Thank you for choosing Eden & Vitaé as your Service Provider for your marketing needs. We are committed to provide you with the best services and solutions that will help your business grow, thrive, and succeed.
1. Acceptance of Terms
This Terms of Service (TOS) agreement is between you (the "Client") and the Eden & Vitae Media Group ("Eden & Vitaé").
By accepting this TOS electronically or in writing, and/or by using Eden & Vitaé's product(s) or service(s), Client acknowledges and agrees to be bound to Eden & Vitaé's Terms and Conditions, as depicted in the herein TOS, and agrees that electronic acceptance of this TOS shall have the exact same force and effect as if Client had agreed to this TOS in writing.
Eden & Vitaé provides products and services to Client subject to the following TOS, which may be updated from time to time without notice. Client should periodically review the most current version of the TOS at www.edenvitae.com/terms. Failure to comply with the TOS may result in contract termination. By using Eden & Vitaé's products or services Client agrees to (and hereby signs) the most current version of the TOS.
Client's acceptance of the TOS is binding upon all Eden & Vitaé products and services including the purchase of additional services, products or accounts at a later date.
2. Description of Service
Eden & Vitaé is a service provider specializing in web marketing services, custom website design, search engine optimization, e-commerce solutions, web visitors monitoring and reporting, online and offline advertising, database development, web hosting, app and software development, marketing material design and printing, among others.
Client is responsible for all equipment and software necessary to access and use Eden & Vitaé's digital or web-based products and services.
This TOS covers the following Eden & Vitaé products and services including, but not limited to, Eden & Vitaé's Website Design Services, E-commerce Website development, Flash & HTML5 Website development, Web Hosting Services, App & Software Development Services, Encrease™, FlashLive™, and N-Sense™ products, among others.
3. Electronic Delivery Policy
Eden & Vitaé provides online-related services and may communicate with Client electronically. When Client accepts this TOS Client consents to receive electronically from Eden & Vitaé any notices, agreements, disclosures, or other communications ("Notices").
Client agrees that Eden & Vitaé may send electronic Notices in either of the following ways:
1) To the email address provided to Eden & Vitaé at the time of sale
2) To the new email address account Client set up through Eden & Vitaé. Client agrees to check the designated email addresses regularly for Notices. Notice from Eden & Vitaé is effective when sent by Eden & Vitaé, regardless of whether the Notice is read or received by Client.
4. Unacceptable Practices
As Eden & Vitaé strives to offer the best services, there are certain guidelines and policies that must govern Eden & Vitaé's efforts and relationship with Client. Practices that are in violation of these guidelines and policies are strictly forbidden and may result in the immediate termination of Eden & Vitaé's services. Such decisions are at the sole discretion of Eden & Vitaé. Unacceptable practices include, but are not limited to:
- Adult or pornographic material including, but not limited to, sexually explicit or suggestive material
- Sexually oriented products or services (e.g. escort services), or other sexually oriented material
- Illegal activities such as ponzi schemes and pyramid schemes, fraudulent charging of credit cards, copyright violations, plagiarism, or software piracy
- Unauthorized use of materials or content that infringes on third parties' intellectual properties
- Nudity, including airbrushing (exceptions granted on a case-by-case basis at Eden & Vitaé's discretion if for medical or artistic purposes)
- Harmful, threatening, violent, vulgar, invasive of another's privacy, racial, chauvinistic, ethnically offensive, defamatory, hateful, revenge or otherwise objectionable content or language
- Content or language that is harmful to minors
- Bulk emailing tools
- Distribution of internet viruses or other harmful or destructive activities
- Hacking and cracking guides or services
- Solicitation of funds other than for legal charitable organization (exceptions granted on a case-by-case basis at Eden & Vitaé's discretion)
- Complaint websites
- MLM without a legitimate product or service, with a front product or service, or where the primary intent is to recruit new members rather than to sell products or services
- Reverse Funnel Systems
- Illegal drugs or drug paraphernalia
- Miracle cures
- Fake documents
- Intentional or unintentional violations of any applicable local, state, national or international law
- Reselling of email accounts or hosting accounts to third parties
- Spamming and all other forms of unsolicited messages including, but not limited to, spam, phishing, chain letters, scams and junk email
- Other activities, whether lawful or unlawful, that Eden & Vitaé deems to be of poor taste or that reflect adversely on Eden & Vitaé or Eden & Vitaé's Clients
- Eden & Vitaé reserves the right to refuse to provide its products or services at its sole discretion at anytime for any reason.
Client agrees to conduct business in a legal and professional manner. Client understands that all information, data, text, software, music, sound, photographs, video, messages and other materials ("Content") on Client's website is the sole responsibility of the Client. Client is fully responsible for all website content and agrees to hold Eden & Vitaé harmless in the event of third parties' legal issues brought against Client for Client's business practices. Eden & Vitaé retains the right to terminate any accounts that are in violation with the letter or spirit of this TOS. Eden & Vitaé may also at its sole discretion and at any time, discontinue providing services, or any part thereof, with or without notice.
Client may have access to editing tools for updating Client's website. Client may edit, add or delete content to the website at anytime. With this understanding Eden & Vitaé may not be able to pre-screen content. Client agrees that Client bears all risks associated with the use of all content, whether edited or written by Eden & Vitaé or not, including any reliance upon accuracy, usefulness or completeness.
5. Intellectual Property Policy
Eden & Vitaé will not use copyrighted or trademarked materials on any of Client's website without the express written consent of the copyright or trademark owner. It is Client's responsibility to ensure that all content submitted to Eden & Vitaé is original content and free from third-party copyright or trademark protection, or to obtain permission to use from the copyright or trademark owner. Client assumes full liability for any copyright or trademark infringement of Client's website on any third-party copyright or trademark, including, but not limited to, any infringement due to website content, website design or the look and feel of Client's website. (See Unacceptable Practices)
Client's content sent to Eden & Vitaé will remain the intellectual property of Client. Eden & Vitaé does not return original content to Client. Unless a request to return the original content to Client is made in writing upon submission of the content, the content will be destroyed. Eden & Vitaé will attempt to honor requests to return original content; however, Eden & Vitaé has no liability and does not guarantee the return of any content to Client.
For copyright purpose, All Website's designs (including but not limited to mock-ups and website previews), Marketing materials and other Graphic designs, Programming works, and other programs created and/or developed by Eden & Vitaé for Client are the sole intellectual property of Eden & Vitaé until Client has paid in full all related fees. Once all fees are paid in full, ownership of Eden & Vitaé's work is transferred to Client, and Eden & Vitaé will resign all ownership of intellectual property to Client.
6. International Use
Recognizing the global nature of the Internet, Client agrees to comply with all local rules regarding online conduct and acceptable content. Specifically, Client agrees to comply with:
a) All laws and regulations regarding the transmission of technical data exported from the United States, or the country in which Client resides and/or transacts business.
b) All laws and regulations regarding the collection and processing of personal data, including those relating to the trans-border transfer of personal data.
7. Products and Services Description
Eden & Vitaé may provide to Client the following non-exhaustive list of products and services, as described below. Prices may change at Eden & Vitaé's discretion. Quotes and proposals provided by Eden & Vitaé regarding Client's project(s) are valid for up to 30 days from the date of issuance.
a) FlashLive™ Content Management System
i - Product Description
FlashLive™ is a Content Management software (CMS) developed by Eden & Vitaé capable of updating Client's HTML, HTML5, or Flash-based website content conveniently from an easy-to-use web interface. FlashLive™ can be installed on any HTML, HTML5, or Flash-based website upon Client's request. A licensing fee will be required from Client at the time of the order. An extra fee may be charged by Eden & Vitaé to convert Client's website into a FlashLive™ compatible website, if needed. There are no conversion fees if Client orders FlashLive™ for an upcoming website that is to be developed by Eden & Vitaé.
ii - Process
FlashLive™ is installed on Client's website and runs in parallel to Client's website on Client's server. FlashLive™ requires PHP version 4.1 (or later) to be installed on Client's server in order to function properly. Eden & Vitaé recommend Linux-based web hosting for optimal web performances. Because FlashLive™ uses its own built-in database system developed by Eden & Vitaé, it therefore does not need or require any other database setup or installation (such as MySQL, Oracle, or other database systems).
Client may access FlashLive™ from a web browser either by clicking a link (such as "Login", or "Managenent") on Client's website, or using a pre-defined URL (such as "www.clientwebsite.com/management"). Client will be required to login using a predetermined user name and password in order to access the FlashLive™ administration screen. Once successfully logged in, FlashLive™ will provide Client with several options including "System Status" (detailing current website, server, system and other status), "Content Management System" (where Client can edit pages of Client's website using an easy-to-use text editor), and other options offered by various pluggins installed either on Client's website or FlashLive™.
iii - Licensing
Client will be required to pay a non-refundable licensing fee for the use of FlashLive™ at the time of the order. Licensing rights may or may not be limited by time, depending upon the licensing agreement between Eden & Vitaé and Client. Client understands and agrees not to attempt to modify, duplicate or resell the FlashLive™ software without written permission from Eden & Vitaé.
iv - Limitation of Liability
Client assumes full responsibility for any text, pictures, documents or other content made public through Client's website with the use of FlashLive™. Client understands and agrees that Eden & Vitaé denies all responsibility from the use and publishing of content and information through Client's website with the use of FlashLive™.
b) Encrease™ Advertising Solution
i - Service Description
Encrease™ is a web marketing solution provided by Eden & Vitaé to help drive targeted customers to Client's website, increase visitors traffic to Client's website, improve Client's website visibility in Search Engines (including, but not limited to, search engines powered by Google, Yahoo Search, and Bing, among others), generate online exposure of Client's products and services to both global and targeted audiences, and help Client generate and increase online sales from targeted web visitors and pre-qualified customers.
ii - Process
Eden & Vitaé uses its extensive knowledge and experience in online marketing, search engine optimization, web promotion and advertising, web visitor targeting and targeted traffic generation, lead generation, among others, to provide Client with the aforementioned results. Eden & Vitaé provides Client with ads, banners, textual ads and other advertising material based on content, graphics and instructions provided by Client, and/or from Eden & Vitaé's own stock sources, and manages ad campaigns on behalf of Client by both human agents and automated systems in order to achieve the aforementioned results. Eden & Vitaé also provides Client with live, up-to-date statistics to help monitor the effects of Encrease™ on Client's website in real-time, as well as written reports to follow-up with Client's advertising campaign, search engine optimization (SEO) and to offer guidance and advices to help Client with their marketing efforts.
Due to significant competition and numerous other service providers/competitors, Eden & Vitaé reserves the right to not publicly disclose specific SEO techniques and marketing processes used by Eden & Vitaé to provide with Encrease™'s services and results.
Moreover, Eden & Vitaé pledges that only "white hat" techniques will be used to achieve Encrease™'s results on Client's website: Eden & Vitaé will never and under no circumstances use any illegal, prohibited, dishonest or otherwise artificial means to achieve results, such as using computer-generated traffic, traffic from link farms, or any other deceitful methods.
Eden & Vitaé guarantees that all traffic and visitors gained from Encrease™ originates from unique, real English-speaking human visitors. Eden & Vitaé can monitor the geolocation of web visitors and at this time, can target specific visitors and potential customers from the following English-speaking countries: USA, Canada, United Kingdom, and Australia. Eden & Vitaé aims to bring a target audience, as specified by Client, to help narrow visitors to targeted visitors, individuals looking for Client's product(s) and/or service(s), and pre-qualified customers with for objective to increase probabilities of sales.
As part of Encrease's SEO services, Client will be asked to provide FTP access to Eden & Vitaé. FTP is what allows Eden & Vitaé to connect to Client's server in order to optimize Client's website for search engines and achieve the aforementioned results. While granting FTP access is not a requirement to benefit from Encrease's service, Client is required to provide that information to benefit from Encrease's Limited 30 days Money-back Guarantee. Without FTP access, Eden & Vitaé will be more limited in their efforts to deliver the aforementioned results, and will not be able to guarantee the same kind of results in that same time frame (as per the 30 days guarantee).
iii - Subscription, Cancellation, and Refunds
Eden & Vitaé provides the Encrease™ solution as a monthly-recurring, subscription service without long-term contract, with month-to-month billing occuring every 30 days from the date of subscription. Client can request to have their Encrease™ monthly subscription canceled at anytime by emailing firstname.lastname@example.org with a request for cancellation and their Account ID.
Client must allow a minimum of 3 (three) business days for Eden & Vitaé to process Client's cancellation request and have their subscription terminated. Client will be liable for an additional month of subscription and all related fees if the recurring subscription date falls within the 3 (three) minimum processing days required to cancel subscription.
Client understands that all cancellation requests must be sent by Client to email@example.com and that any requests sent to other parties, employees or associates will not constitute a cancellation request, will be void and will not be processed by Eden & Vitaé.
Encrease™ subscription fees are non-refundable, except as defined by Eden & Vitaé's Limited Money-Back Guarantee. Client understands that Encrease™'s fees cannot be refunded in partial or in full due to the facts that Eden & Vitaé needs to pay for the websites that will promote and advertise Client's site and bring the visitors requested, Eden & Vitaé pays a commission fee to these advertising partners every month at the time of subscription and/or subscription renewal, and that such transactions between Eden & Vitaé and Eden & Vitaé's advertising partners are final and non-refundable.
iv – Limited Money-Back Guarantee
Eden & Vitaé guarantees the efficacy of the Encrease™ solution or will provide with a full refund of the subscription fees paid by Client as per the following Money-Back policy: If after 30 days from subscribing to the Encrease™ package of Client's choice, Client does not receive the promised results guaranteed with their package, Client can request for a refund of the subscription fees paid to that effect, which will be promptly issued by Eden & Vitaé under the original form of payment. Current guarantees include the following: Client will receive a minimum of 2,000 targeted visitors per month with a monthly subscription to the Basic package, a minimum of 4,000 targeted visitors per month with the Grower package, a minimum of 10,000 targeted visitors per month with the Advantage package, a minimum of 10,000 targeted visitors and 4 sales or conversions per month with the Pro package, a minimum of 15,000 targeted visitors and 8 sales or conversions per month with the Pro Gold package, and a minimum of 20,000 targeted visitors and 20 sales or conversions per month with the Pro Platinum package.
The aforementioned are all minimums and Client should expect to receive more than the actual minimums listed, however only the minimums are covered by the Limited Money-back Guarantee.
If for some reason (such as, but not limited to, low market demand, poor sales incentive, or negative prior sales history from comparable websites, among others) Eden & Vitaé determines that a specific campaign may not be able to receive the minimum amount of guaranteed visitors, sales or conversions, Eden & Vitaé may offer Client the option to either receive a refund of all fees paid and cancel the campaign before it begins, or to proceed with the campaign without any guarantee. If no such issues are found, and the campaign begins, the above quoted guarantee terms will be in effect.
As previously mentioned, the 30 days guarantee cannot apply if Client does not provide FTP access to Eden & Vitaé, since Eden & Vitaé will be too limited and unable to guarantee to deliver the same results in the 30 days time frame.
Eden & Vitaé will review Client's request at the best of their abilities and will promptly issue a refund in the original payment method upon review and confirmation of Client's claim.
The Money-back Guarantee is Limited by the above terms and criteria and only applies to Encrease™'s recurring monthly subscription fees associated with the Encrease™ package chosen by Client. This Money-back Guarantee does not apply to any other Eden & Vitaé products, services, or software, and does not apply to separately purchased add-ons, extras (such as additional banner designs, additional advertising budgets, etc.) or any other option purchased by Client. Violation of TOS does not constitute qualification for the Money-Back Guarantee and refunds will be determined on a case-by-case basis.
v – Partner Networks
In addition to Web Promotion, Search Engine Optimization, Lead Generation (among others), Encrease™ allows Client to advertise Client's website, products, and/or services on partner advertising networks ("Partner Networks") not owned by Eden & Vitaé. Encrease™ has partnered with the following non-exhaustive list of Partner Networks: Google's Search & Display Network, YahooBing Advertising Network, Facebook Advertising Network, ZEDO Publishing, Clicksor, and 7Search Network. Client understands that the list of affiliated Partner Networks can and will be updated from time to time, which may include support to additional networks, and/or cancellation of support to previously supported networks. Encrease™ provides Client with a monthly advertising budget, included within Client's subscription price, and varying depending on the Encrease™ package chosen by Client, which Client can manage and direct to the Partner Network(s) of Client's choice. Client may also be offered the option to purchase additional coverage to increase Client's monthly budget, indepentely of Client's Encrease™ package, to increase Client's ad spendings on the Partner Network(s) chosen by Client to advertise their website, products and/or services. Client understands and agrees that any additional budget purchased to advertise on Partner Network(s) are separate transactions that are unrelated to Encrease™'s subscription fees (as part of the Encrease™ package), are final and non-refundable, and as such, do not qualify for Encrease™'s Money-Back Guarantee.
c) N-Sense™ E-commerce Solution
i - Product Description
N-Sense™ is an E-commerce software and technology developed by Eden & Vitaé offering real-time, intelligent web marketing solutions for online-based retailers. Beta release was made available to select Clients in January 2014 for initial market testing and trial. N-Sense™ is designed to offer a complete solution to help retailers understand how web visitors and potential customers navigate and interact with Client's website, and dynamically adapt Client's website to influence potential customers' behavior toward making purchase while making their shopping experience more pleasant.
ii - Process
N-Sense™ uses trackers incorporated into Client's website's pages that detects and monitors web visitor's behavior. An artificial intelligence developed by Eden & Vitaé based on several consumer studies and built into N-Sense™ analyzes this behavior and determine web visitors' interests, tastes, and personal background. Based on that information, N-Sense™ dynamically generates custom content ("Dynamically-Generated Content") and adapt Client's website's pages to better suit the potential customer, get their attention, and influence them toward making a purchase through several pre-built marketing incentive templates (the "Templates") designed to bring the potential customer to make as many purchases as possible during their visit, effectively helping Client to improve their website's sales, all while improving and making the experience of potential customers more enjoyable.
iii - Fees
N-Sense™ is currently available only to select Clients and there are no fees related to the use of the software at this time. However, Eden & Vitaé plans on releasing a fee schedule in the future once final version will be released to the public.
d) Website design Services
i - Service Description
Eden & Vitaé provides Client with a custom designed website ("Client's website", the "website", the "site"), designed and developed from scratch to best meet Client's specific needs and requirements. Eden & Vitaé offers custom HTML, E-commerce, HTML5 and Flash-based website development.
ii - Process
With input and feedback from Client through phone, Skype conference, email communication and/or meeting with one or several of Eden & Vitaé's website designer/developer(s) and/or representative(s), Eden & Vitaé's design team will design a website mock-up (the "mock-up"). The mock-up is not and is not intended to be a functional website. It is a static, non-functional preview of the site designed to allow Client to preview the site and get a "first look" at the site before the site is actually built.
At this point, Client will be invited to share comments and suggestions on any changes or modifications Eden & Vitaé should bring to the mock-up's design. This will give to Client the ability to have the website designed as per Client's needs, specifications and wishes.
Once Client is satisfied with the design and preview of the site, and Eden & Vitaé gets permission (either over the phone, email, or Skype) to move forward, Eden & Vitaé's web development team will then turn the mock-up into a fully working and functional website. Eden & Vitaé will build any links, forms, animation, interactivity, and other coding that is required to make Client's website functional.
The entire development process is done on Eden & Vitaé's web servers. Client will be given access to a private development directory on Eden & Vitaé's web servers, where Client will be able to see the work and progress on Client's website.
Once the website will be complete and fully functional, Client will be invited to review the working version of the site, and Eden & Vitaé will once again be listening to any comments or suggestions regarding any possible changes, modifications or improvements to Client's website.
Once Client is satisfied with the website, Eden & Vitaé will, with Client's approval, proceed to the upload of Client's website to Client's server, and the website will then become publicly accessible on the Internet.
Eden & Vitaé will not be held liable for accuracy of information, typos, or spelling errors in any of the content submitted by the Client and published on the website.
Client acknowledges, understands and agrees that due to reasons beyond of Eden & Vitaé's control, Eden & Vitaé does not and cannot guarantee a time frame for completion of any website. Client's website cannot be completed without submission of complete content, design approvals and participation from the Client. If Client continues submitting additional content or request for modifications and changes to the site throughout the development process, the completion time frame will be increased. If Client's website requires custom programming, functionality, Flash, e-commerce or the use of a database, the overall development time will be extended accordingly. Client can request for a non-contractual ETA estimate on Client's project at anytime.
Upon request, Client will be provided with an optional coming soon website (the "coming soon website") shortly after the initial sale, at no extra cost. The coming soon website is a temporary 1 (one) page website provided by Eden & Vitaé while the custom website is being built. The coming soon website may feature basic information such as Client's contact information, logo, and/or a "Coming Soon" message, inviting web visitors to come back once the custom website will be completed.
iii - Client Review and Approval
Client is responsible for reviewing the content and testing the functionality of the website upon Eden & Vitaé's request for approval, and/or notification that the website or latest changes have been completed. This includes, but is not limited to, functionality of all website pages, database, e-commerce store, payment functions, galleries, forums etc. Upon Client's approval of the website to go live Client agrees services have been rendered and functionality of the website has been tested and approved by Client.
iv - Website Change Requests Before and After Website Goes Live
Eden & Vitaé agrees to build a website and/or database(s) to specifications quoted as per the original sale and original invoice. Any additions or changes requested outside of the scope of the original sale, either prior to the custom website going live, or after the site has gone live, will be billed separately. Client understands and agrees that Eden & Vitaé is not obligated to complete Client's requests or changes outside of the scope of work on the original invoice. If Eden & Vitaé does not agree to Client's requests or changes, Client is still obligated to pay all fees incurred and due.
Client understands and agrees that Eden & Vitaé reserve the right to refuse any modification or alteration of Eden & Vitaé's work or designs should Eden & Vitaé believe the changes to be unsuitable, offensive, does not meet the quality standards that Eden & Vitaé aim to provide, or would affect Eden & Vitaé's reputation. (See Unacceptable Practices)
v - Custom Database and Programming
Client understands and agrees that Eden & Vitaé does not and cannot guarantee a time frame for completion of any custom database or custom programming completed by Eden & Vitaé or an Eden & Vitaé's Employee, Affiliate/Partner or Third-party. Eden & Vitaé agrees to complete the database design or programming according to the specifications outlined in Client's written summary.
Client is responsible for testing the functionality of the custom database or program upon Eden & Vitaé's request for approval and notification that the database or program has been completed. Upon Client's approval of the database or program to be uploaded to Client's server, Client agrees services have been rendered and functionality of website has been tested and approved by Client.
Eden & Vitaé will instruct Client as to the use of the custom database or program and the inputting of data. However, data entry is the sole responsibility of the Client. If the Client requests Eden & Vitaé to enter data into a database, the Client will be charged, and agrees to pay, for such data entry as an extra charge.
vi - E-commerce/Stores
Client will be provided with instructions to input products into the store. Client is responsible for testing the functionality of the e-commerce store upon Eden & Vitaé's request for approval and notification that the website has been completed. This includes but is not limited to testing the payment functionality. Eden & Vitaé is not responsible for functionality of third-party services such as, but not limited to, merchant account, or payment gateway. Upon Client approval of the website to go live, Client agrees services have been rendered and functionality of website has been tested and approved by Client.
vii - Enhancements to Website
Client may purchase enhancements to the website at the time of initial sale or anytime thereafter. Enhancements to the website may include, but are not limited to, custom programming, database, Flash, e-commerce, logos, galleries, rollovers, etc. Client's requests for enhancements to the original sale will be due and billed separately and at the time of request.
Some enhancements such as, but not limited to, Flash, custom programming, functionality, etc, may require that a specifications summary be presented to Eden & Vitaé. Enhancements or additional services purchased after the initial sale are separate purchases and are in addition to and separate from the original sale. If Client cancel an enhancement the original sale is not canceled.
viii - Payment Schedule & Cancellation Fee
Eden & Vitaé will provide a quote to Client outlining the different features, price, as well as a rough, approximate, and non-contractual time frame/estimate of completion for Client's project.
Client is not required to pay for the full amount of the project upfront for Eden & Vitaé to begin work on Client's website. However, Eden & Vitaé require a partial security deposit to secure the project and before any work is started on Client's project.
The security deposit, representing a percentage of the project's total cost will be required for Eden & Vitaé to start working on Client's project.
Client understands and agrees that if Client wishes to Cancel the project for any reason, Eden & Vitaé reserve the right to keep the security deposit as a cancellation fee, regardless of Eden & Vitaé's progress on the project.
Once the project is completed and Client's website is ready to go live, Client will be required to pay for any remaining balance. Eden & Vitaé will then begin transfer of the website and related files to Client's server.
ix - Domain Names
Domain names purchased by Eden & Vitaé are the sole property of Eden & Vitaé until Client has paid all related fees.
Domain names are purchased through a third party service (a "Registrar"). Eden & Vitaé cannot guarantee the availability of domain names and has no liability for a domain name not being available for purchase after the initial sale. If a domain name is not available for purchase Eden & Vitaé will assist the Client in selecting and purchasing an alternate domain name. Domain names already owned by the Client remain the property of the Client and renewal of the domain name is Client's responsibility. The renewal of any domain names transferred to or owned by the Client is Client's responsibility.
8. Termination/Cancellation of Services
Eden & Vitaé, at its sole discretion, may terminate its service and remove and discard any content, for any reason, including and without limitation, for lack of use, or if Eden & Vitaé believes Client has violated the TOS. Eden & Vitaé may also at its sole discretion and at any time, discontinue providing services, or any part thereof, with or without notice. Client agrees that any termination of access to Eden & Vitaé's services under any provision of this TOS may be effected without prior notice and that Eden & Vitaé may deactivate or delete Client's account and all related information files. Client agrees that Eden & Vitaé shall not be liable to Client or any third-party for any termination of services. Eden & Vitaé also reserves the right to discontinue the designing of Client's website at any time, at Eden & Vitaé's sole discretion, with an appropriate refund to the Client. Under no circumstances is the refunded amount to exceed the amount collected by Eden & Vitaé.
Factors that may result in Termination of Service may include, among others, attempt to use Eden & Vitaé's products or services against Eden & Vitaé's list of Unacceptable Practices, purposeful attempt of copyright violation, purposeful lies or manipulation of information with intent of causing damage to Eden & Vitaé, Eden & Vitaé's Clients, or Eden & Vitaé branding image or reputation, inappropriate behavior, language or otherwise offensive or threatening to Eden & Vitaé, Eden & Vitaé's employees, contractors and/or third party, physical damage, whether accidental or otherwise, to Eden & Vitaé's property or assets.
Client agrees to pay all services fees owed from the time of sale until the cancellation effective date. Client must notify Eden & Vitaé via email or through Eden & Vitaé's Customer Service to terminate the account services and avoid further monthly charges. It is Client's responsibility to secure confirmation from Eden & Vitaé that the request for termination has been received and no further fees will be billed.
Client understand that transferring a domain name to another service provider or non-use of Client's hosting account does not constitute termination of a web hosting account.
9. Disclaimer of Warranties
EDEN & VITAE'S PRODUCTS AND SERVICES ARE PROVIDED "AS IS". EDEN & VITAE DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. EDEN & VITAE DISCLAIMS ANY WARRANTIES REGARDING EDEN & VITAE'S SERVICES INCLUDING THAT THEY WILL MEET CLIENT'S REQUIREMENTS, THAT THEY WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. EDEN & VITAE DISCLAIMS ANY WARRANTIES REGARDING THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF EDEN & VITAE'S SERVICES, INCLUDING RESULTING SALES AND WEB TRAFFIC. EDEN & VITAE DISCLAIMS ANY WARRANTIES REGARDING THE MARKETING OF CLIENT'S PRODUCTS, SERVICES, SALES, OR WEBSITE. EDEN & VITAE DISCLAIMS ANY WARRANTIES REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED, ADVERTISED OR OBTAINED THROUGH EDEN & Vitaé'S SERVICES, OR LINKS PROVIDED BY EDEN & VITAE'S SERVICES, AS WELL AS FOR ANY INFORMATION OR ADVICE PROVIDED BY EDEN & VITAE OR OBTAINED THROUGH LINKS PROVIDED THROUGH EDEN & VITAE'S SERVICES.
CLIENT UNDERSTANDS AND AGREES THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF EDEN & VITAE'S SERVICES ARE DONE AT CLIENT'S OWN RISK AND THAT CLIENT WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO CLIENT'S COMPUTER SYSTEM OR LOSS OF DATA OR OTHER LIABILITY THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL.
10. Limitation of Liability
CLIENT HEREBY AGREE TO INDEMNIFY, HOLD HARMLESS AND DEFEND EDEN & VITAE AGAINST ANY AND ALL CLAIM (INCLUDING ATTORNEY'S FEES AND LEGAL EXPENSES RELATED TO SUCH DEFENSE) ASSERTED BY ANY THIRD PARTY WHERE SUCH CLAIM ARISE OUT OF OR RESULT FROM THE PERMISSION GIVEN IN THIS AGREEMENT. CLIENT'S OBLIGATION TO INDEMNIFY AND DEFEND EDEN & VITAE WILL SURVIVE THE CANCELLATION, EXPIRATION OR TERMINATION OF THIS AGREEMENT BY EITHER PARTY FOR ANY REASON.
Without limiting the foregoing, under no circumstance shall Eden & Vitaé be liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces or causes beyond its reasonable control, including without limitation, internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, or other casualties, illness, accidents, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non performance of third parties, or loss of or fluctuations in heat, light or air conditioning.
11. Contact Eden & Vitaé
Client may contact Eden & Vitaé at anytime through Eden & Vitaé's Customer Care department. Client may visit Eden & Vitaé's website at any time, and request for more information or to be contacted from the Contact us section of Eden & Vitaé's website at www.edenvitae.com/contact. Client may also email Eden & Vitaé at the following email address: firstname.lastname@example.org or call toll-free: 1-888-805-5707.
Eden & Vitaé may investigate any reported violations of this agreement, its policies or any other complaints and take any action it deems appropriate to protect its systems, facilities, Clients, and third parties. Any disputes between the parties relating to the subject of this agreement shall be submitted exclusively to the jurisdiction of the state or federal courts located in the State of California, and the parties expressly consent to personal jurisdiction and venue therein and waive any objection based on forum non conveniens or otherwise. Should there be a breach of this provision, the non-breaching party shall be entitled to an award of attorney fees.
13. Electronic Signatures
By selecting and submitting "accept" or "continue" on the electronic copy of this TOS, by purchasing or subscribing to an Eden & Vitaé product or service, by making a payment to Eden & Vitaé, or by submitting information or documents to Eden & Vitaé so that Eden & Vitaé may perform services for the Client, shall have the exact same force and effect as if Client had expressly agreed to this TOS in writing.
14. General Information
This Agreement constitutes the entire understanding and contract between the parties and supersedes any and all prior oral or written agreements (including, but not limited to, any prior versions of the TOS). Any modifications to this agreement must be in writing and signed by an authorized officer of Eden & Vitaé. All representations not in writing are null and void. Written agreements may include, but are not limited to, emails and electronic acceptance of this Terms of Service.
Client agrees that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of Eden & Vitaé's services or the Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the TOS are for convenience only and have no legal or contractual effect.