SiteCare Terms & Conditions
The terms and conditions set forth herein constitute the full and complete agreement for Purchased Services (hereinafter “Agreement”) between White Peak Growth Partners, LLC, of 1 E. Liberty Street, Suite 600, Reno, Nevada 89501 and its assigns and licensees (hereinafter “White Peak” or “Us” or “We” or “Our”), and the entity listed as the Company in the above form, (hereinafter “Partner” or “You” or “Your”), and its assigns, agents, and contractors.
- PURCHASED SERVICE.
The services selected by You, White Peak’s Standard SiteCare™ (“Purchased Services”) shall be provided by White Peak to Partner throughout the Subscription Term. Purchased Services include all of the “0” service credit tasks listed in the SiteCare Support Catalog as well as any additional tasks in the SiteCare Support Catalog that are requested by You and funded with 1 or more service credits. Your subscription includes an allocation of four new service credits each month. Unused credits do not roll over from month to month. White Peak’s Scale Up website hosting is also included at no additional charge but You are not required to use it. Therefore, White Peak’s Website Hosting Terms of Services are incorporated into this Agreement by reference.
Unless agreed to by the Parties in writing (email being sufficient), graphic design, copywriting and website performance (i.e. speed) optimization are excluded from these Purchased Service.
- TERM OF PURCHASED SUBSCRIPTIONS.
This Agreement shall become effective as of the date You make Your first Subscription Fee Installment payment (the “Effective Date“) and shall continue for a period of one (1) months (the “Initial Subscription Term“) and will automatically be extended thereafter for successive one (1) month terms (each a “Renewal Subscription Term“) (together and separately a “Subscription Term”), unless either Party terminates the Agreement as defined herein.
- PAYMENT FOR PURCHASED SERVICES.
Partner shall pay a “Subscription Fee” to White Peak equal to $195.00 paid in one (1) equal installments of $195.00 per month for Purchased Services (each installment a “Subscription Fee Installment”). You shall pay the first Subscription Fee Installment online via credit card only, once you have accepted this Agreement.
In the event that you make use of more than four (4) service credits as defined in the SiteCare Support Catalog in a given month (defined as “Additional Credits(s)“), You agree to pay $50 per credit for each Additional Credit. At White Peak’s sole discretion, You may be asked to make a deposit or to pay in advance for requested Additional Credits. If You are invoiced in arrears for Additional Credits, You agree to make payment in full by credit card or ACH (i.e. echeck), immediately upon receipt of a valid invoice.
You will pay all fees specified in this Agreement. Except as otherwise specified, (i) fees are based on Purchased Services purchased and not actual usage, (ii) payment obligations are noncancelable and fees paid are non-refundable, and (iii) quantities purchased cannot be decreased during the relevant Subscription Term. If You do not make use of the four service credits included with your subscription in a given month, unused credits does not roll over to a future month for future use.
- ONGOING PAYMENT OBLIGATIONS.
You will provide White Peak with valid and updated credit card information (a “Payment Method”). You authorize Us to charge such Payment Method for all Subscription Fee Installments defined in this Agreement for the Initial Subscription Term and any Renewal Subscription Term(s) as set forth in Section 3 (“Term of Purchased Subscriptions”). Such charges shall be made in advance, on or about the anniversary date of Your first Subscription Fee Installment payment. You are responsible for providing complete and accurate billing and contact information to Us and notifying Us of any changes to such information.
- OVERDUE CHARGES.
If a Subscription Fee Installment is not received by Us by the due date, then without limiting Our rights or remedies, those charges may accrue late interest at the rate of 1.5% of the outstanding balance per month, or the maximum rate permitted by law, whichever is higher.
- SUSPENSION OF SERVICE AND ACCELERATION.
If any amount owed by You under this or any other agreement for Our services is ten (10) or more days overdue in the case of amounts You have authorized Us to charge to Your Payment Method, We may, without limiting Our other rights and remedies, accelerate Your unpaid fee obligations under this Agreements so that all such obligations become immediately due and payable, and suspend Our services to You until such amounts are paid in full.
- ATTORNEY’S FEES.
If either Party breaches any term, covenant or condition of this Agreement, the breaching Party shall pay the other Party’s reasonable expenses, including attorney’s fees, incurred in enforcing its rights under this Agreement.
- PAYMENT DISPUTES.
We will not exercise Our rights under Section 7 (Overdue Charges) or 8 (Suspension of Service and Acceleration) above if, at White Peak’s sole discretion, You are disputing the applicable charges reasonably and in good faith and are cooperating diligently to resolve the dispute.
- HOLD HARMLESS.
Partner acknowledges agrees White Peak has no control over the policies of search engines and/or social networks with respect to the type of sites and/or content that they accept now or in the future. The Client’s website or content may be excluded from any directory, social network, or search engine at any time at the sole discretion of the social network, search engine or directory. If at any time a social network, search engine or directory refuses to list Partner, White Peak will not be held responsible.
Further, due to the competitiveness of some keywords/phrases, ongoing changes in search engine ranking algorithms, and other competitive factors, We cannot guarantee a particular search position or advertisement position for any particular keyword, phrase, or search term.
- WARRANTIES OF TITLE.
Partner represents and warrants that the use of all elements that Partner provides to White Peak for Purchased Services or otherwise, including text, images, ad copy, keywords or keyword phrases, or any other content, will not infringe upon or violate any copyrights, trademarks, service marks, trade secrets, privacy and publicity rights, contractual rights, or other rights of any third party.
- LIMITED WARRANTY.
WE WILL MAINTAIN COMMERCIALLY REASONABLE TECHNICAL AND OPERATIONAL MEASURES DESIGNED TO PROTECT OUR INTERNAL NETWORKS AND YOUR WEBSITE FROM MALICIOUS ACTIVITY AND PROVIDE FOR THE SECURITY AND INTEGRITY THEREOF. IF YOU DO NOT HOST YOUR WEBSITE WITH US, SOME OF THESE MEASURES MAY BE LIMITED DUE TO LIMITATIONS PLACED ON US BY YOUR CHOICE OF HOSTING VENDORS. HOWEVER, THE WEB IS FULL OF “BAD ACTORS” SO WE CANNOT AND DO NOT GUARANTEE YOU THAT WE CAN SUCCESSFULLY PROTECT YOU FROM THEM ALL, REGARDLESS OF OUR EFFORTS.
THEREFORE, WHITE PEAK, AND ITS DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS (THE “COMPANY PARTIES”) DO NOT WARRANT THAT: (A) THE PURCHASED SERVICE WILL PREVENT THE INFECTION, OR RE-INFECTION, OF YOUR WEBSITES; (B) THE PURCHASED SERVICE WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (C) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (D) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE PURCHASED SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (E) THE RESULTS OF USING THE PURCHASED SERVICE WILL MEET YOUR REQUIREMENTS.
YOU ARE RESPONSIBLE FOR DETERMINING WHETHER THE PURCHASED SERVICE MEET APPLICABLE REGULATORY STANDARDS AND OTHERWISE COMPLY WITH YOUR OWN SECURITY REQUIREMENTS. THEREFORE, YOU ACCEPT ALL RESPONSIBILITY AND LIABILITY FOR MAINTAINING THE SECURITY OF YOUR WEBSITES (E.G. BY ONLY UPLOADING OR PROVIDING FOR UPLOAD SOFTWARE THAT HAS BEEN DEMONSTRATED TO BE SECURE, APPROVING THE INSTALLATION OF PATCHES, SOFTWARE UPDATES AND PLUGINS, AND NOT SHARING PASSWORDS, ETC.).
THEREFORE, YOU UNDERSTAND AND AGREE THAT YOU USE THE PURCHASED SERVICE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEMS, WEBSITES, LOST PROFITS, OR LOSS OF DATA THAT RESULTS FROM USE OF THE PURCHASED SERVICE.
ADDITIONALLY, YOU ACKNOWLEDGE THAT IN NO EVENT WILL THE COMPANY PARTIES BE RESPONSIBLE FOR RESOLVING PROBLEMS WITH YOUR WEBSITE SHOULD A SECURITY ISSUE OCCUR, EVEN IF WHITE PEAK IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH ISSUES. WHITE PEAK OFFERS A SEPARATE SERVICE FOR RESOLVING SECURITY ISSUES AND IT MUST BE PURCHASED SEPARATELY.
- LIMITATION OF LIABILITY.
IN NO EVENT SHALL COMPANY PARTIES BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING ANY THAT MAY RESULT FROM (I) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, (II) THIRD-PARTY CONDUCT OF ANY NATURE WHATSOEVER, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL CONTENT, PERSONAL INFORMATION, FINANCIAL INFORMATION OR OTHER INFORMATION AND DATA STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF SERVICES TO OR FROM THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (V) ANY VIRUSES, WORMS, BUGS, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR FROM THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (IX) ANY USER CONTENT OR CONTENT THAT IS DEFAMATORY, HARASSING, ABUSIVE, HARMFUL TO MINORS OR ANY PROTECTED CLASS, PORNOGRAPHIC, “X-RATED”, OBSCENE OR OTHERWISE OBJECTIONABLE, AND/OR (VI) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT WHITE PEAK IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS SITE OR THE SERVICES FOUND AT THIS SITE MUST BE COMMENCED WITHIN THREE (3) MONTHS AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.
IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL WHITE PEAK’S TOTAL AGGREGATE LIABILITY EXCEED $100.00 U.S. DOLLARS.
THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE.
- GOVERNING LAW.
This Agreement will be governed by and construed in accordance with the laws of the State of Nevada.
This Agreement may not be assigned to another party, in whole or in part, without White Peak’s written consent. Any attempt to assign this Agreement without such consent will be null and void.
THIS AGREEMENT MAY NOT BE TERMINATED FOR CONVENIENCE. EITHER PARTY MAY TERMINATE THIS AGREEMENT BY PROVIDING WRITTEN NOTICE OF TERMINATION TO THE OTHER PARTY AT LEAST THIRTY (30) DAYS PRIOR TO THE END OF A SUBSCRIPTION TERM, AT WHICH POINT THE AGREEMENT WILL NOT RENEW BEYOND THE THEN-CURRENT SUBSCRIPTION TERM.
If any provision of this Agreement is held to be illegal, invalid, or unenforceable under any present or future law, then that provision will be fully severable. In such instance, this Agreement will be construed and enforced as if the illegal, invalid, or unenforceable provision had never comprised a part of this Agreement, and the remaining provisions of this Agreement will remain in full force and effect.
- ENTIRE AGREEMENT.
This Agreement is the complete and exclusive agreement between the Parties with respect to the subject matter hereof the Purchased Services in Section 2 (Purchased Service), superseding and replacing any and all prior agreements, communications, and understandings (both written and oral) regarding such subject matter. The terms and conditions of this Agreement will prevail over any contrary or inconsistent terms in any purchase order. This Agreement may be modified, or any rights under it waived, at White Peak’s sole discretion, by posting the revised Agreement on the White Peak website.
- IN WITNESS WHEREOF,
White Peak and You enter into this Agreement with the intent of being mutually bound by its terms. By accepting these Terms & Conditions (i.e. this Agreement), You warrant and represent that You have the authority and capacity to bind the Partner.
To accept this Agreement, accept these Terms & Conditions at the prompt within your proposal or upon checkout on our website. Either acceptance will be legally binding.