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StaticPageBuilder.com Customer Agreement
This Agreement, which governs the terms and conditions of your use of
StaticPageBuilder.com and its Services, is between you ("you", "your"
or "Customer"), as an authorized user of such services, and
Paradise Modern ("PM"), a Panama company. This Agreement, together with
any operating rules, policies, price schedules, or other supplemental documents
expressly incorporated herein by reference and published from time to time by
Paradise Modern (collectively, the "Agreement"), constitutes the
entire agreement between Paradise Modern and you regarding SPB Services, and
supersedes all prior agreements between the parties regarding the subject
matter of this Agreement. Notwithstanding the foregoing, your use of any software
provided by Paradise Modern related to the Services shall be pursuant to a
separate agreement governing customers' use of such software. For purposes of
this Agreement, "SPB Services" or "Services" are defined as any
and all services provided by Paradise Modern to you either now or in the future.
By using SPB Services, you confirm your acceptance of, and agree to be bound
by, this Agreement.If you begin the
sign up process for SPB Services but fail to complete the process,
Paradise Modern may contact you one (1) time via email in an effort to help
successfully guide you through this process. You hereby authorize
Paradise Modern to make such contact, even if you ultimately determine not to
sign up for SPB Services.
1. SPB Services
Paradise Modern offers SPB Services at its website www.StaticPageBuilder.com (together with
other websites owned and operated by Paradise Modern). SPB Services include but is not limited to
access to and use of Paradise Modern’s proprietary tools that provides for the development of static web pages based
on Customer inputs including data sets, keywords, copy, and design templates.
2. Terms of Use
Paradise Modern is permitted to audit your use of its Services and any associated software by
providing no less than five (5) days prior written notice of its intention to
conduct such an audit at your facilities during normal business hours. If
Paradise Modern ultimately determines, in its sole discretion and whether or not
it has conducted an audit, that you have violated the SPB Services Terms of
Use, Paradise Modern reserves the right to immediately terminate your Services
and to collect from you the amount you would have been required to pay for our
SPB Services during the period of your non-compliance. You agree to pay this
amount to Paradise Modern, plus Paradise Modern's cost of conducting any audits that in Paradise Modern's
discretion reveal non-compliance.
NOTWITHSTANDING
THE FOREGOING, Paradise Modern RESERVES THE RIGHT TO TERMINATE OR SUSPEND YOUR
ACCOUNT WITHOUT PRIOR NOTICE IN THE EVENT OF ANY POLICY VIOLATION.
SPB Services is a non-refundable pre-paid service. Customers are charged usage fees
for credits for SPB Services.These credits may be on a per developed web page basis. The applicable rates are
listed at the StaticPagebuilder.com Website.
Credits
expire one year from the date of credit activation. Activation occurs on the date of verified and
successful receipt of payment of credits by Paradise Modern.
3. Storage of Customer Inputs
While your
SPB Services account is active, Paradise Modern will store your Customer inputs
for a period of up to one year, measured from the date of receipt of payment.
These
inputs are accessible through your SPB Services Account Interface. You
acknowledge that Paradise Modern may change its practices and limitations
concerning storage of Customer inputs, including without limitation, the
maximum number of days that Customer inputs will be retained, the maximum
number of Customer inputs stored at any one time, and the maximum storage space
that will be allotted on Paradise Modern's servers on your behalf, at any time, as provided for in Section 8.
You further agree that
Paradise Modern has no responsibility or liability whatsoever for the deletion
or failure to store any Customer inputs and/or other data maintained or stored
by the Service.
4. Privacy Policy
Paradise Modern
is dedicated to establishing trusting relationships with its customers, based
on respect for personal identity and information. To demonstrate our commitment
to Customer privacy, we have developed a Privacy Policy, a current copy of
which is available at www.staticpagebuilder.com/privacy.html.
If we
decide to change our privacy practices, we will post those changes in our
Privacy Policy, and other places we deem appropriate, so our customers are
always aware of what information we collect, how we use it, and under what
circumstances, if any, we disclose it. We will use information in accordance
with the Privacy Policy under which the information was collected. If, however,
we are going to use customers' personally identifiable information in a manner
different from that stated at the time of collection we will notify customers
via email. Customers will have a choice as to whether or not we use their
information in this different manner. However, if customers have opted out of
all communication with Paradise Modern, or deleted/deactivated their account,
then they will not be contacted, nor will their personal information be used in
this new manner. In addition, if we make any material changes in our privacy
practices that do not affect customer information already stored in our
database, we will post a prominent notice on our Web site notifying customers
of the change. In some cases where we post a notice we will also email
customers, who have opted to receive communications from us, notifying them of
the changes in our privacy practices.
5. Customer Responsibilities
You are
fully responsible for the contents of and any web pages developed or produced
through the Services. Paradise Modern simply acts as a passive conduit for you
to develop and produce static web pages of your own choosing. However,
Paradise Modern reserves the right to take any action with respect to the
Services that Paradise Modern deems necessary or appropriate in its sole
discretion if Paradise Modern believes you or your products may create liability
for Paradise Modern, compromise or disrupt the Services for you or other
customers, or cause Paradise Modern to lose (in whole or in part) other customer
or the services of Paradise Modern's partners and
suppliers. Your use of the Services is subject to all applicable local, state,
national and international laws and regulations (including without limitation
those governing account collection, export control, consumer protection, unfair
competition, anti-discrimination or false advertising). You agree: (1) to
comply with all laws regarding the transmission of technical data exported from
any country through the Services; (2) not to use the Services for illegal
purposes; (3) not to interfere or disrupt any third party connected to the
Services; (4) to comply with all regulations, policies and procedures of third
parties connected to the Services; (5) not to use the Services to infringe any
third party's copyright, patent, trademark, trade secret or other proprietary
rights or rights of publicity or privacy; and (6) not to develop or produce
through the Services any unlawful, harassing, libelous, abusive, threatening,
harmful, vulgar, obscene or otherwise objectionable material of any kind or
nature. You further agree not to develop or produce any material that
encourages conduct that could constitute a criminal offense, give rise to civil
liability or otherwise violate any applicable local, state, national or international
law or regulation. The Services make use of the Internet for develop and
produce content and web pages of your own choosing. As a result, your conduct
is subject to Internet regulations, policies and procedures. You shall not
interfere with another Customer's use and enjoyment of the Services or another
entity's use and enjoyment of similar services.
You must
(a) obtain and pay for all equipment and third-party services (e.g., Internet
access and email service) required for you to access and use SPB Services; (b)
maintain the security of your login information and other confidential
information relating to your SB Services account and; (c) be responsible for
all charges resulting from use of your SPB Services account, including
unauthorized use prior to your notifying Paradise Modern of such use and taking
steps to prevent its further occurrence.
6. Termination
Paradise Modern
may terminate your SPB Services account at any time, with or without cause,
upon notice.Paradise Modern also reserves
the right to terminate or suspend your SPB Services account without prior
notice, provided that Paradise Modern will attempt to confirm such termination
or suspension by subsequent notice.
7. Customer Representations
You represent and warrant that you are at least 18 years of age or, as applicable,
the age of majority in the state or province in which you reside, and that you
possess the legal right and ability to enter into this Agreement. You agree to
be financially responsible for your use of SPB Services (as well as for use of
your account by others, including minors living with you) and to comply with
your responsibilities and obligations as stated in this Agreement.
8. Modifications to Customer Agreement
Paradise Modern may automatically amend this Agreement at any time by (a) posting a revised
Customer Agreement on the StaticPageBuilder.com Website, and/or (b) sending
information regarding the amendment to the email address you provide to
Paradise Modern. YOU ARE RESPONSIBLE FOR REGULARLY REVIEWING THE
STATICPAGEBUILDER.COM WEBSITE TO OBTAIN TIMELY NOTICE OF SUCH AMENDMENTS. YOU
SHALL BE DEEMED TO HAVE ACCEPTED SUCH AMENDMENTS BY CONTINUING TO USE SPB
SERVICES AFTER SUCH AMENDMENTS HAVE BEEN POSTED OR INFORMATION REGARDING SUCH
AMENDMENTS HAS BEEN SENT TO YOU.
9. Modifications to Services
Paradise Modern reserves the right to modify or discontinue any of the Services with or without
notice to you. Paradise Modern shall not be liable to you or any third party
should Paradise Modern exercise its right to modify or discontinue the Services.
You are not authorized to make any necessary modification(s) to SPB Services or any of our
products to fit your purposes.
10. Customer Account, Login, and Security
As part of the registration process, you will be required to provide an email address and
select a login. You are entirely responsible for failing to maintain the
confidentiality of your login, password, and account information. Furthermore,
you are entirely responsible for any and all activities that occur under your
account. You agree to immediately notify Paradise Modern of any unauthorized use
of your account or any other breach of security known to you.
11. Disclaimer of Warranties and Limitation of Liability
a. SPB SERVICES AND ALL OTHER Paradise Modern SOFTWARE AND SERVICES ARE PROVIDED "AS IS," AND
NEITHER Paradise Modern NOR ANY OF ITS LICENSORS OR SERVICE PROVIDERS MAKES ANY
EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES TO YOU REGARDING THE
USABILITY, CONDITION OR OPERATION THEREOF. Paradise Modern DOES NOT WARRANT THAT
ACCESS TO OR USE OF SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT
Paradise Modern SOFTWARE OR SERVICES WILL MEET ANY PARTICULAR CRITERIA OF
PERFORMANCE OR QUALITY. Paradise Modern AND EACH OF ITS LICENSORS AND SERVICE
PROVIDERS EXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING WITHOUT
LIMITATION, WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPATIBILITY, SECURITY OR
ACCURACY.
b. YOUR USE OF SPB SERVICES AND ALL OTHER
Paradise Modern SOFTWARE AND SERVICES IS AT YOUR OWN RISK. YOU ASSUME FULL
RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR USE OF SPB SERVICES, AND/OR
DOWNLOADING AND/OR USE OF FILES OR OTHER MATERIAL (INCLUDING Paradise Modern
SOFTWARE) OBTAINED EITHER DIRECTLY OR INDIRECTLY FROM Paradise Modern. YOU AGREE
THAT NEITHER Paradise Modern NOR ANY OF ITS LICENSORS OR SERVICE PROVIDERS WILL
BE LIABLE FOR DAMAGES (INCLUDING CONSEQUENTIAL OR SPECIAL DAMAGES) ARISING OUT
OF YOUR USE OF OR INABILITY TO USE SPB SERVICES OR ANY OTHER Paradise Modern
SOFTWARE OR SERVICES, AND YOU HEREBY WAIVE ANY CLAIMS WITH RESPECT THERETO,
WHETHER BASED ON CONTRACTUAL, TORT OR OTHER GROUNDS, EVEN IF Paradise Modern OR
ANY SUCH LICENSOR OR SERVICE PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF
DAMAGES. THE ENTIRE LIABILITY OF Paradise Modern AND ITS LICENSORS AND SERVICE
PROVIDERS AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE USE OF SPB SERVICES AND
ANY OTHER Paradise Modern SERVICES AND SOFTWARE OR ANY BREACH OF THIS AGREEMENT
ARE LIMITED TO THE LESSER OF: (I) THE AMOUNT ACTUALLY PAID BY YOU FOR ACCESS TO
AND USE OF THE SOFTWARE OR SERVICES IN THE THREE (3) MONTHS PRECEDING THE DATE
OF YOUR CLAIM OR (II) U.S.$500.00. YOU HEREBY RELEASE
Paradise Modern AND EACH OF ITS LICENSORS AND SERVICE PROVIDERS FROM ANY AND ALL
OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THIS LIMITATION. SOME
JURISDICTIONS DO NOT ALLOW IMPLIED WARRANTIES TO BE EXCLUDED OR MODIFIED OR
LIABILITY TO BE LIMITED, SO NOT ALL OF THE ABOVE LIMITATIONS MAY APPLY TO YOU.
c. NEITHER Paradise Modern NOR ANY OF ITS LICENSORS OR SERVICE PROVIDERS
SHALL BE HELD RESPONSIBLE IN ANY WAY OR BY ANY
MEANS, EITHER DIRECTLY OR INDIRECTLY, FOR ANY TECHNICAL DIFFICULTIES OUTSIDE OF
Paradise Modern’s OR ANY SUCH LICENSOR'S OR SERVICE PROVIDER'S CONTROL WHICH
COULD LEAD TO THE INTERRUPTION OF SERVICE.
d. YOU WILL NOT RELY ON ANY REPRESENTATION
OR WARRANTY, EXPRESSED OR IMPLIED, MADE BY ANY PERSON OTHER THAN AN AUTHORIZED
OFFICER OF Paradise Modern, IN EVALUATING THE SPB SERVICES OR ANY OTHER SERVICES
AND/OR PRODUCTS OF Paradise Modern.
12. Charges & Payment
a. You agree to pay in advance all charges
for your use of SPB Services at the prices then in effect and as posted on the
StaticPageBuilder.com website, in advance of your use of SPB Services.
Paradise Modern reserves the right to change prices or institute new charges for
access to or use of SPB Services, however the rates you prepaid for use of SPB
Services will remain in effect during the course of this Agreement. All changes
will be posted by Paradise Modern at the StaticPageBuilder.com Website and you
are responsible for regularly reviewing such pricing information to obtain
timely notice of such changes.
b. Payment of SPB Services is due in
advance and, unless you have a qualified business account, must be made by the
credit or debit card designated by you for Paradise Modern use and transactions.
If your SPB Services account is a qualified business account and is approved by
Paradise Modern for corporate billing, you agree to be invoiced and pay in
advance all charges for your use of SPB Services at the prices then in effect
and as posted on the StaticPageBuilder.com website. Paradise Modern must be able to successfully
process your usage fees through your credit or debit card, or in the event of
prepayment by corporate invoice, payment must be received by Paradise Modern
before your use of SPB Services.
c. Charges are to be paid in US Dollars.
If the payment method for your SPB Services account is by credit or debit card
and payment is not received by Paradise Modern from the card issuer or its
agents, you agree to pay all amounts due upon demand by Paradise Modern. Your
card issuer's agreement governs your use of your designated card in connection
with Paradise Modern, and you must refer to such agreement (not this Agreement)
with respect to your rights and liabilities as a cardholder.
d. Your usage fees are payable in advance
and are COMPLETELY NON-REFUNDABLE. Failure to use your account or SPB Services
will not be deemed a basis for refund or refusing to pay any charges submitted
by Paradise Modern in accordance with this Agreement.
e. Upon notice from Paradise Modern to you
that Paradise Modern, in its sole discretion, has terminated this Agreement with
you, you will be entitled to a refund of any unused portion of your most recent
payment
f. Paradise Modern reserves the right to
suspend or terminate your SPB Services account without notice upon rejection of
any card charges or if your card issuer (or its agent or affiliate) seeks
return of payments previously made to Paradise Modern when Paradise Modern
believes you are liable for the charge. Such rights are in addition to and not
in lieu of any other legal rights or remedies available to Paradise Modern.
13. Ownership
a. All programs, services, processes, designs, software, technologies, trademarks, trade names, inventions and
materials comprising the SPB Service are wholly owned by Paradise Modern and/or
its licensors and service providers except where expressly stated otherwise.
b. YOU FURTHER UNDERSTAND AND AGREE THAT
Paradise Modern MAY FROM TIME TO TIME NEED TO CHANGE THE SPB SERVICE INTERFACE
AND OTHER TOOLS. YOU AGREE THAT Paradise Modern WILL NOT BE LIABLE FOR DAMAGES
(INCLUDING CONSEQUENTIAL OR SPECIAL DAMAGES) ARISING OUT OF ANY SUCH CHANGES,
AND YOU HEREBY WAIVE ANY CLAIMS WITH RESPECT TO ANY SUCH CHANGE, WHETHER BASED
ON CONTRACTUAL, TORT OR OTHER GROUNDS, EVEN IF Paradise Modern HAS BEEN ADVISED
OF THE POSSIBILITY OF DAMAGES.
14. Indemnification
You agree to indemnify Paradise Modern and each of its licensors and service providers
from and against any and all liabilities, expenses (including attorneys' fees)
and damages arising out of claims based upon use of your SPB Services account,
including any violation of this Agreement by you or any other person using your
account, any claim of libel, defamation, violation of rights of privacy or
publicity, any loss of service by other customers, any infringement of
intellectual property or other rights of any third parties, and any violation
of any laws or regulations, including but not limited to any violation of any
laws or regulations prohibiting transmission of unsolicited faxes.
15. No Transfer or Resale of the Services
Your right to use the Services is personal to you. You may be either an individual or a
corporation or business entity, but you agree not to transfer or resell the use of the Services.
16. Notices; Consent
Notices given by Paradise Modern to you will be given by email or by a general posting
on the StaticpageBuilder.com Website, or by conventional mail. In any matter
requiring Paradise Modern's prior consent, such
consent will be considered given only if made in the foregoing manner by an
authorized representative of Paradise Modern. Notices given by you to
Paradise Modern must be given by email or by conventional mail (subject,
however, to Paradise Modern's verification procedures,
as may be established by Paradise Modern from time to time in its sole
discretion, and which may include the requirement that you contact
Paradise Modern by phone so as to confirm that any such notice was in fact sent
by you). Notices to Paradise Modern by conventional mail must be sent to Paradise
Modern, Inc.
5th Floor, Office 511, Ave. Manuel Maria Icaza y Calle 51,
Panama City, Panama
17. General Terms
THE LAWS OF THE COUNTRY OF PANAMA, EXCLUDING ITS CONFLICTS-OF-LAW RULES, GOVERN THIS
AGREEMENT AND YOUR USE OF Paradise Modern SOFTWARE AND SERVICES. THE UN
CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY DISCLAIMED. YOU
EXPRESSLY AGREE THAT EXCLUSIVE JURISDICTION FOR ANY CLAIM OR DISPUTE ARISING
FROM THE USE OF Paradise Modern SOFTWARE OR SERVICES RESIDES IN PANAMA; provided
nothing in this section shall restrict either of the parties from resorting to
the courts of any jurisdiction in order to collect, enforce or execute any
judgment obtained in the courts located in the country of Panama. If any
provision of this Agreement is held to be invalid or unenforceable, such
provision shall be struck and the remaining provisions shall be enforced. Paradise Modern's failure to act with respect to a breach by
you or others does not waive Paradise Modern's right
to act with respect to subsequent or similar breaches. You may not assign or
transfer this Agreement or any rights hereunder, and any attempt to the
contrary is void. Paradise Modern shall not be liable for any delay or failure
to perform resulting directly or indirectly from any causes beyond Paradise Modern's reasonable control.
Parental control protections (such as computer hardware, software, or filtering services) are commercially
available that may assist you in limiting access to material that is harmful to
minors, although such technology may not be effective with regard to receipt of
email messages as provided as part of the Services.
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