Automated Digital Empire Agreement
This is an Agreement between you (the “Client”)
and Sean Clark Enterprise, a UK Company that owns Resellers-Heaven.com. This
agreement explains the basis upon which transactions between you, the client,
and Resellers-Heaven will take place and our responsibilities toward each other.
The Effective Date of this agreement shall be the
date that the Client completes Resellers-Heaven registration process.
By entering into this Agreement, in addition to transactions entered into by the Client on its own behalf, the Client also agrees to be bound by the terms of this agreement for transactions entered into on its behalf by anyone acting as its Agent. The Client also agrees to be bound by the terms of this Agreement for transactions entered into by anyone who uses the account that the Client hereby establishes with Resellers-Heaven, whether or not the transactions were made on Client’s behalf. Therefore, the Resellers-Heaven and the Client agree as
follows:
1. Services – Subject to the terms
and conditions of this Agreement, Resellers-Heaven grants the Client a non-exclusive, non-transferable license to resell the
digital products within Resellers-Heaven directory worldwide.
2. Price - Subject to the terms and
conditions of this Agreement, the Client acknowledges that all prices,
discount rates and transaction fees are subject to change.
i. The
Client and Resellers-Heaven reserves the right to cancel the Client's subscription at anytime. ii. Fraudulent Transactions. The Client agrees to hold Resellers-Heaven unharmed and to indemnify Resellers-Heaven for and against transactions processed by the Client that are fraudulent in nature. These fraudulent transactions could result from, but are not limited to, the use of stolen or misappropriated credit cards. 3. Money Back Guarantee & Refund Policy - The payment of $97 is composed of two services: the web hosting plan and domain name. The yearly domain fee of $11 has a no refund policy in accordance with the web hosting company. The annual web hosting fee of $86 has a 30 Day Full Moneyback Guarantee, under the following terms and conditions: - Your ADE Store has not yet been created/designed If your ADE Store has been designed you are not eligible for a full refund. You will be eligable for a 50% Refund of $43. The remaining $54 is non-refundable. Refund requests, for any of Resellers-Heaven products, will not be issued simply because you have changed your mind. Priority Rush Service The Priority Rush service is non-refunable once your web site has been created. This optional fee is paid directly to a 3rd party freelancer, who guarantees to design your web site with 2 business days. If you the freelancer fails to create your store within 48 hours, you may request a full refund, and your web site request will remain at the top of the queue. Resellers-Heaven Sync Services The Annual Sync, the Monthly Sync , and the One Time Sync Service are non-refundable. Note, cancelling your Monthly Sync will "sever" your web sites connection to Resellers-Heaven, in which your site will no longer be automatically updated with new products. 4. Set-up Fee
- The yearly domain fee, for the Automated Digital Empire costs $11. The web hositng & set-up fee costs $86. The price of the Automated Digital Empire may fluctuate.
These are an annual subscription fees, which you reserve the right to cancel if
you so wish. Clients web
hosting account will be hosted only with Resellers-Heaven Partner Hosting Company. As to
protect the content and coding of this product, only Resellers-Heaven reserve the right to access
the hosting account.
5. Subscription
Fee - For as long as the Client
remains a client of Resellers-Heaven he/she will be charged accordingly. The Client
may cancel his/her subscription to Resellers-Heaven at anytime. There are no
cancellation fees.
6. Termination
- At the end of the Subscription, if
the Client chooses not to renew Resellers-Heaven services, Resellers-Heaven reserve the
right to terminate their Resellers-Heaven.com account and associated accounts and material
7. Copyright: The Client does not have any Resale Rights to Resellers-Heaven.com product(s). Therefore duplicating and copying our product in any, and/or attempting to resell it is completely prohibited. · 2nd Tier referral program is available to all Clients. A commission of all Resellers-Heaven Products will be paid to
the Client for each client they refer to Resellers-Heaven. Resellers-Heaven do not credit affiliate commissions to products purchased by a customer or
family member. Clients
are not allowed to refer their family members and relatives or themselves in
different accounts or using the same mailing address or bank information. Resellers-Heaven.com verifies all 2nd Tier accounts payments. Any account violating these terms will
not receive commissions and will not be allowed to use Resellers-Heaven.com Client program or services.
8. Restriction of
Service; Right of Refusal - The Client agrees that Resellers-Heaven,
in its sole discretion and without liability to the Client, may terminate this
Agreement for if the Client is found to be using Resellers-Heaven Services in association with morally objectionable activities. Morally
objectionable activities will include, but not be limited to: activities
designed to defame, embarrass, harm, abuse, threaten, slander or harass third
parties; activities prohibited by the laws of the Ireland and/or foreign
territories in which the Client conducts business; activities designed to
encourage unlawful behaviour by others, such as hate crimes, terrorism and child
pornography; activities that are tortuous, vulgar, obscene, invasive of the
privacy of a third party, racially, ethnically, or otherwise objectionable;
activities designed to impersonate the identity of a third party; and activities
designed to harm minors in any way. In the event Resellers-Heaven terminates this Agreement for morally objectionable activities, no refund will
be issued.
9. Privacy – The Client agrees
to be bound by the Privacy Policy of Resellers-Heaven in its dealings with customers and others and to post such Privacy Policy
on the Client’s home page. Failure to comply with such Privacy policy will
be deemed a material breach of this Agreement.
10. Confidentiality: Both parties agree not to disclose the terms and conditions
of this agreement or any confidential information without the non-disclosing
party’s prior written consent. Confidential
information shall include any data, trade secrets, know-how, including but not
limited to, research, services, partner lists, marketing, financial or other
business information, except as and to the extent such confidential information
becomes publicly known by means other than disclosure by either party.
11. Relationship – Resellers-Heaven and Resellers-Heaven related companies
will not advertise the Client’s web site or other marketing content. Each
party hereto shall be and act as an independent contractor and not as partner,
joint venturer, or agent of the other. The Client acknowledges that Resellers-Heaven and Client are not
partners, and that neither Company or Individual can make any representations,
warranties or guarantees on behalf of the other.
12. Non-Exclusivity - Nothing in this Agreement shall be deemed to limit or restrict the rights of Resellers-Heaven to
license or use the product or provide the same or similar services as provided
to Client to any third party.
13. Authorization - The persons executing this Agreement on behalf of Client and Resellers-Heaven represent and warrant that they are authorized by their
respective parties to enter into this Agreement and bind their companies to all
the terms and conditions of this Agreement. Once the Client has made payment,
the Client must sign and date this Agreement, and send it to Resellers-Heaven. Failure to comply will result in limited
account access, whereby section 3 of Resellers-Heaven Terms & Conditions will take into
effect.
14. Notices – The Client
agrees that all notices (except for notices concerning breach of this
Agreement) from Resellers-Heaven to the Client may be posted on Resellers-Heaven web site and will
be deemed delivered within five (5) days after the posting. Notices concerning
breach of this Agreement will be sent either to the e-mail address that the Client
has on file with Resellers-Heaven or mailed by first class mail to the postal address
that the Client has on file with Resellers-Heaven. In both cases, delivery shall be deemed to have been
made five (5) days after the notice was sent. Notices from the Client to Resellers-Heaven should be made by e-mail, sent to the address we provide on
Resellers-Heaven web site.
15. No Solicitation – The Client agrees that it will
not approach Resellers-Heaven employees with proposals to hire them as its own employees or contractors. If
the Client were to hire any of Resellers-Heaven employees, the Client agrees to pay Resellers-Heaven for each employee hired the greater amount of three years salary that the Client
is to pay such employee, or $100,000.
16. Limited Liability – Resellers-Heaven shall not be liable under any circumstances for any special, consequential,
incidental or exemplary damages arising out of or in any way connected with this
Agreement or other services and products the Client may choose, including but
not limited to: damages for lost profits, loss of use, lost data, loss of
privacy, damages to third parties. This limited liability clause shall apply
even if Resellers-Heaven has been
notified of the possibility of any claims. In no event shall Resellers-Heaven maximum liability exceed the total amount paid by the Client for the service or the product. Resellers-Heaven liability is limited to the extent permitted by law in
states that do not allow the exclusion or limitation of liability for
consequential or incidental damages.
17. Modification – This Agreement and its Attachments are subject to change. It is your responsibility to check regularly Resellers-Heaven Terms & Conditions, which are displayed via Resellers-Heaven web site. 18. Disputes: Any action to enforce or interpret this Agreement shall be
brought and maintained exclusively in the Court of Newry, Co. Down, United Kingdom. The parties irrevocably submit to the jurisdiction of said court and
waive all objections thereto and the right to remove such action to a Court. If litigation is commenced to enforce or interpret this Agreement, the
prevailing party shall be entitled to recover its reasonable attorney’s fees
and all costs, in addition to all other items of recovery. If this agreement is
broken, breached or misused section 3 will take place.
19. Entirety – This Agreement constitutes the entire understanding and contract between the
parties and supersedes any an all prior and contemporaneous, oral, or written
representations, communication, understandings, and agreements between the
parties with respect to the subject matter herein.
20. Miscellaneous - Resellers-Heaven makes no warranty that the contents of Resellers-Heaven website is compatible with all computer systems, browsers and or software programs. Nothing in this Agreement, expressed or implied,
shall be deemed to confer any rights or remedies upon, nor obligate any of the
parities hereto, to any person or entity other than such parties, unless so
stated to the contrary. Each of the parties, to this Agreement represents and
warrants that it has full power to enter into this Agreement and has not
assigned, encumbered, or in any manner transferred all or any portion of the
claims covered by this Agreement.
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