In this document the following words shall have the following meanings:
Any description given or applied to the Goods is given by way of identification only and the use of such description shall not constitute a sale by description.
Risk in the Goods shall pass to the Buyer upon receipt of the goods. Where the Buyer chooses to collect the Goods itself, risk will pass when the Goods are entrusted to it or set aside for its collection, whichever happens first. Regarding monthly services, the Buyer accepts full liability for the change in ranking and penalty related to their site in all instances. While the Seller accepts responsibility to carry out desired results, there are no guarantees for results offered, promoted, or shown. All rankings, results, and other items shown to Buyer are not guarantees of success, but estimates, and should not be seen as average or typical. Any and all claims made by Seller are for educational and informational purposes only. There is no assurance that prior and all successes shown, or past results, can be used as an indication of future results. The Seller agrees that the Buyer is not liable for any success or failure of the Buyer’s business decisions related to any information provided by the Buyer. Upon delinquent payment, the Seller reserves the full discretion to take any action necessary to obtain remaining balance, including but not limited to, to lock, privatize, or restricting administrative access to products in question, as well as other instances as the Seller’s sole discretion. In the event of delinquent or incomplete payment by the Buyer, the Buyer will be required to pay the Seller a minimum of $500,000, or a mutually agreed upon amount between Buyer and Seller. In the event of incomplete payment by the Buyer, violation of terms of service, or any other reason necessary, litigation can and will be pursued at the Seller’s sole discretion, with all legal fees incurred in seeking recovery to be reimbursed in full by the Buyer.
All Intellectual Property Rights produced from or arising as a result of the performance of this Agreement shall, unless explicitly written between both Buyer and Seller, become the absolute property of the Buyer and/or end user of Goods.
The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Seller shall be entitled to a reasonable extension of its obligations. If the delay persists for such time as the Seller considers unreasonable, it may, without liability on its part, terminate the contract.
The failure by either party to enforce at any time or for any period any one or more of the Terms and Conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions of this Agreement.
If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated.
This Agreement shall be governed by and construed in accordance with the laws of the United States and the parties hereby submit to the exclusive jurisdiction of the United States courts. Jurisdiction and arbitration county will be at Seller’s sole discretion, regardless of all initial filing requests.