If you violate any of provisions of these Terms, we may terminate, cancel, or block your access to the Site immediately and without notice. We reserve the right to modify or discontinue the Site, Services, or any part thereof at any time and you agree that we shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Site, Services or any part thereof.
1. Services, Content, Products, and Accuracy of Data
Your use of the Site and Services is at your sole discretion and risk. The Site, Services and all materials, information, products and services included therein, are provided on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind. Eddans Marketing expressly disclaims any and all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of proper content of the Site, quality and availability of the Service, suitability for a particular purpose, non-infringement, and any other warranty that might arise under any law.
We attempt to ensure that information on EddansMarketing.com website is complete, accurate, and current, however, due to the nature of the information we gather (and its sources) it may be incorrect, incomplete, or out of date. We make no guarantees as to the correctness or wholeness of any information expressed on our website. All features, content, product descriptions, product pricing, services, and statements of said products and services described or displayed on this website are subject to change at any time and without notice. Eddans, Inc. continually attempts to accurately display all aspects of our products and services.
Any material generated by Eddans Marketing and displayed on the website is the sole property of Eddans Marketing. This includes, but is not limited to: Product Branding, Report Generation, Images, Client Data, Content, and Accounts Created.
ALL materials and content provided by Eddans Marketing or displayed on www.eddansmarketing.com require written authorization to be used or transmitted by any user of the website. All elements of this website (www.eddansmarketing.com) that have been generated by Eddans Marketing are the intellectual property of Eddans, Inc.
Any unauthorized use of said materials and content may violate local, state, or federal laws designed to protect copyrights, trademarks, and intellectual capital. It is the client's responsibility to comply with the laws governing their use of the website and protect their personal information (specifically account username / password) along with the confidentiality of their information that may be displayed. You agree to accept responsibility for all activities that occur with-in your account and will NOT hold Eddans Marketing liable should the account (or its data) be compromised by an unauthorized user.
3. Orders and Paid Services
We confirm orders by emails. Receiving said email binds the client to their obligations related to the order. Receiving an email receipt does NOT constitute an agreement beyond the specified details of that receipt. We reserve the right without prior notice and at our discretion to refuse service to any customer along with access to the website by any visitor or customer should it be used inappropriately or beyond the scope of what Eddans, Inc. deems acceptable.
a. Paid Services and Auto-Renewal. Please see our pricing and packages for current subscription plans, single-sale items, features and pricing on our Site or in our emails to you. Features and prices are subject to change. Additional terms and conditions (to be shown prior to purchase) apply to custom accounts. All fees may be subject to taxes. By default, all recurring subscriptions are set to automatically renew for the same period of time as the original subscription. You may decline to renew 7 days prior to the commencement of a renewal subscription. If you sign-up for any subscription plan or Service, your payment obligations will commence on the day you access the Site or Services and will continue until your subscription or account are cancelled to which you cease using the Services (the “Term”). If you are purchasing our packages on a subscription basis, you can choose to purchase a monthly or yearly subscription and your subscription will renew automatically. You authorize Eddans Marketing to charge your credit card or a PayPal account, or any other payment method (“Payment Method “) on each monthly, annual, or other renewal term (based on the applicable billing cycle), on the calendar day corresponding to the first day you subscribed to a paid subscription. When you provide a Payment Method to us, you confirm that you are permitted to use that Payment Method. You also authorize us to collect and store it, along with other related transaction information. When you make a purchase, you authorize us (and our designated payment processor) to charge the full amount to the Payment Method you designate for the transaction. If your paid subscription to the Services began on a day not contained in a subsequent month (e.g., your service began on January 30 and there is no February 30), Eddans Marketing will process your payment on the last day of such month.
b. Purchases by Authorization Form or Invoice. If an Authorization Form or Invoice are issued for the purchase of the Services, you agree to pay all fees as and when described per the Authorization Form(s) or Invoice. Eddans Marketing shall invoice you for the fees in the currency set forth on the Authorization Form or Invoice. Unless otherwise stated on the Authorization Form or Invoice, all invoices shall be payable within 30 days of the invoice date. Any disputed amounts shall not affect payment of non-disputed amounts. You shall make payments to the entity and address set forth in the invoice.
c. Late Payment. If any amounts due hereunder are not received by Eddans Marketing by the due date, then, at our discretion, such charges may accrue late interest at the rate of 12% per year or the maximum rate permitted by law, whichever is lower, from the date such payment was due until the date paid. In addition, Eddans Marketing may suspend your access to the subscribed services and restrict or terminate your account and the Services and products if Eddans Marketing does not receive the payment on the due date.
d. Termination / Cancellation of Services and Subscriptions. If you violate any of these Terms, miss subscription payments, abuse the Services, or otherwise create risk or possible legal exposure to Eddans Marketing, Eddans Marketing may terminate or suspend your Eddans Marketing Account at our sole discretion and stop providing you the Services. Eddans Marketing will notify you by email or at the next time you attempt to access your account. You may also request to cancel or disable your account or subscription plan or any paid service at any time. For cancellation or termination procedure, and for further assistance please contact Eddans Marketing at email@example.com . Any fees paid to Eddans Marketing for the Services during a monthly or annual billing cycle are non-refundable, even if your account is later terminated by Eddans Marketing. If your account is terminated due to your breach of these Terms during the relevant cancelation period, you will not receive a refund. Upon termination of the Services or this Agreement for any reason, (i) you will immediately cease the use of the Services; (ii) you will have no further access to your account or paid subscription provided by Eddans Marketing; and (iii) you will pay Eddans Marketing all unpaid amounts owing to Eddans Marketing. If Eddans Marketing deletes your account for breaching the terms of these Terms, you may not re-register for the Services. Eddans Marketing may block your email address and Internet protocol address to prevent further registration
e. Effect of Termination of Account or Service or Subscription. If you or Eddans Marketing cancel your subscription, the access to the subscribed Eddans Marketing Services will be terminated. In this case, your PPC account created for you by Eddans Marketing, using Eddans Marketing email, may no longer be available to you to access. You agree that Eddans Marketing shall not be responsible for any loss caused by termination of access to the subscribed services and to your PPC account. In case of termination of the Services and to prevent you from unauthorized charges, Eddans Marketing may stop (pause or delete) all of your campaigns. In order to pause or delete your campaigns Eddans Marketing must have full access to your PPC and marketing accounts.
f. Taxes and Withholdings. You are responsible for paying all taxes associated with your purchase of services. If Eddans Marketing has the legal obligation to pay or collect taxes for which you are responsible under this section, the appropriate amount shall be invoiced to and paid by you, unless you provide Eddans Marketing with a valid tax exemption certificate authorized by the appropriate taxing authority. Any and all payments by or on account of the compensation payable under this Agreement shall be made free and clear of and without deduction or withholding for any taxes. If you are required to deduct or withhold any Taxes from such payments, then the sum payable shall be increased as necessary so that, after making all required deductions or withholdings, Eddans Marketing receives an amount equal to the sum it would have received had no such deduction or withholding been made.
g. Other Purchases. Purchases of other products and services through the Eddans Marketing through the Service are subject to our Terms and to other terms and conditions that are presented to you at the time of purchase.
4. Campaign Ownership
All advertising campaigns are the property of Eddans Marketing unless otherwise stated in an additional contract or addendum.
5. Limitation of Liability & Customers (Clients) Responsibility
EDDANS MARKETING ACCEPTS NO RESPONSIBILITY FOR THE FOLLOWING: SHOULD AN ACCOUNT BE BROUGHT OFF-LINE AS A RESULT OF TECHNICAL DIFFICULTIES AT OUR FACILITIES OR THOSE OF THE VENDORS EDDANS MARKETING USES. DUE TO THE TECHNICAL NATURE OF OUR PRODUCTS AND SERVICES EDDANS MARKETING CAN NOT BE HELD RESPONSIBLE FOR TECHNICAL DIFFICULTIES THAT OCCUR AT ANY TIME DURING THE SERVICE. EDDANS MARKETING’S ADVERTISING SERVICES ARE DESIGNED TO BE EMPLOYED AND MANAGED BY EDDANS MARKETING AND DO NOT GUARANTEE ANY INCREASE IN BUSINESS OR SPECIFIC TRAFFIC LEVELS TO A GIVEN ADVERTISMENT. ANY LOSS OF BUSINESS OR MONEY RESULTING FROM AN ADVERTISMENT OR SERVICES PROVIDED BY EDDANS MARKETING IS SOLELY THE RESPONSIBILITY OF THE CLIENT. BY USING OUR SERVICE YOU AGREE THAT EDDANS MARKETING CANNOT BE HELD RESPONSIBLE FOR DOWNTIME OR LOSS OF YOUR BUSINESS OR LOSS OF YOUR MONEY AT ANY TIME AND AT ANY CURCUMSTANCES. IF A CLIENT NOTICES AN ERROR IN THEIR ACCOUNT, ON THEIR ADVERTISMENT, OR IN ANY PRODUCT OR SERVICE - IT IS SOLELY THEIR RESPONSIBILITY TO CONTACT EDDANS MARKETING TO HAVE IT CORRECTED.
6. Third-Party Disclosure
EDDANS MARKETING USES THIRD PARTIES FOR VARIOUS PRODUCTS AND SERVICES AND CANNOT BE HELD RESPONSIBLE FOR DOWNTIME OR LOSS OF BUSINESS DUE TO FAILURES OF SAID THIRD PARTIES.
7. Representations and Warranties
You agree to indemnify, hold harmless, and defend Eddans Marketing and its licensors, suppliers, officers, directors, employees, agents, affiliates, subsidiaries, successors and assigns (collectively "Indemnified Parties") from and against any and all liability, loss, claim, damages, expense, or costs (including but not limited to attorneys' fees), incurred by or made against the Indemnified Parties in connection with any claim arising from or related to:
a. your use of and access to the Site;
b. your violation of any provision of these Terms;
c. your violation of any third party right, including without limitation any copyright, property, or privacy right; or
d. your User-Generated Content, uploaded, linked to or posted on the Site;
e. any commercial products you offer on or through the Site or using our Services;
f. any claim that one of your actions caused damage to a third-party.
This includes, but is not limited to, any breach or violation of this Agreement by you or anyone utilizing your account. You agree to fully cooperate, at your expense, as reasonably required by an Indemnified Party.
These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Eddans Marketing without limitation and in Eddans Marketing’s sole discretion.
11. No Third Party Beneficiaries
You agree that, except as otherwise expressly provided in these Terms, there shall be no third party beneficiaries to this Agreement.
12. General Legal Terms
a. Headings are for convenience only and shall not be used to construe the terms of this Agreement. If any term of this Agreement is found invalid or unenforceable by any court of competent jurisdiction, that term will be severed from this Agreement. No failure or delays by Eddans Marketing in exercising any right hereunder will waive any further exercise of that right. Eddans Marketing rights and remedies hereunder are cumulative and not exclusive.
b. These Terms constitute the entire understanding and agreement between you and us and govern your use of the Site, superseding any prior agreements. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other services, affiliate services, third-party content or third-party software.
c. These Terms (and any linked policies) shall be governed by the laws of the State of Illinois, United States of America, without regard to principles of conflicts of law. The Uniform Commercial Code, the Uniform Computer Information Transaction Act, and the United Nations Convention of Controls for International Sale of Goods shall not apply.
13. Arbitration Agreement; Class Waiver; Waiver of Trial by Jury. Please read this Section (“Arbitration Agreement”) carefully. It is part of your contract with Eddans Marketing and affects your rights. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
a. Claims and disputes (excluding claims for injunctive or other equitable relief as set forth below) in connection with the Terms or the use of any product or service provided by Eddans Marketing that cannot be resolved informally or in small claims court shall be resolved by binding arbitration on an individual basis under the terms of this Arbitration Agreement. Unless otherwise agreed to, all arbitration proceedings shall be held in English. This Arbitration Agreement applies to you and Eddans Marketing, and to any subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under the Terms.
b. Notice Requirement and Informal Dispute Resolution. Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute (“Notice”) describing the nature and basis of the claim or dispute, and the requested relief.
A Notice to Eddans Marketing should be sent to:
113 McHenry Rd., Unit #147,
Buffalo Grove, IL 60089, USA
and copied by email to firstname.lastname@example.org . After the Notice is received, you and Eddans Marketing may attempt to resolve the claim or dispute informally. If you and Eddans Marketing do not resolve the claim or dispute within thirty (30) days after the Notice is received, either party may begin an arbitration proceeding. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled.
c. Arbitration Rules. Arbitration shall be initiated through the American Arbitration Association (“AAA”), an established alternative dispute resolution provider (“ADR Provider”) that offers arbitration as set forth in this section. If AAA is not available to arbitrate, the parties shall agree to select an alternative ADR Provider. The rules of the ADR Provider shall govern all aspects of the arbitration, including but not limited to the method of initiating and/or demanding arbitration, except to the extent such rules are in conflict with the Terms. The AAA Consumer Arbitration Rules (“Arbitration Rules”) governing the arbitration are available online at www.adr.org or by calling the AAA at 1-800-778-7879. The arbitration shall be conducted by a single, neutral arbitrator. Any claims or disputes where the total amount of the award sought is less than Ten Thousand U.S. Dollars (US $10,000.00) may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the total amount of the award sought is Ten Thousand U.S. Dollars (US $10,000.00) or more, the right to a hearing will be determined by the Arbitration Rules. Any hearing will be held in a location within 100 miles of your residence, unless you reside outside of the United States, and unless the parties agree otherwise. If you reside outside of the U.S. the arbitrator shall give the parties reasonable notice of the date, time and place of any oral hearings. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. If the arbitrator grants you an award that is greater than the last settlement offer that we made to you prior to the initiation of arbitration, we will pay you the greater of the award or $2,500.00. Each party shall bear its own costs (including attorney’s fees) and disbursements arising out of the arbitration and shall pay an equal share of the fees and costs of the ADR Provider.
d. Additional Rules for Non-Appearance Based Arbitration. If non-appearance based arbitration is elected, the arbitration shall be conducted by telephone, online or based solely on written submissions; the specific manner shall be chosen by the party initiating the arbitration. The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise agreed by the parties.
e. Time Limits. If you or we pursue arbitration, the arbitration action must be initiated or demanded within the statute of limitations (i.e., the legal deadline for filing a claim) and within any deadline imposed under the AAA Rules for the pertinent claim.
f. Authority of Arbitrator. If arbitration is initiated, the arbitrator will decide the rights and liabilities, if any, of you and us, and the dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages, and to grant any non-monetary remedy or relief available to an individual under applicable law, the AAA Rules, and the Terms. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
g. Waiver of July Trial. THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement. Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in a court and are subject to very limited review by a court. In the event any litigation should arise between you and us in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND EDDANS MARKETINGWAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.
h. Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER.
i. Confidentiality. All aspects of the arbitration proceeding, including but not limited to the award of the arbitrator and compliance therewith, shall be strictly confidential. The parties agree to maintain confidentiality unless otherwise required by law. This paragraph shall not prevent a party from submitting to a court of law any information necessary to enforce this Agreement, to enforce an arbitration award, or to seek injunctive or equitable relief.
j. Severability. If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of this Arbitration Agreement shall continue in full force and effect.
k. Right to Waive. Any or all of the rights and limitations set forth in this Arbitration Agreement may be waived by the party against whom the claim is asserted. Such waiver shall not waive or affect any other portion of this Arbitration Agreement.
L. Survival. This Arbitration Agreement will survive the termination of your relationship with us.
m. Small Claims Court. Notwithstanding the foregoing, either you or Eddans Marketing may bring an individual action in small claims court.
n. Emergency Equitable Relief. Notwithstanding the foregoing, either party may seek emergency equitable relief before a state or federal court in order to maintain the status quo pending arbitration. A request for interim measures shall not be deemed a waiver of any other rights or obligations under this Arbitration Agreement.
o. Claims Not Subject to Arbitration. Notwithstanding the foregoing, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party’s patent, copyright, trademark or trade secrets shall not be subject to this Arbitration Agreement.
p. Courts. In any circumstances where the foregoing Arbitration Agreement permits the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the courts located within Cook County, Illinois, for such purpose.
q. Governing Law. These Terms and any action related thereto will be governed and interpreted by and under the laws of the State of Illinois, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
r. These Terms constitute the entire agreement between you and Eddans Marketing with respect to the Site and supersedes all prior agreements or understandings between you and Eddans Marketing with respect thereto. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Eddans Marketing is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Eddans Marketing prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Eddans Marketing may freely assign these Terms. The terms and conditions set forth in these Terms shall inure to the benefit of and be binding upon permitted assignees.
s. Eddans Marketing shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, power outages, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
t. You agree that Eddans Marketing may provide you with notices, including those regarding changes to these Terms, by email, regular mail, or postings on the Site. For support-related inquiries, you may contact us, using our contact information and tools, located on Site or by mail:
Attention: Legal Department
113 McHenry Rd., Unit #147
Buffalo Grove, IL 60089, USA
Nothing herein shall limit Eddans Marketing right to object to subpoenas, claims, or other demands.
u. This Agreement may not be modified except by a revised Terms of Service posted by Eddans Marketing on the Site or a written amendment signed by an authorized representative of Eddans Marketing. A revised Terms of Service will be effective as of the date it is posted on the Eddans Marketing Site.
v. This Agreement is binding upon and shall inure to the benefit of both parties and their respective successors, heirs, executors, administrators, personal representatives, and permitted assigns. No third party shall have any rights hereunder.