Definitions:
Acceptance:
The following Agreement is entered into by and between You and Company.
The following Terms and Conditions, together with any documents they expressly incorporate by reference collectively, these “Terms and Conditions” govern your access to and use of Company services and/or products, including but not limited to any content, functionality and services offered on or through TealShoopCoaching.com, hereafter referred to as “Website”, whether as a guest or a registered user.
By opening an account, using, or purchasing any Company good or service, including but not limited to using the Website or by clicking to accept or agree to the Terms and Conditions when this option is made available to you, you accept and agree to all Terms and Conditions.
Company goods and services are offered to users who are 18 years of age or older. By using or accessing Company goods and services, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use Company goods and services.
Changes to Terms and Conditions:
Terms and Conditions are subject to change by Company at will, with immediate effect, and without notice.
Your continued access or use of Company following the posting of revised Terms and Conditions means that you accept and agree to the changes.
Pricing, Fees, and Rates:
All pricing, fees, and rates are subject to change without notice. Company is not responsible for any typographical errors or omissions. All pricing is in US Dollars (USD) unless explicitly shown otherwise and does not include any taxes, duties, tariffs, or other fees.
Coupons, Vouchers, Discounts:
Coupons, vouchers, and discounts are, unless explicitly stated otherwise, for online purchase at Website. Expiration dates for the offer are as stated on the coupon, voucher, or discount. Coupons, vouchers, and discounts may not be combined with any other offer or discount, are not exchangeable, not transferable, have no cash value, are not eligible for rain check, and are one use per person unless explicitly stated otherwise. Coupons, vouchers, and discounts may not be applied to subscription products, bundle products, shipping, taxes, or other fees.
Domestic Sales Tax:
Company is not required to, and does not, collect sales or use tax in all states. However, under certain state laws, purchases are not tax-exempt merely because they were made over the internet or because an internet reseller is not required to collect sales tax. You may still be liable to remit state tax, and compliance is your responsibility. Company recommends you check your state's tax regulations for online purchases, as Company is not responsible for individual state sales tax collection.
International:
Company is not required to, and does not, collect international sales, use, GST, VAT, or similar taxes. Buyers are responsible for any and all duties, taxes, and customs fees that may apply. Buyer shall be aware that applicable duties, taxes, and customs fees are not included in the purchase price or collected at time of purchase, but that Buyer is still responsible for any and all applicable duties, taxes, and customs fees.
If required by law, Company may collect applicable sales tax at time of purchase, such as GST, HST, PST, QST, or VAT, and this will be shown at check-out.
Company is not responsible for any delays due to customs or other parties.
Payment:
Payment is due at point of sale and prior to providing goods and services. Payment shall be made electronically via the method(s) Company explicitly approves and makes available at point of sale.
Currency:
All monetary values shall be listed in USD or other currency explicitly approved by Company. All quotes, payments, or other monetary transactions shall be made in USD or other currency explicitly approved by Company.
Cancellation and Refunds:
If you have reserved a one-on-one live coaching session, you may cancel your reservation by emailing Teal@tealshoopcoaching.com. Your cancellation notice must be received at least 24 hours prior to your scheduled session in order to request a rescheduling of your session. Cancellation notices received with less than 24 hours notice will result in you being charged for your session.
All other Company goods and services are not eligible for cancellation.
All sales are final. Company does not provide refunds.
Live Coaching:
Company makes no guarantee on times, dates, availability, wait times, or changes in schedule related to live coaching sessions, regardless of group or one-on-one sessions. Company will make every reasonable effort to make available accurate schedules for you to reserve coaching sessions, but reserves the right to cancel sessions or change availability at will and without notice.
For Educational and Informational Purposes Only:
The information available through and provided by Company, including but not limited to information and resources contained in goods, services, and Website, are for educational and informational purposes only. No information available through or provided by Company is not intended as, and shall not be understood or construed as legal, financial, tax, medical, health, or any other professional advice.
Accuracy and Personal Responsibility:
Company has taken every reasonable effort to ensure that the information provided on Website, the resources available for download, and all other Company goods and services are accurate and provide valuable information, but Company cannot guarantee the accuracy of the information.
By using or accessing Company goods, services, information, you accept personal responsibility for the results of your actions.
You agree to take full responsibility for any harm or damage you suffer as a result of the use, or non-use, of the information available through Company goods and services, including Website. You agree to use judgment and conduct due diligence before taking any actions or implementing any plans or policy suggested or recommended by Company goods and services. You are responsible for seeking competent advice from a professional who is familiar with your situation.
No Guarantees as To Results:
You agree that the Company has not made any guarantees about the results of taking any action, whether recommended by Company through any method, such as this Website, or not. Company provides educational and informational resources that are intended to help users of this Company’s goods and services succeed. You nevertheless recognize that your ultimate success or failure will be the result of your own efforts, your particular situation, and innumerable other circumstances beyond the control and/or knowledge of the Company. You also recognize that prior results do not guarantee a similar outcome. Thus, the results obtained by others – whether clients of the Company or otherwise – applying the principles set out in Company’s goods, services, and information are no guarantee that you or any other person or entity will be able to obtain similar results.
Accessing The Website and Account Security:
Company reserves the right to withdraw or amend Website and any service or material Company provide on Website at Company’s sole discretion without notice. Company will not be liable if for any reason all or any part of the Website or Company goods or services are unavailable at any time or for any period. From time to time, Company may restrict access to some parts of the Website, or the entire Website, to users, including registered users.
To access the Website or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Website and any resources downloaded from the Website that all the information you provide on the Website is correct, current, and complete. You agree that all information you provide to register with this Website or otherwise, including but not limited to through the use of any interactive features on the Website, is governed by Company Privacy Policy, and you consent to all actions Company takes with respect to your information consistent with Company Privacy Policy.
If you choose, or are provided with, a user name, password or any other piece of information as part of Company security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your user name, password or other security information. You agree to notify Company immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
Company has the right to disable any user name, password or other identifier, whether chosen by you or provided by Company, at any time in Company’s sole discretion for any or no reason, including if, in Company’s opinion, you have violated any provision of these Terms and Conditions.
Confidentiality:
All communications from Company to you are confidential and may not be shared without express written permission from Company. All private coaching sessions between parties are confidential. The parties shall have the right to pursue legal action for the unauthorized disclosure of any confidential information, including but not limited to trade secrets, and recover all economic and non-economic damages. The obligations not to disclose confidential information shall survive any term of this agreement, and confidential information shall not be disclosed at any time as long as it remains confidential.
Data:
You agree that Company may add your contact information to Company’s newsletter or e-newsletter mailing list. You may opt out of receiving the newsletter or e-newsletter at any time.
Privacy:
Information Company Collect
To fulfill your order, you must provide Company with certain information (which you authorized by placing an order, joining Company subscriber list, or similar), such as your name, email address, postal address, payment information, phone number, and the details of the product that you’re ordering. You may also choose to provide Company with additional personal information if you contact Company directly, such as for a special order or special delivery instructions.
Why Company Needs Your Information and How Company Uses It
Company relies on a number of legal bases to collect, use, and share your information, including:
- as needed to provide Company services, such as when Company uses your information to fulfill your order, to settle disputes, or to provide customer support;
- when you have provided your affirmative consent, which you may revoke at any time, such as by signing up for Company’s mailing list;
- if necessary to comply with a legal obligation or court order or in connection with a legal claim, such as retaining information about your purchases if required by tax law; and
- as necessary for the purpose of Company’s legitimate interests, if those legitimate interests are not overridden by your rights or interests, such as 1) providing and improving Company services. Company uses your information to provide the services you requested and in Company’s legitimate interest to improve Company’s services; and 2) compliance with the Company’s trusted third party sellers and their terms of Use. Company uses your information as necessary to comply with Company obligations under the Company’s trusted third party seller’s policies.
Information Sharing and Disclosure
Information about Company customers is important to Company’s business. Company shares your personal information for very limited reasons and in limited circumstances, as follows:
- Service providers. Company engages certain trusted third parties to perform functions and provide services to Company’s business, such as sales marketplaces and warehousing and delivery companies. Company will share your personal information with these third parties, but only to the extent necessary to perform these services.
- Business transfers. If Company sells or merges Company’s business, Company may disclose your information as part of that transaction, only to the extent permitted by law.
- Compliance with laws. Company may collect, use, retain, and share your information if Company has a good faith belief that it is reasonably necessary to: (a) respond to legal process or to government requests; (b) enforce Company agreements, terms and policies; (c) prevent, investigate, and address fraud and other illegal activity, security, or technical issues; or (d) protect the rights, property, and safety of Company’s customers, or others.
Data Retention
Company retains your personal information only for as long as necessary to provide you with Company’s services and as described in Company’s Privacy Policy. However, Company may also be required to retain this information to comply with Company’s legal and regulatory obligations, to resolve disputes, and to enforce Company’s agreements.
Transfers of Personal Information Outside the EU
Company may store and process your information through third-party hosting services in the US and other jurisdictions. As a result, Company may transfer your personal information to a jurisdiction with different data protection and government surveillance laws than your jurisdiction. If Company is deemed to transfer information about you outside of the EU, Company relies on Privacy Shield as the legal basis for the transfer.
Your Rights
If you reside in certain territories, including the EU, you have a number of rights in relation to your personal information. While some of these rights apply generally, certain rights apply only in certain limited cases. Company describes these rights below:
- Access. You may have the right to access and receive a copy of the personal information Company holds about you by contacting Company using the contact information below.
- Change, restrict, delete. You may also have rights to change, restrict Company’s use of, or delete your personal information. Absent exceptional circumstances (like where Company is required to store data for legal reasons) Company will generally delete your personal information upon request.
- Object. You can object to (i) Company processing of some of your information based on your legitimate interests and (ii) receiving marketing messages from Company after providing your express consent to receive them. In such cases, Company will delete your personal information unless Company has compelling and legitimate grounds to continue using that information or if it is needed for legal reasons.
- Complain. If you reside in the EU and wish to raise a concern about Company’s use of your information (and without prejudice to any other rights you may have), you have the right to do so with your local data protection authority.
How to Contact Company
For purposes of EU data protection law, Company, Teal Shoop Coaching LLC, is the data controller of your personal information. If you have any questions or concerns, you may contact Company at Teal@tealshoopcoaching.com.
Email and Other Electronic Communications:
Visiting the Website, sending emails, and sending electronic messages, including but not limited to text messages and social media messages, to the Company constitutes electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures, and other communications that Company provides to you electronically, via email and on the Website, satisfy any legal requirement that such communications be in writing.
As set forth more fully in Company’s Privacy Policy, Company will take reasonable steps to ensure that any communications remain confidential, but Company cannot guarantee the security of such communications and cannot guarantee that Company would not be required to disclose such communications as a result of a court order.
Use Of Communication Services:
The Company and Website may use or contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, blog comment sections and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, “Communication Services”), you agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service.
By way of example, and not as a limitation, you agree that when using a Communication Service, you will not: defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information; upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents; upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer; advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages; conduct or forward surveys, contests, pyramid schemes or chain letters; download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner; falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded, restrict or inhibit any other user from using and enjoying the Communication Services; violate any code of conduct or other guidelines which may be applicable for any particular Communication Service; harvest or otherwise collect information about others, including e-mail addresses, without their consent; violate any applicable laws or regulations.
Company has no obligation to monitor the Communication Services. However, Company reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. Company reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.
Company reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post, or to remove any information or materials, in whole or in part, in the Company’s sole discretion.
Always use caution when giving out any personally identifying information about yourself in any Communication Service. The Company does not control or endorse the content, messages or information found in any Communication Service and, therefore, the Company specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and hosts are not authorized Company spokespersons or representatives, and their views do not necessarily reflect those of the Company.
Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you upload the materials.
Materials Provided to The Website:
Company does not claim ownership of the materials you provide to Company or the Website (including feedback, testimonials, and suggestions) or post, upload, input or submit to any Website or our associated services (collectively “Submissions”). However, by posting, uploading, inputting, providing, or submitting your Submission you are granting the Company, our affiliated companies, and necessary sub-licensees permission to use your Submission in connection with the operation of their Internet businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, and reformat your Submission; and to publish your name in connection with your Submission.
No compensation will be paid with respect to the use of your Submission, as provided herein. Company is under no obligation to post or use any Submission you may provide and may remove any Submission at any time in the Company’s sole discretion. By posting, uploading, inputting, providing, or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.
Use Of Templates and Forms:
Company may provide various templates and/or forms for download and/or sale on this Website or through other Company methods. The Company grants you a limited, personal, non-exclusive, non-transferable license to use Company templates and/or forms for your own personal or internal business use. Except as otherwise provided, you acknowledge and agree that you have no right to modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the templates and/or forms in any manner, except for modifications in filling out the templates and/or forms for your authorized use. By ordering or downloading Forms, you agree that the Forms you purchase or download may only be used by you for your personal or business use and may not be sold or redistributed without the express written consent of the Company.
Use of Paid Courses, Programs, and Associated Material:
Company from time-to-time may provide various courses, programs, and associated material for sale on this Website or through other Company methods. The Company grants you a limited, personal, nonexclusive, non-transferable license to use our courses, programs, and associated material (collectively the “Courses”) for your own personal or internal business use. Except as otherwise provided, you acknowledge and agree that you have no right to modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the Courses in any manner.
By ordering or participating in Courses, you agree that the Courses you purchase or download may only be used by you for your personal or business use and may not be sold or redistributed without the express written consent of Company. By ordering or participating in Courses, you further agree that you shall not create any derivative work based upon the Courses and you shall not offer any competing products or services based upon any information contained in the Courses.
Use Of Free Content:
Company provides various resources on this Website and through other Company methods, which users may access by providing an e-mail address or other means explicitly stated by Company. The Company grants you a limited, personal, non-exclusive, non-transferable license to use Company resources provided in exchange for an email address or other means explicitly stated by Company (the “Free Content”) for your own personal or internal business use. Except as otherwise provided, you acknowledge and agree that you have no right to modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the Free Content in any manner.
By downloading or receiving the Free Content, you agree that the Free Content you download or receive may only be used by you for your personal or business use and may not be sold or redistributed without the express written consent of the Company. By downloading or receiving the Free Content, you further agree that you shall not create any derivative work based upon the Free Content and you shall not offer any competing products or services based upon any information contained in the Free Content.
Guests:
Company may, from time to time, provide information from a third party in the form of a podcast guest interview, interview on other platform, guest blog post, or other medium. The Company does not control the information provided by such third-party guests, is not responsible for investigating the truth of any information provided, and cannot guarantee the veracity of any statements made by such guests. Individuals who agree to appear as guests on any podcast offered by the Company agree to transfer all intellectual property rights they may have in any such interviews to the Company and further provide a license to any rights they are unable to assign.
No Unlawful or Prohibited Use and Intellectual Property:
You are granted a non-exclusive, non-transferable, revocable license to access and use the Website and the resources available for download from the Website or available through Company strictly in accordance with these Terms and Conditions.
As a condition of your use of the Website, you warrant to the Company that you will not use the Website or any of the resources available for download from the Website or available through Company for any purpose that is unlawful or prohibited by these Terms. You may not use the Website or any of the resources available for download from the Website or available through Company in any manner that could damage, disable, overburden, or impair the Website or interfere with any other party’s use and enjoyment of the Website. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Website or explicitly by Company.
All content included as part of the Service, such as text, graphics, logos, images, as well as the compilation thereof, and any software used on the Website, is the property of the Company or its suppliers and is protected by copyright and other laws that protect intellectual property, trade secret, and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto.
You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on the Website or any of the resources available for download from the Website or available through Company.
Company content is not for resale.
Your use of the Website or any of the resources available for download from the Website or available through Company does not entitle you to make any unauthorized use of any protected content, and in particular you will not delete or alter any proprietary rights or attribution notices in any content. You will use protected content solely for your individual use and will make no other use of the content without the express written permission of the Company and the copyright owner.
You agree that you do not acquire any ownership rights in any protected content. Company does not grant you any licenses, express or implied, to the intellectual property of the Company or Company licensors except as expressly authorized by these Terms.
The Company name, the Company logo, the Company slogan, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs and slogans on this Website or Company materials are the trademarks of their respective owners.
You will not alter or remove any of Company’s trademarks affixed to or otherwise contained on or within the products. Nothing contained in this agreement will grant or will be deemed to grant to you any right, title, or interest in or to Company’s trademarks, copyrights, trade secrets, or other confidential and proprietary information. At no time during or after the term of this agreement will you challenge or assist itself or others to challenge Company’s trademarks (except to the extent expressly required by applicable law) or the registration thereof or attempt to register any of Company’s trademarks or marks or trade names that are confusingly similar to those of Company.
Protection of Trade Secrets:
The parties agree to protect any trade secrets disclosed by the other party. You shall not reverse engineer or replicate Company’s products. You agree to cooperate and assist Company in protection of Company’s confidential and trade secret information and shall inform Company immediately of any infringements or other improper action with respect thereof which comes to your attention. For trade secrets all obligations hereunder shall be perpetual, survive any term of this agreement, and shall be protected to the fullest extent by all applicable law.
No Warranties:
Company makes no warranties regarding the performance or operation of Website or other Company goods and services.
Company further makes no representations or warranties of any kind, express or implied, as to the information, contents, materials, documents, programs, products, books, or services included on or through this Website or provided or made available by Company through any method. To the fullest extent permissible under the law, Company disclaims all warranties, express or implied, including but not limited to the merchantability, fitness for a particular purpose, non-infringement, time of delivery, or any other matter. Any warranties in this agreement extend only to you.
Termination:
Company may terminate this agreement and your access to all Company goods and services, including but not limited the Website, at will without notice.
Under no circumstance shall Company be liable to you by reason of termination of this agreement for compensation or damages for:
If Company terminates for convenience, Company shall reimburse you a prorated amount for Company goods and services you’ve paid for but have not yet received.
As one example, if you purchased a package of three coaching sessions and Company terminates this agreement after you have received two sessions, Company shall reimburse you a prorated amount as determined solely by the Company to be commensurate with the third session.
If Company terminates due to, in Company’s sole determination, you breaching this agreement, all indebtedness of you to Company shall become immediately due and payable without further notice or demand, which is hereby expressly waived. Company shall be entitled to reimbursement for any reasonable attorney’s fees that it may incur in collecting or enforcing payment of such obligation.
Company shall not reimburse you for any Company goods and services you’ve purchased, regardless of whether you have received them in full.
Limitation of Liability:
You agree to absolve Company of any and all liability, losses, or damages arising out of any claims related to the receipt and/or use of the goods, services, and information you or any person or entity associate with you access or receive from Company, including but not limited to information on Website. All claims related to Company goods, services, and information shall be deemed waived.
This includes claims related to, but is not limited to:
This includes claims related to, but not limited to:
To the maximum extent permitted by applicable law, all Company goods, services, and information are provided “as is” without warranty or condition of any kind.
Your sole and exclusive remedy is to discontinue using Company goods and services, including but not limited to Website.
Choice of Law and Venue:
You and Company agree that this contract is governed by and construed by the laws of the United States of America and the State of Oregon. The parties agree that all disputes shall be resolved exclusively in state or federal court in Deschutes County, Oregon, United States of America.
Disputes:
Any controversy or claim arising out of or relating to this contract, or the breach thereof, shall be settled by arbitration before a single arbitrator selected by mutual agreement of the parties. The arbitration hearing shall take place in Portland, Oregon, United States of America, before a single arbitrator. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Oregon law and rules of procedure shall apply to the arbitration proceedings. Each party to the arbitration shall be responsible for payment of its own expenses and the parties will share the expense of the arbitrator equally. In the event that you are a resident of a country other than the United States of America, enforcement of the arbitrator’s decision shall be in accordance with the Convention of the Recognition and Enforcement of Foreign Arbitral Awards.
Indemnification:
You agree to indemnify and hold Company, its officers, directors, employees, successors, agents, and assigns harmless against all losses, damages, or expenses of whatever form or nature, including attorney’s fees and other costs of legal defense, whether direct or indirect, which Company may sustain or incur as a result of any acts or omissions of you or any of your directors, officers, employees, or agents, including but not limited to, (i) breach of any provisions of this agreement, (ii) negligence or other tortuous conduct, (iii) representations, warranties, or statements not specifically authorized by Company herein or otherwise in writing, or (iv) violations by you (or any of your directors, officers, employees, or agents) of any applicable law, regulation, or order in the export territory or of the United States.
No Relationship:
You are not and shall not be considered a joint venture, partnership, employee, agent or legal representative of Company for any purpose, and neither you nor any director, officer, agent, or employee of your business shall be, or be considered, an agent or employee of Company. You are not granted and shall not exercise the right or authority to assume or create any obligation or responsibility, including, without limitation, contractual obligations and obligations based on warranties or guarantees on behalf of or in the name of Company.
Non-Disparagement:
The parties agree not to disparage, insult, malign, misrepresent, or cast aspersions about the other party.
Entire Agreement:
This agreement contains the entire agreement among the parties with respect to the matters set forth herein and expressly supersedes any prior arrangements, agreements, understandings, or discussions, whether written or oral, between the parties.
Notices:
All notices under this agreement shall be in English and shall be in writing and addressed to the assigned representatives of the parties, or their designated representative(s). Notices will be deemed given when sent.
Force Majeure:
Neither party shall be in default under this agreement by reason of any failure or delay in the performance of any obligation under this agreement where such failure or delay arises out of any cause beyond the reasonable control and without the fault or negligence of the party. Such causes shall include, without limitation: storm; flood; other acts of nature; fire; explosion; riots; war or civil disturbance; strike or other labor unrest; embargos; tariffs or other government actions or regulations which would prohibit either party from ordering or furnishing products or payment under this agreement; delays in transportation; inability to obtain necessary labor, supplies, or manufacturing facilities.
Severability:
In the event any provision or portion of a provision of this agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, such void or unenforceable provision or portions thereof shall be deemed modified to the extent necessary to render the provision reasonable and enforceable or, if necessary, severed, which act shall not affect the validity of any other provision or the remaining portion of a provision of this agreement.
No Assignment:
Neither party may delegate, assign, or otherwise transfer its obligations or rights in this agreement without prior written consent of the other party.
Language:
The English language version of this agreement shall govern and control any translations of the agreement into any other language.
Waiver:
You agree that the failure or delay of Company at any time to exercise any right, power, or privilege under this agreement shall not operate as a waiver thereof, nor will it waive Company’s right to exercise any right, power, or privilege under this agreement at any time.
International Users:
Company is controlled, operated and administered by the Company from Company offices within the USA. If you access the Service from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use the Company Content accessed through the Website or other Company method in any country or in any manner prohibited by any applicable laws, restrictions or regulations.
Compliance:
You shall be fully responsible for complying with all applicable laws and regulations which govern or affect the fulfillment and execution of this agreement and the ordering, export, shipment, payment, import, sales, delivery, or redelivery of products in the export territory.
You agree to comply with all applicable US export and re-export control laws and regulations, including but not limited to the Foreign Corrupt Practices Act and Export Administration Regulations.
You will not engage in any course of conduct which, in Company’s reasonable belief, would cause Company to be in violation of the laws of any jurisdiction. You agree to hold Company harmless, defend, and indemnify for any and all such violations.
This Compliance clause shall survive termination or cancellation of this Agreement.
U.S. Export Regulations Destination Control:
Goods and services are controlled by the U.S. Government and authorized for export only to the country of ultimate destination for use by the ultimate consignee or end-user(s) herein identified. They may not be resold, transferred, or otherwise disposed of, to any other country or to any person other than the authorized ultimate consignee or end-user(s), either in their original form or after being incorporated into other items without first obtaining approval from the U.S. Government or as otherwise authorized by U.S. law and regulations.