User Eligibility, Registration and Responsibilities:
To be eligible to use our website or platform, user represents that user is (a) a person of at least 18 years or older, and able to form legally binding contract, and (b) an authorized representative of the business to which you represent or (c) an authorized representative of the Sales Agent to which you represent
User represents that during the course of registration to use our platform and create an account, user will provide true, complete, accurate and verifiable information, about the business you are representing as prompted by the registration form, and to select a confidential password only known to you as authorized business representative. If you provide information that is untrue, inaccurate, incomplete or not verifiable, we reserve the right to suspend or refuse you or terminate your account from the use of our platform.
User is responsible to; (1) take appropriate measures to keep your account password secure and confidential, (2) maintain accurate and up to date account information at all time including credit card information on file, (3) report immediately any unauthorized use of account, (4) comply with the terms of this Agreement.
When you sign up for an LRM account on our website for the business you represent and agree to these terms, the agreement between your business and VGA Marketing is formed, and the terms of the agreement (the "Term") will begin. The Term will continue for as long as your business has an LRM account or until you or we terminate the agreement in accordance with these terms, whichever happens first.
You or VGA Marketing may terminate the agreement at any time and for any reason by terminating your LRM account or giving notice to the other party. We may suspend the service to you at any time, with or without cause. If we terminate your account without cause, we will refund you a prorated portion of your monthly prepayment. We will not refund or reimburse you in any other situation, including if your account is suspended or terminated for cause, like a breach or any violation of the agreement. Once your account is terminated, you acknowledge and agree that we may permanently delete your account and all the data associated with it. Usernames are unique and can only be used once. If your account has been terminated, the username will no longer be available for use on any future accounts and cannot be reclaimed. If you terminate the agreement by closing your account, your account will be closed at the end of that month's billing cycle.
When you sign-up with us, you are required to keep a credit card on file with us and you agree to monthly recurring billing, starting on the date you sign up. We will bill your account on the same day each month, based on the date that you signed-up for our service. Your payments are due for any month on the same or closest date to the day you made your first monthly payment. We will process your monthly payment on the due date using your credit card on file. If you exceed your text messages allowance for the month, you will be required to purchase additional text message allowance at the price listed on our pricing to continue sending text messages to your contacts for the remainder of the month billing cycle.
The contents and information on this website is proprietary to us, and may not be modified, copied, reproduced, published, transmitted, displayed, without the permission from us. You agree to (1) not exploit the website or the platform in any form to access unauthorized information or disrupt our service, impersonate any individual or entity, (2) collect or record information or content on the website without our permission by using automated means, including without limitation, such as spiders, robots, crawler, or any other form of scripting language, (3) disable or interfere with security features of the website, (4) transmit materials that contains viruses, malware, spyware, worm, or any other computer language code, or program, designed to attack or interrupt or limit the functionality of the website or platform, (5) interfere with or cause excessive traffic demands to the website or platform.
Access: We will make all effort within our capabilities to ensure the availability of the website at all times, however you acknowledge that there may be interruption in service that is beyond our control, and may make the website unavailable from time to time for any reason including, without limitation, routine maintenance. You understand that due to circumstances both within and outside our control, access to the website may be interrupted, suspended, or terminated. We reserve the right at our own discretion to deny service, or access to the website to any user or account, at any time and for any reason.
Security: Although we ensure that when you send data to us it is encrypted, and we have implemented technical measures to secure the information you sent to us from accidental loss and from unauthorized access, however you agree that we do not control the security of the Internet or the network you use in accessing our platform, and can't be held liable for the security of information that you transmit with us, nor are we responsible for any data loss during transmission to us.
Disclaimer of Warranty:
YOU AGREE THAT THE USE OF THIS WEBSITE IS AT YOUR OWN RISK. NEITHER VGA MARKETING, NOR ANY OF ITS DIRECTORS, OFFICERS, OR EMPLOYEES, OR STRATEGIC PARTNERS OR THIRD PARTY CONTENT PROVIDER OR LICENSORS WARRANTS THE CONTENTS OR INFORMATION CONTAINED THEREIN. VGA MARKETING DOES NOT MAKE ANY WARRANTIES, EXPRESSED OR IMPLIED REGARDING USER PROFILE INFORMATION. WE ARE NOT LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING FROM THE USE OF THIS SERVICE PLATFORM. THIS WEBSITE IS MADE ACCESSIBLE ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY CONDITION OR WARRANTY IN ANY FORM. WE DISCLAIM ANY AND ALL KIND OF WARRANTIES, CONDITIONS, REPRESENTATIONS, EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION MERCHATABILITY, FITNESS FOR PARTICULAR PURPOSE AND NON-INFRINGMENT.
Limitation of Liability:
We communicate electronically with users through text messages, email and post on the website. You consent to receive electronic communication from VGA Marketing as opted, required or necessary, regarding your account, promotions and reports, and to contact us by electronic communication or by phone when available. You agree that all agreement, disclosures, notices and other communication we communicate electronically with you satisfy all legal requirement that such communication be in writing.
You agree to indemnify, defend and hold harmless VGA Marketing, or any of its directors, officers, or employees from and against all claims, causes of action, recoveries, losses, damages, fines, penalty, or any other expenses, including attorney's fee, arising out of or related to your use of this platform to communicate with your contacts in the promotion of your services to your customers or customer service related interactions with your customers. You are solely responsible for your interaction with your customers using our platform regarding the promotions, rewards and other customer services interactions with them. You hereby release VGA Marketing from any and all claims or liability to any action or inaction by your business to your customers to the extent permitted under applicable laws.
The platform contains proprietary information and materials such as, graphics, user interface, logo, contents, scripts and Software codes used to implement this service, which is owned by VGA Marketing, and they are protected by applicable intellectual property and other laws including but not limited to copyright. You are PROHIBITED FROM COPYING, DISTRIBUTING, TRASNMITTING, POSTING, MODIFYING OR CREAT DERIVATIVE WORKS BASED ON THE SERVICE IN ANY FORM OR EXPLOIT THE SERVICE IN ANY UNATHORIZED WAY WHATSOEVER. Your violation of any of these requirements may result to intellectual property infringement subject to civil and/or criminal penalties.
This Agreement will be governed by the laws of the state of Georgia as applied to agreements entered into and to be performed entirely within the state of Georgia, without regard to its choice of law or conflicts of law principles that would require application of law of a different jurisdiction, and applicable federal law.
We may transfer or assign this Agreement and the rights hereunder to any other person or entity without your consent. You do not have the right to transfer or assign this Agreement and the rights hereunder to any other person or entity without our written consent.
Modification of This Agreement:
If any provision of this Agreement is held invalid in a court of competent jurisdiction, such invalidity shall not affect the enforcement of any other provisions contained in this Agreement, and the remaining portions of this Agreement shall continue in full force and effect. A waiver by you or VGA Marketing of any breach or default or a failure to act on any breach, or default, in any one instance, does not waive the right to act on any subsequent or similar breach or default under this Agreement.
This Agreement, our Privacy Statement and any rules established by us, constitute the entire Agreement between you and VGA Marketing, and governs your use of the LRM service, or website, or platform, superseding any prior oral or written agreement between you and VGA Markeing, with respect to the use of this Website. Notwithstanding the above and for the avoidance of doubt, any Non-Disclosure Agreement between you and VGA Marketing entered outside of this Agreement shall continue in full force and effect.
Nothing in this Agreement shall prevent VGA Marketing from complying with the laws of the federal, state or local government.
The headings used herein are for references purposes and for convenience only, and do not limit the scope or extent of such section, and shall be of no legal force or effect.