Terms and Conditions

Last Updated: 07/01/09

This Online Marketing Service Agreement ('Agreement') is by and between DavidVictor.com, Inc. (DBA AET), a California Corporation, and you, your heirs, assigns, agents and contractors ('You') and is effective upon electronic execution. This Agreement sets forth the terms and conditions of Your use of AET's Online Marketing Service 'Client Generator Magic' or 'CGM' services and represents the entire agreement between You and AET. By using AET's CGM services, You acknowledge that You have read, understand and agree to be bound by all the terms and conditions of this Agreement, along with any new, different or additional terms, conditions or policies which CGM may establish from time to time.

 

1. FEES

As consideration for the services purchased by You and provided to You by AET, You agree to pay AET a one time non-refundable set up fee as well as a monthly non-refundable fee on the 1st of the month for the month proceeding for the use of the Service. If Your CGM signup is approved, You will receive confirmation of the establishment of Your account via email and Your card will be charged at that time. Your monthly billing date will be determined based on the day of the month You establish Your Service relationship with AET unless that date falls after the 28th of the month in which case Your billing date will be the 28th of each month. Payment is to be made by You providing a valid credit card for charge by AET, and is non-refundable. If for any reason AET is unable to charge your credit card with the full amount of the service provided, or if AET is charged back for any fee it previously charged to the credit card You provided, You agree that AET may pursue all available remedies in order to obtain payment. If You provide AET inadequate, incomplete or inaccurate information as part of Your CGM account set up and do not remedy same within 30 days of Your online signup, You will be charged an additional set up fee at the time of completion of Your account set up.

You agree that You will be responsible for notifying AET should you desire to terminate Your use of CGM’s Online Marketing services. Notification of Your intent to terminate may be provided at any time prior to the 1st of the following month. In the absence of notification from You, CGM will automatically continue CGM services indefinitely and will charge the credit card You have on file with CGM, at AET's then current rates. It is Your responsibility to keep your credit card information current, including the expiration date and CVS (address verification) code. In the event that your payment is not received, your services will terminate within 3 days unless remedied by you prior. Resubmission of payment information can be made via the standard signup procedure. In the event You choose to terminate Your account, You agree to inform AET immediately and your services will be terminated immediately, with any current charges immediately due and payable.

 

2. TERM OF AGREEMENT; MODIFICATIONS

The term of this agreement shall continue in full force and effect as long as CGM is providing Online Marketing services to You. You agree that AET may modify this Agreement from time to time. AET reserves the right to establish Service with You. AET may also discontinue services it provides under this Agreement. You agree to be bound by any changes AET may reasonably make to this Agreement when such changes become effective.

 

3. DESCRIPTION OF SERVICE

In consideration of a setup and a recurring monthly fee, AET provides Online Marketing services via CGM. You understand and acknowledge that you are leasing a particular web property (a domain and the web design created by AET for your CGM service) which You can continue to use to promote your business as long as Your CGM account remains current. Should you cancel your CGM account, your lease terminates and ownership of the domain and website remains the sole and exclusive property of AET. You abide by the terms and conditions set forth herein and in each of AET’s policies and procedures. You are responsible for ensuring that Your web site conforms to all local, state, federal, and international laws. Further, You are responsible for ensuring the legal copyright to any images, text, or other web site elements that are not provided by AET or CGM. Your CGM installation is the sole property of AET, and is not transferrable.

 

4. YOUR OBLIGATIONS

You agree that You have provided accurate, current and complete information in the signup process and that You will notify AET within five (5) business days when any of the information You provided as part of the signup process changes. Failure by You, for whatever reason, to respond within five (5) business days to any inquiries made by AET to determine the validity of information provided by You, will constitute a material breach of this Agreement. If You provide any information that is inaccurate, not current, false, misleading or incomplete, or if CGM has reasonable grounds to suspect that Your information is inaccurate, not current, false, misleading or incomplete, AET has the absolute right, in its sole discretion, to terminate the services and close Your account. You warrant that each application You make is being done so in good faith and that You have no knowledge of it infringing upon or conflicting with the legal rights of a third party or a third party's trademark or trade name. You are responsible for compliance with all applicable federal, state and local laws, including but not limited to taxation and gift certificate redemption. AET is not responsible for your failure to meet any and all notice requirements and redemption periods that may be required by law. You agree to abide by the following terms and conditions related to Credit Card Transaction Processing: 1) You shall indemnify and hold CGM harmless from any relevant bank fees, bank charges, chargebacks or any other fees, charges or penalties related to your acceptance of credit cards over the Internet or for your business. 2) You are responsible for establishing and maintaining your own merchant account and bank account to process credit card transactions over the Internet or in your store. 3) AET is not responsible for fraudulent charges or illegal activity over the Internet while using the Service, including but not limited to fraudulent purchase or use of gift certificates.

 

5. AET's RIGHTS

AET explicitly reserves the right and sole discretion to: a. Modify its pricing through email notification; b. Refuse establishment of the Service for any reason; c. Terminate Your service for unsolicited, commercial e-mailing (i.e., SPAM); illegal access to other computers or networks (i.e., hacking); distribution of Internet viruses or similar destructive activities; non-payment of fees; and other activities whether lawful or unlawful that AET determines to be harmful to its other customers, operations, or reputation. You agree to indemnify and hold harmless AET for any complications arising out of Your use of AET’s Online Marketing services. You agree You will not be entitled to a refund of any fees paid to AET if, for any reason, AET takes corrective action with respect to Your improper or illegal use of its Services.

 

6. DISPUTE RESOLUTION POLICY

You agree that if a dispute arises as a result of your use of CGM services, You will indemnify, defend and hold AET harmless for damages arising out of such dispute.

 

7. LIMITATION OF LIABILITY

You agree that AET's entire liability to You under this Agreement, and Your only remedy, in connection with any service provided by AET to You under this Agreement, and for any breach of this Agreement by AET, shall be limited to the fees You paid to AET for Services provided.

 

8. INDEMNITY

You agree to release, defend, indemnify and hold harmless AET and its contractors, agents, employees, offices, directors, shareholders and affiliates from and against any losses, damages or costs, including reasonable attorney's fees, resulting from any claim, action, proceeding, suit or demand arising out of or related in any way to Your account with AET and/or Your use of the CGM services.

 

9. DISCLAIMER OF WARRANTIES

AET EXPRESSLY DISCLAIMS 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.

 

10. SEVERABILITY

You agree that the terms of this Agreement are severable. If any part of this Agreement is determined to be unenforceable or invalid, that part of the agreement will be interpreted in accordance with applicable law as closely as possible, in line with the original intention of both parties to the Agreement. The remaining terms and conditions of the Agreement will remain in full force and effect.

 

11. VENUE; WAIVER OF TRIAL BY JURY

THIS AGREEMENT SHALL BE DEEMED ENTERED INTO IN THE STATE OF CALIFORNIA. THE LAWS AND JUDICIAL DECISIONS OF LOS ANGELES COUNTY, CALIFORNIA, SHALL BE USED TO DETERMINE THE VALIDITY, CONSTRUCTION, INTERPRETATION AND LEGAL EFFECT OF THIS AGREEMENT. YOU AGREE THAT ANY ACTION RELATING TO OR ARISING OUT OF THIS AGREEMENT, SHALL BE BROUGHT IN THE COURTS OF LOS ANGELES COUNTY, CALIFORNIA. YOU AGREE TO WAIVE THE RIGHT TO TRIAL BY JURY IN ANY PROCEDING THAT TAKES PLACE RELATING TO OR ARISING OUT OF THIS AGREEMENT.

 

12. NOTICES

You agree that all notices (except for notices concerning breach of this Agreement) from AET to You may be posted on our web site. Notices concerning breach will be sent either to the email or postal address you have on file with AET. In either case, delivery shall be deemed to have been made five (5) days after the date sent. Notices from You to AET shall be made either by email, sent to the address we provide on our web site, or first class mail to our address at:

Accelerator Enterprise Technologies
8605 Santa Monica Blvd #19760
Los Angeles, California 90069