Professional Web Service Agreement
Last Revised: 29 January 2018
PLEASE READ THIS AGREEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS AND REMEDIES.
This Hosting Agreement (this "Agreement") is entered into by and between Greens Twenty Four Seven, LLC, an Egyptian limited liability company ("Greens247") and you, and is made effective as of the date of electronic acceptance. This Agreement sets forth the terms and conditions of your use of the Affiliate Program (the "Affiliate Program" or the "Services").
Your electronic acceptance of this Agreement signifies that you have read, understand, acknowledge and agree to be bound by this Agreement, along with Greens247's Universal Terms of Service Agreement, and Hosting Agreement, which are incorporated herein by this reference.
The terms "we", "us" or "our" shall refer to Greens247. The terms "you", "your", "User", "customer" or "Affiliate" shall refer to any individual or entity who accepts this Agreement. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
Greens247, in its sole and absolute discretion, may change or modify this Agreement, and any policies or agreements which are incorporated herein, at any time, and such changes or modifications shall be effective immediately upon posting to the Greens247 website (this "Site"). You acknowledge and agree that (i) Greens247 may notify you of such changes or modifications by posting them to this Site and (ii) your use of this Site or the Services found at this Site after such changes or modifications have been made (as indicated by the "Last Revised" date at the top of this page) shall constitute your acceptance of this Agreement as last revised. If you do not agree to be bound by this Agreement as last revised, do not use (or continue to use) this Site or the Services found at this Site. In addition, Greens247 may occasionally notify you of changes or modifications to this Agreement by email. It is therefore very important that you keep your account ("Account") information, including your email address, current. Greens247 assumes no liability or responsibility for your failure to receive an email notification if such failure results from an inaccurate or out-of-date email address.
2. DESCRIPTION OF SERVICES
This Agreement applies to the various services provided by Greens247 Professional Web Services.
Purchase of a Professional Web Services plan is in according to the parameters specific to your plan, as described below:
• Standard WordPress Design includes the choice of one (1) design template, single (1) site page, and one (1) round of revisions (not to include new content), and no Update Minutes. Update Minutes available for purchase. Once the site has completed the initial revisions phase or has been modified in any way by you (the customer or someone on your behalf), no additional work will be completed by Greens247 without the purchase of Update Minutes and only if deemed within Greens247’s scope of support for Standard WordPress Design.
• Supreme WordPress Website Design includes your choice of one (1) design template, up to seven (5) site pages, and one (1) revision after your site is completed (not to include new content.) Update Minutes are available for purchase. Once the site has completed the initial revisions phase or has been modified in any way by you (the customer or someone on your behalf), no additional work will be completed by Greens247 without the purchase of Updates Minutes and only if deemed within Greens247’s scope of support for Supreme WordPress Design.
• Ultimate WordPress Website Design includes your choice of one (1) design template, up to ten (10) site pages, and one (1) revision after your site is completed (not to include new content). Update Minutes are available for purchase. Once the site has completed the initial revisions phase or has been modified in any way by you (the customer or someone on your behalf), no additional work will be completed by Greens247 without the purchase of Updates Minutes and only if deemed within Greens247’s scope of support for Ultimate WordPress Design.
• Perfection WordPress Website Design includes your choice of one (1) design template, up to twenty (20) site pages, and one (1) revision after your site is completed (not to include new content). Update Minutes are available for purchase. Once the site has completed the initial revisions phase or has been modified in any way by you (the customer or someone on your behalf), no additional work will be completed by Greens247 without the purchase of Updates Minutes and only if deemed within Greens247’s scope of support for Perfection WordPress Design.
WordPress Store Design Add-On
Purchase of this add-on must be accompanied by a purchase of a web design plan(Supreme WordPress Website Design, Ultimate WordPress Website Design, Perfection WordPress Website Design), it includes basic setup of your first ten (10) products or setup of your first five (5) products with options, one (1) revision after your site is completed (not to include new content). Update Minutes are available for purchase. Once the site has completed the initial revisions phase or has been modified in any way by you (the customer or someone on your behalf), no additional work will be completed by Greens247 without the purchase of Updates Minutes and only if deemed within Greens247’s scope of support for WordPress Store Design. You are solely responsible for providing your product descriptions, images, pricing and other product information, and for confirming this information before approving your web store for publication. Excluding the initial design and basic setup included in your plan, you are solely responsible for all other storefront content configuration, including configuration of tax collection methods, shipping methods, and payment methods.
Update Minutes Add-on
If your WordPress Website or WordPress Store requires more updates than what is included in your Design plan, additional time may be purchased separately (“Update Minutes”). Once we receive your request for updates and all necessary materials or content, we will complete the requested updates and re-publish your site without further review. Unused Update Minutes are non-refundable.
Anytime Update Minutes: You may purchase Update Minutes, which are in one (1) hour intervals, and may be used at any time up to 12 months from date of purchase.
Social Media Management
You can cancel Social Media Management at any time and Greens247 will not bill you for future months. However, you will not be refunded the cost of the present or past months. If you cancel Social Media Management within 48 hours of buying them, you can receive a full refund, including for the first month. After 48 hours, however, you will have to pay for the first month and will only be refunded for the time beyond that first month.
Account access: In order for Social Media Management to be effective, Greens247 must have social media account credentials and access in order to make on-site changes. By agreeing to these Terms of Service, you are hereby granting permission to post on your behalf on your site, for Social Media Management purposes. Auto Start: In order to expedite results and not delay service, Greens247 will auto-start your social media campaign without your consent. If we have Facebook access: after two (2) weeks of not being able to make contact, then we will call, leave a voice message, and send an email saying that if we do not hear from you by the end of the next business day, then we will utilize your site and our expertise to proceed with the campaign to ensure that your social presence starts growing as soon as possible. If you still do not respond, we will begin the campaign, using the information on your website. If we do not have Facebook access: after two (2) weeks of not being able to make contact, then we will call, leave a voice message, and send an email stating that if we do not hear from you by five (5) days before your renewal date, then we will have to cancel and refund the amount of that month to in-store credit, as no work can be completed without Facebook access.
3. YOUR OBLIGATIONS
Reasonable Requests. You agree that all requests will be reasonable in nature and within the scope of the Services purchased.
Obligation to Maintain Subscription. All Services, including any free products or services included in your plan, must be associated with a specific website at the time of purchase and are not transferable to other accounts, or websites thereafter. Provision of all Services, including any free products or services included in your plan, is dependent upon your active subscription to the Services. Failure to maintain your account in good standing will result in termination of any outstanding or pending Services, including any free products or services included in your plan, without refund or credit. Recurring billing for your Services plan will begin on the date of purchase.
Provision and Timing of Design Services. After your initial purchase of a Website plan, or its related add-ons, you will be required to (i) complete an interview form, and (ii) submit your content to your account manager using a support ticket. Upon approval of all of your content, we will begin building your Website or Web Store.
Submission of Content. You are responsible for submitting all copy, images, and other content for your Design, unless you approved content provided by the design team. All provided content should bae copies and not the originals. You agree to respond to any request for content, feedback or approval within ten (10) business days. All content must be submitted electronically and we will not return any materials you provide. Arrangements may be made for the delivery of files that are too large to be transmitted electronically, but additional fees may apply and the quoted completion date may be extended. We may in our sole discretion, require you to re-submit images if we determine that the images are not of high enough quality. If you do not submit the content within ten (10) business days, we will attempt to confirm your content submission is complete, but we reserve the right to progress the site to build stage, and you will only be able to add additional content using Update Minutes. It is your responsibility to maintain independent back-up copies of any materials you submit. We expressly disclaim any liability or responsibility for any loss, damage or destruction of any content or materials you submit.
Automatic Publication. Within ten (10) days of receiving notice that your Website or Web Store is ready for review, you must either (i) provide us with your revisions, or (ii) notify us that you have no revisions. If you fail to take either such action within ten (10) days, your Website or Web Store will be published on your behalf without further review. Any time after publication, you may elect to de-publish your site by changing DNS settings on your domain name.
Completion of Service. Publication of your Design is acknowledgement of your satisfaction with the Services provided to date and releases us from any obligation for further revisions or alterations at that time or until the next Update Minutes are initiated. You also acknowledge and agree that once your Design is published, you will not be entitled to any credits or refunds for any reason including, but not limited to, dissatisfaction with your Design.
Update Minutes Downgrade. Your subscription may have included an Update Minutes plan. Once you have maintained your Services subscription for a full twelve (12) months, you may contact us to downgrade to a plan that does not include any minutes for Monthly Update Minutes. If you downgrade your plan, you may either (i) maintain your Design yourself using our control panel, or (ii) purchase Update Minutes. After downgrading, if you wish to return to a plan that includes monthly maintenance minutes, you will be required to commit to a plan no less than six (6) months in duration.
Privacy. We may provide Website building admin permissions, to subcontract work on behalf of our customers, to various unidentified third-party service providers.
Our Right to Terminate Your Service. You understand and agree that Greens247 has the absolute right and power, in its sole discretion and without any liability to you whatsoever, to terminate your Service if:
You fail to complete the interview form or submit content for your initial Design within six (6) months of purchasing your plan. If we have not commenced any work on your Design at the time of cancellation, you may be eligible for a partial refund of the fees associated with the remaining time left on your plan. You fail to provide any other requested content, feedback or approval within thirty (30) days of our request. If we have commenced work on your Design (which means any commencement of the creative process), you may be eligible for a partial refund of the fees associated with the remaining time on your plan, but you will be charged for the work completed to date, plus a cancellation fee at the rates described in our refund policy. User Content. It is solely your responsibility to ensure that any and all User Content provided to us to perform the Services on your behalf does not infringe or violate the intellectual property rights (including, but not limited to, trademarks, trade names, copyrights, patents, domain registration rights, trade secrets) or any other right of any third party (including, but not limited to, rights of privacy and contractual rights), and/or to ensure that you have acquired any authorization(s) necessary to use intellectual property (including, but not limited to, copyrights and trademarks) or other proprietary information of third parties therein included in the User Content. We shall have no liability and you agree to defend and indemnify us against any actual or alleged claim that any User Content provided by you infringes or violates any rights of third parties, including, without limitation, rights of publicity, rights of privacy, patents, copyrights, trademarks, trade secrets, and/or licenses.
Reasonable Expectations. We strive toward providing Services that meet your expectations. However, we do not guarantee expectations will be met if requests are unreasonable or unable to be completed within the scope of the Service.
Your Delay. Our completion of the Services depends upon your timely feedback and approval in the support ticket within your account. We are not responsible for additional fees, time, or expenses incurred because of delays caused by your lack of or untimely response, feedback or approval, including your failure to initiate the design process.
Limits on Content. We reserve the right to refuse any direction to create a Design that exploits children, contains pornography or other tasteless images, contains copyrighted or trademarked materials of others or infringes on the intellectual property rights of another, harasses, defames or slanders another, encourages or promotes terrorism or other illegal activities, contains illegal content, or for any other reason that we, in our sole discretion, decide.
Store product catalogs. Standard Store design plans are capped at 1500 products. While there is not a cap on total number of products for Premium Store Designs, performance may begin to slow at varying numbers of products depending on potential physical and practical constraints, including (but not limited to): System architecture, system capacity, system load, end-user Internet connectivity, and end-user computer configurations. Product catalogs larger than 3000 products may require additional hosting bandwidth at an additional monthly cost to you.
No Obligation to Back-Up. We have the right, but not the obligation, to back up or archive your Design before delivery or in the event of cancellation.
Limitations on Design Services. The following services are not included in any of the initial Design plans, but may be purchased separately as Updates: (i) any revisions beyond the revisions included in your applicable Design plan; (ii) photo manipulation services, such as cutting the image out from the background, adding shadows, cleaning up the image from dust and scratches, making images a uniform size, and adjusting levels/brightness to match. The following photo manipulation services are not available, even as Updates: color correction or making a low-resolution image a higher resolution.
Integration with Website Builder Hosting Platform. Websites and Web Stores designed by us are built on and integrated with our hosting platform, and any attempt to migrate or otherwise transfer any such website or web store to another hosting provider is a violation of this Agreement.
No Endorsement. We do not endorse any of the Designs built using the Services, and expressly disclaim any and all liability or responsibility regarding the same.
Security of Account. You are responsible for maintaining the security of your account. You are also solely responsible for the activity that occurs on your account, whether authorized by you or not. You must keep your account information and passwords secure. We expressly disclaim any responsibility or liability for any unauthorized use of or access to your account.
Managed WordPress Design. We expressly disclaim any responsibility for liability due to hacking of any websites.
Plug-ins/Add-ons. We are not responsible for the maintenance on any WordPress third-party add-ons or plug-ins added to your website during or after initial build. Some feature functionality requests may require paid plug-ins that the customer must purchase, and require additional update minutes to install and set up. You are solely responsible for ensuring your add-ons or plug-ins remain current and are functional.
Hosting Outage. We are not responsible for website outages arising from the WordPress hosting account.
5. GENERAL RULES OF CONDUCT AND RESTRICTIONS
Websites. In addition to Section 5 (General Rules of Conduct) contained in the Universal Terms of Service Agreement, you acknowledge and agree that you shall not use the Services in a manner, as determined by us in our sole and absolute discretion:
• To display or advertise pornographic, X-rated, sexually explicit, or otherwise tasteless materials, images, products or services (including, but not limited to: massage, dating, escort or prostitution services); or
• That uses pornographic, X-rated, sexually explicit keywords or images in video names, descriptions or listings.
Informational site for a strip club (not including nude imagery); Informational site for an adult store (not including nude imagery); Nude imagery as it pertains to art (e.g. statue of David); Nude imagery as it pertains to the medical field (e.g. breast before and after for a breast cancer specialist). Web Stores. You are responsible for ensuring that any product posted for sale in your Web Store is in compliance with all applicable laws and regulations where your items can be purchased. We reserve the right and sole discretion to determine whether the sale of any particular item is illegal or otherwise prohibited, and to ban the sale of any prohibited item(s) and/or cancel your Web Store Service. Prohibited items include, but are not limited to, the following:
• Illegal items and/or items that encourage, promote, facilitate or instruct others to engage in illegal activities;
• Controlled substances and illegal drugs (including prescription drugs), items used to manufacture controlled substances and illegal drugs, and drug paraphernalia;
• Pornographic websites and services (pornography includes the use of nude imagery when not associated with artistic or medical purposes); this excludes stores selling adult toys (but providing images of the toys being used is prohibited);
• Credit or debit cards (active or inactive), Government IDs;
• Domain names;
• Sites selling stolen or unauthorized items, including counterfeit products, copies of movies (VHS, DVD, etc.), software, or third party trademarks;
• Products that have been recalled by the Consumer Product Safety Commission.
SEO Services. We reserve the right and sole discretion to determine whether the content and keywords of a site are illegal, prohibited, or otherwise not appropriate, and to cancel your Services. The promotion of the following is not allowed and includes, but is not limited to, the following:
Counterfeit Goods: We do not allow the promotion of counterfeit goods as they mimic the brand features of the product in an attempt to pass themselves off as a genuine product of the brand owner. Dishonest Behavior: We do not allow for the promotion of products or services whose purpose is to enable users to mislead or deceive. Online/Offline Gambling: We do not allow the promotion of offline or online gambling or the instruction of gambling. Capitalizing on sensitive events: We do not allow the promotion of content that may be deemed as capitalizing on or lacking reasonable sensitivity towards a natural disaster, conflict, death, or other tragic event. Hatred & Intolerance: We do not allow the promotion of content that incites or endorses hatred against others. Content that inappropriately discriminates against a person or group or that seeks to intimidate, exploit, or humiliate others. Shocking content: We do not allow the promotion of content containing violent language, gruesome or disgusting imagery, or accounts of physical trauma. Content containing gratuitous portrayals of bodily fluids or waste. Promotions containing obscene or profane language or content that are likely to shock or scare. Threatened or extinct species: We do not allow the promotion of content that may be interpreted as trading in or selling products derived from threatened or extinct species. The promotion of the following is allowed with restrictions:
Adult Content: We restrict the promotion of adult themed content or services to only allow sites with wholesome themes that are not sexual in any way. Alcohol: We restrict the promotion of alcoholic beverages to only allow for the legal and responsible use of alcohol. Dangerous Knives & Swords: We restrict the promotion of knives to only allow for the legal and responsible use of knives or swords, or the use of defense, collection, recreation or sport. Explosives: We restrict the promotion of products or the instruction of products that are designed to explode and could cause damage to nearby people or property to only allow for simple fireworks or model rockets. Guns & Parts: We restrict the promotion of guns or gun parts to only allow for the legal and responsible use of guns or gun parts. Other Weapons: We restrict the promotion of weapons to only allow for the legal and responsible use of weapons. Abortion: We restrict the promotion of abortion-related products or services to only allow for the non-profit information or consulting websites. Pharmaceutical Supplements: We restrict the promotion of non-prescription pharmaceutical substances to only allow for those that follow local laws and industry standards. Political Content: We restrict the promotion of political candidates, parties or content to only allow for content that doesn't violate any other areas of our guidelines. Tobacco-Related Products: We restrict the promotion of tobacco and tobacco-related products to only allow for the promotion of quitting smoking. Social Medial Management. Since every Social Media Management package includes Facebook ads, we are unable to service any sites or businesses that are not in accordance with Facebook’s advertising guidelines. For a full list of prohibited and restricted content, see Facebook’s Advertising Policies.
6. OWNERSHIP OF CONTENT AND DESIGNS
For this section, “Design” includes the delivered product of the Website Design, and Webstore Design Services as described above.
By submitting content for your Design to us, you grant us an unrestricted license (i) to use the content for the purpose of creating your Design, and (ii) to display screenshots of your Design online, in marketing materials, or in any other manner we desire.
Upon completion of your Design, we agree to transfer all rights and ownership of the Design to you. However, software and third-party content and programs are never transferred to you and remain under copyright of their respective owners. Further, ownership and copyright of all templates and themes available to us in creating your Design, including all applicable source code, remain with us and are not transferred to you.
Unless otherwise specifically provided in this Agreement, no right or license under any copyright, trademark, patent, or other intellectual property right or license is granted by this Agreement. We reserve all rights not expressly granted herein.
7. OTHER PRODUCTS AND SERVICES
The Services may include access to other of our products and services.
If your Design plan includes an Email account and/or SSL Certificate, it will be your responsibility to setup those services.
8. THIRD PARTY IMAGES AND SOFTWARE
Definitions and Scope. As part of the Services, you may be allowed to use certain (i) photographs, illustrations, or other images (“Images”) and/or (ii) software, widgets, add-ons, plug-ins, or other applications (“Software”) developed, owned, or licensed by third-party providers as we may contract with from time to time. If the Images/Software are accompanied by or require consent to a license agreement from the third-party provider, your use of the Images/Software is subject to the terms and conditions of such license agreement, which are in addition to (not in lieu of) the terms and conditions of this Agreement.
Terms and Conditions Applicable to all Images/Software. You acknowledge and agree that (i) the Images/Software have not been sold or distributed to you; (ii) you may use the Images/Software only as part of the Services; (iii) you may not remove, modify, or obscure any copyright, trademark, or other proprietary rights notices that are contained in or on the Images/Software; and (iv) you may not modify, reverse-engineer, decompile, disassemble, reverse compile, create derivative works of or attempt to derive the source code from the Images/Software.
Termination. You are solely responsible for canceling your account by notifying your Greens247 account manager by phone or via a support ticket.
Privacy. We may provide your personal information to third-party providers as required to provide the third-party Images/Software. We reserve the right to modify, change, or discontinue use of the Images/Software at any time, and you agree to cooperate in performing any steps necessary in connection therewith.
Limitations. We make no representations or warranties about any third-party Images/Software offered in connection with the Services, and expressly disclaims any liability or responsibility regarding the same.
Indemnification. You acknowledge and agree that you will protect, defend, indemnify and hold harmless us from and against any and all claims imposed upon or incurred by us directly or indirectly arising from your use or misuse of any third-party Images/Software. You acknowledge and agree that the providers of the third-party Images/Software are third-party beneficiaries to this Agreement for purposes of enforcing only their rights under this Agreement.
Additional Terms and Conditions Applicable to Fotolia. You acknowledge and agree to Fotolia’s Terms and Conditions of Use.
Additional Terms and Conditions Applicable to Google Maps API. You acknowledge and agree to Google Maps API Terms and Conditions of Use.
Additional Terms and Conditions Applicable to WordPress. You acknowledge and agree to WordPress' Terms and Conditions of Use.
9. TITLES AND HEADINGS; INDEPENDENT COVENANTS; SEVERABILITY
The titles and headings of this Agreement are for convenience and ease of reference only and shall not in any way be utilized to construe or interpret the agreement of the parties as otherwise set forth herein. Each covenant and agreement in this Agreement shall be construed for all purposes to be a separate and independent covenant or agreement. If a court of competent jurisdiction holds any provision (or portion of a provision) of this Agreement to be illegal, invalid, or otherwise unenforceable, the remaining provisions (or portions of provisions) of this Agreement shall not be affected thereby and shall be found to be valid and enforceable to the fullest extent permitted by law.
10. ENGLISH LANGUAGE CONTROLS
This Agreement, along with all policies and the applicable product agreements identified above and incorporated herein by reference (collectively, the “Agreement”), is executed in the English language. To the extent any translation is provided to you, it is provided for convenience purposes only, and in the event of any conflict between the English and translated version, where permitted by law, the English version will control and prevail. Where the translated version is required to be provided to you and is to be considered binding by law (i) both language versions shall have equal validity, (ii) each party acknowledges that it has reviewed both language versions and that they are substantially the same in all material respects, and (iii) in the event of any discrepancy between these two versions, the translated version may prevail, provided that the intent of the Parties has been fully taken into consideration.
11. DEFINITIONS; CONFLICTS
Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Universal Terms of Service Agreement. In the event there is a conflict between the provisions of this Agreement and the provisions of the Universal Terms of Service Agreement, the provisions of this Agreement shall control.
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