, MEMBERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ACKNOWLEDGE THAT THE ECONOMIC TERMS OF OUR AGREEMENT REFLECT THE FOREGOING ALLOCATION OF RISK AND SUCH ALLOCATION OF RISK IS A SIGNIFICANT INDUCEMENT FOR ENDLESSRISE TO PROVIDE THE SERVICE. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, ENDLESSRISE AND ITS AFFILIATES, MEMBERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS’ AGGREGATE LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO FIVE HUNDRED US DOLLARS ($500). YOU ACKNOWLEDGE THAT IF NO FEES ARE PAID TO ENDLESSRISE AND ITS AFFILIATES, MEMBERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS FOR THE SERVICES, YOU SHALL BE LIMITED TO INJUNCTIVE RELIEF ONLY, UNLESS OTHERWISE PERMITTED BY LAW, AND YOU SHALL NOT BE ENTITLED TO DAMAGES OF ANY KIND FROM ENDLESSRISE AND ITS AFFILIATES, MEMBERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS, REGARDLESS OF THE CAUSE OF ACTION.
Client acknowledges the following with respect to services:
The Firm has no control over the policies of search engines with respect to the type of websites and/or content they accept now or in the future. The Client’s website may be excluded from any directory at any time at the sole discretion of the search engine or directory.
Due to the competitiveness of some keywords/phrases, ongoing changes in search engine ranking algorithms and other competitive factors, The Firm does not guarantee #1 positions or consistent top 10 positions for any particular keyword, phrase or search term.
Due to the unpredictable nature of search engines, the Firm is not responsible for any loss of revenue due to the ranking or placement or the lack of such for the client’s website within the search engines.
The Firm is not responsible for changes made to the Web site by other parties that adversely affect the search engine rankings of the Client’s Web site.
The Firm is not responsible for other parties overwriting SEO work on Client’s site (e.g. Client’s webmaster making changes and uploading over work already provided). The Client will be charged an additional fee for re-constructing Meta Tags, or other undesirable overwrites made by another party.
Client guarantees any elements of text, graphics, photos, designs, trademarks, or other artwork provided to the Firm for inclusion on the website or marketing materials, are owned by Client, or that the Client has received permission from the rightful owner(s) to use each of the elements. The Client will hold harmless, protect, and defend the Firm from any liability or suit arising from the use of such elements.
Some search engines, directories, and article/press release publication sites may take as long as 3 to 6 months, and in some cases longer, after submission to list the website or publish the submitted content. Occasionally, search engines and publication sites will stop accepting submissions for an indefinite period of time. The Client understands that although work will be done to publish content, and submit their business into online directories, publication of content and successful directory submissions are not guaranteed.
Links that have been built to the Clients website are not guaranteed to last forever. The lifetime or duration of a link built to the Client’s website is dependent on the webmaster of the corresponding webpage containing the back-link and the search engines decision to index the page containing the back-link. The Firm will make its best effort to build links that will last longer, as opposed to shorter. When links built to the client’s website are documented on the work report, the Firm does not hold liability or responsibility for links that are no longer active or for broken links.
Certain factors can take a website offline or tell the search engines to not index a particular website or webpage. If a website goes offline or is de-indexed by the searched engines because of malware, a virus, robots txt, or another misc reason, the Firm does not hold liability for this.
Not all components of the marketing campaign are reportable. The Client agrees not to hold The Firm liable for such line items in which no work report is provided.
In the event that The Client has “sub clients” and is rendering The Firm’s services to their sub client under a white label, The Firm is not to be held liable for damages caused in the event that the white label is broken and the identity of The Firm is revealed to the sub client, unless it can be proven that the white label was broken intentionally through malicious behavior by The Firm. Every effort is made to protect the White Label and The Firm will not be held liable through contract or tort for unintentionally breaking the white label.
The Firm’s obligation to perform Services shall be excused without liability when prevented by strike, act of God, governmental action, accident, act of war, act of terrorism or any other similar condition that is beyond The Firm’s reasonable control. Client’s obligation to pay any fees shall continue except during any suspension due to Firm’s inability to perform under the Terms and Conditions.
The Firm’s obligation to perform Services hereunder shall be excused without liability when The Client does not perform in accordance with The Client’s obligations under the Agreement/s. The Firm agrees to resume performance of Services as soon as practicable following cessation of such condition.
The Firm makes no representations or warranties, whether written, oral, express or implied, with respect to the services, including, without limitation, all reports, summaries, information or recommendations prepared or issued, or additional services, if any, or with respect to any other matter hereunder. Each party hereby expressly disclaims any and all implied warranties.
- Limitations of liability and damages. In no event shall The Firm be held liable, whether in contract or in tort, for any lost profits, lost savings, lost data, lost or damaged software, or any other special, indirect, consequential, incidental, or punitive damages arising out of the agreement/s, regardless of whether such party had notice of the possibility of any such loss or damage.
The Service users may terminate these Terms at any time by sending a notice to Endlessrise.
Endlessrise may terminate these Terms if Endlessrise finds that a Client has repeatedly violated these Terms. The termination shall be effective immediately or as may be specified in the notice.
Upon notification of termination by either party, Client must cease using the Firm’s service.
In the event of any termination a user shall not be entitled to any refunds of any subscription fees, any other fees, or any outstanding balance for services rendered through the date of termination.
18. Fraud and Chargeback Policy
The Firm does not tolerate credit card and online fraud, and all fraud, without exception, will be prosecuted to the full extent of the law. In the event of fraud, we will pursue civil legal action seeking to recover any loss of income related to the fraud, including business, legal fees, research costs, employee downtime and loss of revenue.
As a competing business in a large market The Firm cannot afford to have credit card fraud and frivolous reversals. Therefore the Firm adopts strong legal measures to protect their online business and help the online community, including credit card processors, banks and other institutions to combat repeat offenders.
Please note, even if the Client files a chargeback due to “services not rendered” or “services not as advertised” and the credit card company issues Client the chargeback, this does not mean that the The Client did not take illegal actions. Even credit card companies encourage merchants to take additional legal actions on chargebacks unjustly issued to the client. As long as work has been done by the end of the stated deadline, any charge back successfully issued is illegal and will be combated. The Firm will pursue civil legal action seeking any loss of income related to the fraud, including business, legal fees, research costs, employee downtime and loss of revenues.
INVESTIGATIVE FEE If the Client does not take advantage of our cancellation policy or arbitration process and unilaterally places a charge reversal request (chargeback) with the credit card company or any third parties including PayPal, on purpose or by mistake, for any service order placed, and that has already been partially completed, there will be a $150.00 research fee charged to The Client’s account to cover investigative expenses to prove that the The Client did make the purchase and we did fulfill the order or are in the process of fulfilling the service order. By entering into this contract the Client agrees to pay this fee in addition to being liable for the service cost.
POST-DISPUTE COLLECTION AND REPORTING POLICY The Firm considers illegitimate credit card charge-backs to be fraud if the Client made no reasonable effort to notify the Firm that a problem existed, or to resolve or clarify a situation or matter. In the event that the Client wins the charge back with the credit card company or PayPal and the Firm believes a fraudulent dispute has not been resolved fairly through the financial intermediaries that partake in the transaction, the Firm will exercise their right to recover the fraudulently disputed charges plus additional costs via a third-party collection Firm and The Client’s account will be reported to all credit bureaus as a delinquent collection account. The Firm considers charge reversal attempts to be frivolous/unwarranted/fraud if one of the items below is true:
The Client made no reasonable effort to work with The Firm to resolve any problems with the service
The Client did not follow the arbitration procedure outlined in this contract
The Client has not taken advantage of our cancellation policy and seek to reverse the transaction and obtain a refund outside of the agreed terms of service
- The Client chargeback claim is under the category “services not as advertised” or “services not rendered” even though we have provided work reports or are in the process or fulfilling the monthly services within the stated deadline.
A simple phone call, email or letter normally resolves any misunderstandings.
FRAUDULENT CHARGEBACK STEPS TAKEN BY THE FIRM – “Chargeback” occurs when the Client disputes a credit card charge. A fraudulent chargeback occurs when the Client attempts to dispute a charge for services that they have actually purchased. Attempting to dispute a valid credit card charge is fraudulent and is illegal. The Firm does not tolerate chargeback fraud, and we follow the following procedure when it takes place:
If The Client attempts to dispute or deny a valid charge, we will first contact The Client directly, because most disputed charges occur as a result of the customer not recognizing the Firm’s charge on their statement. The Client will have 10 calendar days to reverse their dispute upon receipt of mail or our e-mail.
The Client’s account will be turned over to a collection Firm, which will initiate collection activities as well as report their account as delinquent to all of the major credit bureaus.
- If The Client still do not resolve the situation by either reversing the dispute or reimbursing the Firm for the amount disputed plus the bank fees, the Firm will file a civil lawsuit against The Client for the amount disputed, for bank fees related to the chargeback, for additional damages for the harm the The Client chargeback causes to the Firm’s merchant credit record, and for punitive damages as the courts do not take credit card fraud lightly.
19. Earnings Disclosure
While we make every effort to ensure that we accurately represent all the products and services on this website and their potential reseller services, it should be noted that suggested retail pricing does not guarantee earnings and/or income to the Client. As with any business, your results may vary, and will be based on your individual capacity, business experience, expertise, and level of desire. There are no guarantees concerning the level of success you may experience. The testimonials and examples used are not intended to represent or guarantee that anyone will achieve the same or similar results. Each individual’s success depends on his or her background, dedication, desire and motivation.
We cannot guarantee your future results and/or success. There are some unknown risks in business and on the internet that we cannot foresee which could reduce results you experience. We are not responsible for your actions.
The use of our information, products and services should be based on your own due diligence and you agree that Endlessrise is not liable for any success or failure of your business that is directly or indirectly related to the purchase and use of our information, products and services.
Arbitration: If any dispute arises concerning the interpretation, validity or performance of the Agreement/s, or any of its terms and provisions thereof, then the parties agree to work in good faith to resolve any such dispute before resorting to the invocation of the arbitration right set forth below. Likewise, all issues, claims, materials, or findings associated with the dispute shall be considered Confidential Information by parties, and there shall not be any public claims or statements made in any form by either party. In the event the parties are unable to resolve their dispute in a reasonable amount of time, but no less than 45 days from the non-breaching party’s written notice and description of breach to the other party, then the parties shall exclusively submit such dispute for binding determination before an arbitrator. The arbitration mediator will be selected by the Firm.
These Terms shall be governed by and construed in accordance with the laws of the Philippines without regard to conflict of laws principles. Any action relating to these Terms must be brought in the courts located in Manila, Philippines and you irrevocably consent to the jurisdiction of those courts and waive any claim that those courts constitute an inappropriate venue or inconvenient forum.
The Terms constitute the entire agreement between you and Endlessrise and govern your use of the Service, superseding any prior agreements between you and Endlessrise. If any provision of the Terms is held by a court of competent jurisdiction to be contrary to law, such provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of these Terms will remain in full force and effect.
By using the Firm, you agree to receive occasional emails from Endlessrise. These emails shall include notices about your account and information concerning or related to the Service. These emails shall be a part of your relationship with Endlessrise. You agree that any notice, agreements, disclosure or other communications that Endlessrise sends to you electronically shall satisfy any legal communication requirements.
You may not assign these Terms to anyone, and any assignment of these Terms by you will be null and void.
The section titles and numbering of these Terms are displayed for convenience and shall have no legal effect.
If you have any questions or comments about these Terms, please contact us at firstname.lastname@example.org