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CMS Social Website & Customer Agreement

The conditions outlined on this terms of use web page represent an agreement between you, the “User, Customer, Visitor, Agency, and/or Affiliate” and CMS Social, the “Web Site, Website, Site”.

The CMS Social Web Site (the “Site”) is an online information service provided by CMS Social (“CMS Social”), subject to your compliance with the terms and conditions set forth below. PLEASE READ THIS DOCUMENT CAREFULLY BEFORE ACCESSING OR USING THE SITE. BY ACCESSING OR USING THE SITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH BELOW. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR USE THE SITE. CMS Social MAY MODIFY THIS AGREEMENT AT ANY TIME, AND SUCH MODIFICATIONS SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING OF THE MODIFIED AGREEMENT ON THE SITE. YOU AGREE TO REVIEW THE AGREEMENT PERIODICALLY TO BE AWARE OF SUCH MODIFICATIONS AND YOUR CONTINUED ACCESS OR USE OF THE SITE SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF THE MODIFIED AGREEMENT.

1. Copyright, Licenses and Idea Submissions.

The entire contents of the Site are protected by international copyright and trademark laws. The owner of the copyrights and trademarks are CMS Social, its affiliates or other third party licensors. YOU MAY NOT MODIFY, COPY, REPRODUCE, REPUBLISH, UPLOAD, POST, TRANSMIT, OR DISTRIBUTE, IN ANY MANNER, THE MATERIAL ON THE SITE, INCLUDING TEXT, GRAPHICS, CODE AND/OR SOFTWARE. You may print and download portions of material from the different areas of the Site solely for your own non-commercial use provided that you agree not to change or delete any copyright or proprietary notices from the materials. You agree to grant to CMS Social a non-exclusive, royalty-free, worldwide, perpetual license, with the right to sub-license, to reproduce, distribute, transmit, create derivative works of, publicly display and publicly perform any materials and other information (including, without limitation, ideas contained therein for new or improved products and services) you submit to any public areas of the Site (such as bulletin boards, forums and newsgroups) or by e-mail to CMS Social by all means and in any media now known or hereafter developed. You also grant to CMS Social the right to use your name in connection with the submitted materials and other information as well as in connection with all advertising, marketing and promotional material related thereto. You agree that you shall have no recourse against CMS Social for any alleged or actual infringement or misappropriation of any proprietary right in your communications to CMS Social.

TRADEMARKS

Publications, products, content or services referenced herein or on the Site are the exclusive trademarks or servicemarks of CMS Social. Other product and company names mentioned in the Site may be the trademarks of their respective owners.

2. Use of the Site

You understand that, except for information, products or services clearly identified as being supplied by CMS Social, CMS Social does not operate, control or endorse any information, products or services on the Internet in any way. Except for CMS Social-identified information, products or services, all information, products and services offered through the Site or on the Internet generally are offered by third parties, that are not affiliated with CMS Social a. You also understand that CMS Social cannot and does not guarantee or warrant that files available for downloading through the Site will be free of infection or viruses, worms, Trojan horses or other code that manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to the Site for the reconstruction of any lost data.

YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND THE INTERNET. CMS SOCIAL PROVIDES THE SITE AND RELATED INFORMATION “AS IS” AND DOES NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER (INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE OR NON-INFRINGEMENT, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE) WITH REGARD TO THE SERVICE, ANY MERCHANDISE INFORMATION OR SERVICE PROVIDED THROUGH THE SERVICE OR ON THE INTERNET GENERALLY, AND CMS SOCIAL SHALL NOT BE LIABLE FOR ANY COST OR DAMAGE ARISING EITHER DIRECTLY OR INDIRECTLY FROM ANY SUCH TRANSACTION. IT IS SOLELY YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND USEFULNESS OF ALL OPINIONS, ADVICE, SERVICES, MERCHANDISE AND OTHER INFORMATION PROVIDED THROUGH THE SERVICE OR ON THE INTERNET GENERALLY. CMS SOCIAL DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SERVICE WILL BE CORRECTED.

YOU UNDERSTAND FURTHER THAT THE PURE NATURE OF THE INTERNET CONTAINS UNEDITED MATERIALS SOME OF WHICH ARE SEXUALLY EXPLICIT OR MAY BE OFFENSIVE TO YOU. YOUR ACCESS TO SUCH MATERIALS IS AT YOUR RISK. CMS SOCIAL HAS NO CONTROL OVER AND ACCEPTS NO RESPONSIBILITY WHATSOEVER FOR SUCH MATERIALS.

3. Customer acknowledges the following with respect to services provided:

  • Customer authorizes CMS Social to bill their credit card on file in the amount indicated at sign-up.
  • Customer authorizes CMS Social to bill their credit card on file on a monthly subscription billing cycle for all on-going services provided.
  • Customer agrees to pay CMS Social in advance for services provided.
  • All fees paid are non-refundable.
  • CMS Social reserves the right to discontinue and/or add its choice of social media networks at anytime with or without prior notice.
  • Customer will automatically be added to the CMS Social emailing list, and may be sent occasional updates and promotional messages. Customer may unsubscribe from these emails at anytime by following the unsubscribe instructions that accompany each of these emails.
  • Customer shall provide CMS Social with 30 days written notice, deliverable via email to help [at] cmssocial.com to terminate service.  Customer must receive written confirmation via email from CMS Social in order to confirm the services have been cancelled.
  • Failure to provide 30 days written notice to terminate service may result in customer being responsible for one additional month’s service, at CMS Social’s sole discretion.
  • Failure of customer to pay any amount past due within Seven (7) days of the invoice/billing date shall result in the immediate termination of services.

4. For the purpose of receiving Social Media services, customer agrees to provide the following:

  • To provide administrative access to the customer’s applicable social media networks for content posting, updates, and optimization as needed.
  • Permission to make changes for the purposes of search engine optimization, and to communicate directly with any third parties, e.g., your web designer, if necessary.
  • Authorization to use client pictures, logos, trademarks, web site images, pamphlets, content, etc., for any use as deemed necessary by CMS Social for purposes of providing Customer the social media content and/or management services.

5. For the purpose of receiving a FREE Social Media Services Trial, customer agrees to the following:

  • To provide administrative access to the customer’s applicable social media networks for content posting, updates, and optimization as needed.
  • Permission to make changes for the purposes of search engine optimization, and to communicate directly with any third parties, e.g., your web designer, if necessary.
  • Authorization to use client pictures, logos, trademarks, web site images, pamphlets, content, etc., for any use as deemed necessary by CMS Social for purposes of providing Customer the social media content and/or management services.
  • Customer authorizes CMS Social to bill their credit card on file in the amount indicated at sign-up unless customer cancels service prior to the specified billing start date in order to avoid any charges to their credit card.
  • Failure to cancel the service prior to the specified billing start date will enter the customer into a monthly subscription billing cycle and social media service which requires a minimum 30 days written notice to cancel.
  • In order to cancel the Free Trial, customer shall email help [at] cmssocial.com at least 3 days prior to 30 days from when the customer signed-up.
  • All fees paid are non-refundable.
  • Customer must have a real business with a functioning website.  Sign-ups that appear in CMS Social’s sole and absolute discretion to be spam in nature, fraudulent, not a legitimate business, or purposely receiving free social media marketing services with no intent of continuing service will be cancelled.
  • Social network creation is not included and can be provided for an additional fee.

LIMITATION OF LIABILITY

IN NO EVENT WILL CMS SOCIAL BE LIABLE FOR (I) ANY INCIDENTAL, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE, OR ANY INFORMATION, OR TRANSACTIONS PROVIDED ON THE SERVICE, OR DOWNLOADED FROM THE SERVICE, OR ANY DELAY OF SUCH INFORMATION OR SERVICE. EVEN IF CMS SOCIAL OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SERVICE AND/OR MATERIALS OR INFORMATION DOWNLOADED THROUGH THE SERVICE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, CMS SOCIAL LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

CMS Social makes no representations whatsoever about any other web site which you may access through this one or which may link to this Site. When you access a non-CMS Social web site, please understand that it is independent from CMS Social, and that CMS Social has no control over the content on that web site. In addition, a link to a CMS Social web site does not mean that CMS Social endorses or accepts any responsibility for the content, or the use, of such web site.

6. Affiliate Program

By joining the CMS Social Affiliate Program, you acknowledge and agree to the following:

  • Applications are strictly by approval only. We do reserve the right to cancel your affiliate account if you are promoting CMS Social in a way that negatively reflects on the CMS Social brand, or in anyway violates any Local, State, or Federal laws or regulations of the United States of America.
  • Payouts are made once you reach $100.  We use PayPal to issue payouts (sorry, no checks), so please ensure your PayPal is accurate as we will not be responsible for payouts sent to incorrect email addresses or PayPal accounts.
  • Payouts are made on or around the 1st of each month.
  • Ninety-day (90 days) tracking on cookies.
  • Lifetime Residual Payouts will be made so long as your referral remains a paying customer of CMS Social.
  • Payouts will not be made on any referral refunds or referrals who file a credit/debit card dispute.
  • If your referral downgrades their service level, we will adjust your commission accordingly.

7. Conditions

Site user warrants that all content, including images, etc. that are uploaded to CMS Social are owned by the user or the user has full rights by the actual owner to upload said content and images to the CMS Social website. CMS Social in its sole and absolute discretion can choose to modify or remove any content and images uploaded to its website by any user upon complaint by any third party claiming and proving ownership, to CMS Social’s satisfaction, of said content and images. CMS Social also claims ultimate authority in modifying or removing any content and images which violate any U.S. and/or International Law or Treaty, Copyright Infringement, etc.

8. Indemnification

You agree to indemnify, defend and hold harmless CMS Social, its officers, directors, employees, agents, licensors, suppliers and any third party information providers to the Service from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any violation of this Agreement (including negligent or wrongful conduct) by you or any other person accessing the Service. You further agree to provide CMS Social and its stakeholders legal representation for any civil litigation brought against CMS Social and its stakeholders for violating any terms of this agreement.

9. Third Party Rights

The provisions of paragraphs 2 (Use of the Service), and 3 (Indemnification) are for the benefit of CMS Social and its officers, directors, employees, agents, licensors, suppliers, and any third party information providers to the Service. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on its own behalf.

10. Term; Termination

This Agreement may be terminated by either party without notice at any time for any reason. The provisions of all paragraphs outlined in this Agreement shall survive any termination of this Agreement.

11. Miscellaneous

This Agreement shall all be governed and construed in accordance with the laws of The United States of America applicable to agreements made and to be performed in The United States of America. You agree that any legal action or proceeding between CMS Social and you for any purpose concerning this Agreement or the parties’ obligations hereunder shall be brought exclusively in a federal or state court of competent jurisdiction sitting in Denver, Colorado, The United States of America . Any cause of action or claim you may have with respect to the Service must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred. CMS Social’s failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement. CMS Social may assign its rights and duties under this Agreement to any party at any time without notice to you.

Any rights not expressly granted herein are reserved. This policy was last updated on December 1, 2016 by CMS Social.

 

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