Terms of Service
Plain-English Terms of Service
Welcome to MarketPlan! Here on the left (or top of each section if on mobile) you’ll find our plain-english terms of service and the corresponding legal policy on the right (or bottom of each section if on mobile).
Please review our terms, you must agree to them in order to use MarketPlan. If you are using MarketPlan on behalf of your business, make sure you are allowed to agree to our terms of service.
We may change our terms of service from time to time. If we do, we will post an in-app message or email you.
This plain-english terms of service has no legal merit, but is for the purpose to help you understand the full legal Terms of Service. Please read the full legal Terms of Service.
We last updated this policy on December 27, 2017.
Legal Terms of Service
Date of Last Revision: December 27, 2017
If you do not agree to all the terms and conditions of this Agreement, you must discontinue use of the Services.
1. Account Registration and Access
When you sign up and provide us your information, it is your responsibility to keep that information up to date with us.
You are responsible for what happens in your MarketPlan account.
We may access your account for various reasons.
To register for the Services and create an account, you (including any agent designated by you operating on your behalf) must complete the registration process by providing MarketPlan with the requested information such as your name, email address, telephone, username, and password. You agree to provide us with complete and accurate information when you register for the Services, and to keep such information up to date.
You shall protect your username and password and are solely responsible for activities that occur under or through your account, including activities initiated by third parties, whether or not such activities are authorized by you. If you allow a third party to access the Services on your behalf, you shall ensure that such third party is bound by, and abides by, the terms of this Agreement. You agree to notify MarketPlan immediately of any unauthorized use of your account or any other breach of security relating to your account or your use of the Services.
MarketPlan may access your account, or information associated with your account, to provide support or maintenance, for security-related reasons, or any other business purpose. You acknowledge and consent to such access.
2.1 To ensure you are not billed for another period than you desire, you must submit a cancel request at least 5 days before your subscription renews if you are on a paid Plan.
2.2 A subscription period is paid in advanced and set to auto-renew.
If you exceed your plan’s limits, you will be upgraded and prorated.
Any downgrades take effect the next billing cycle.
2.3 We may change prices of plans. If we do, you will automatically be moved to the according plan and price based on your previous plan or usage.
2.4 You may be billing amount may change based on promotions, tax changes, or plan price changes. If you do not pay, we can shut off your service.
2.5 You are responsible for keeping your billing information up to date with us. You are responsible for any collection costs.
2.6 Cancellations of paid accounts must be submitted at least 5 days before your subscription ends. You can use our cancellation form available in-app or you can contact our Customer Success team.
2.1 SUBSCRIPTION TERMS
Market Plan may offer a range of subscription plans to its Services (each, a “Plan”). Each Plan includes different levels of access to features of the Services.
You will select your Plan as part of your registration for the Services. Each subscription period for a Plan will be based on the subscription period chosen/sold (e.g. annually, bi-annually, monthly). You may choose to be billed for the Plan annually or in less than annual increments (e.g. monthly or bi-annually), but regardless of your billing cycle, you are responsible for subscription fees (if a “Paid Plan” is chosen) for the entire subscription period chosen/sold.
At the end of your current subscription period, your Plan will automatically renew for a subscription period equal to your prior subscription period unless you provide MarketPlan with email notice (sent to [email protected]) of your intent not to renew your plan or by submitting our cancellation form in the Service at least five (5) days prior to the end of the then-current subscription period. A Free Account does not require a notice at least five (5) days prior to the end of the then-current subscription period.
To view the specific details of your Plan, including pricing information and the end date of your subscription period, contact us at [email protected].
2.2 BILLING POLICIES, REFUNDS, OVERAGES, AND UPGRADE AND DOWNGRADE TERMS
The fees for your Plan are billed in advance of each billing cycle.
In the event you cancel your Plan, no refunds or credits will be provided for partial or unused months of the Services.
If you exceed your Plan’s limits on any feature in any given month, you will be automatically upgraded to the next level Plan for the remainder of your subscription period.
If you upgrade your Plan level, you will immediately be charged for the increased price of the upgraded Plan, pro-rated to reflect the remaining duration of your subscription period (with the exception of upgrading from a Free Plan to a Paid Plan in which your billing cycle will start new on the day you updgrade where the full fee of the Paid Plain is to be paid), and you will be charged the full amount of the then-current rate for the new Plan, as provided at https://marketplan.io/, beginning with your next billing cycle.
If you desire to downgrade your Plan level prior to the end of your subscription period, please provide written notice to [email protected]. The Plan downgrade will take effect the next billing cycle following your notice to MarketPlan, and you will not receive any refunds for payments made on your current billing cycle. Downgrading your Plan may cause the loss of account content, features, or capacity. MarketPlan disclaims liability for any such loss.
Any discounts applied to a previous subscription may not apply to a renewed subscription, including to any automatic renewals.
Any questions involving upgrades or downgrades to your Plan can be directed to [email protected].
2.3 CHANGES IN FEES
We may change the fees for the Services at any time or impose additional fees or charges.
Such changes will be effective as of the next billing cycle after notice of our new fees, as provided for in Section 12 herein, provided that if you upgrade or downgrade to a new Plan, whether at your election or exceeding limits according to Section 2.2, you will be charged at the then-current rate for such Plan, as provided at https://marketplan.io/.
2.4 PAYMENT OF FEES
As an express condition of your use of and access to the Services, you agree to pay all fees applicable to your Plan, any other fees for additional services you may purchase, and any applicable taxes in connection with your use of the Services.
We will bill the fees due under your Plan to the credit card you provide to us during registration (or to a different credit card if you change your payment information). You acknowledge that the amount billed for each renewal period may vary due to promotional offers, changes in your Plan, and changes in applicable taxes, and you authorize us to bill you the corresponding amounts.
We reserve the right to deactivate your access to the Services for failure to pay applicable fees as described in this Agreement. Unless otherwise stated, all fees are stated in U.S. Dollars.
2.5 CREDIT CARD PAYMENTS
All fees for your Plan will be billed to your credit card. You authorize the card issuer to pay any amounts described herein and associated with your Plan and authorize us (or a billing agent acting on our behalf) to continue charging all such amounts to your credit card account until you or we, cancel or terminate your Plan as provided herein or these amounts are paid in full, whichever is later.
You must provide current, complete and accurate billing and credit card information. You must promptly update all billing information (such as billing address, card number and expiration date) to keep your account current, complete and accurate, and you must promptly contact MarketPlan if your credit card is lost or stolen, or if you become aware of a potential breach of account security (such as an unauthorized disclosure or use of your MarketPlan username or password).
You authorize us to obtain or determine updated or replacement expiration dates for your credit card in the event that the credit card you provided us expires. We reserve the right to charge any renewal card issued to you to the same extent as the expired card. If payment is not received from your credit card issuer, you agree to pay all amounts due upon demand. You agree to pay all costs of collection, including attorney’s fees and costs, on any outstanding balance. In certain instances, the issuer of your credit card may charge you a foreign transaction fee or related charges, which you will be responsible to pay. Please check with your bank and credit card issuer for details.
2.6 ACCOUNT CANCELLATION
You may cancel your Plan upon five (5) days notice by sending an email to [email protected] or by our cancellation form available within the Service. A Free Account does not require a notice at least five (5) days prior to the end of the then-current subscription period.
For clarity, if you cancel your plan prior to the conclusion of your current subscription period, you will remain responsible for payment for all subscription fees through the conclusion of your current subscription period.
If you cancel your Plan, you will lose all access, upon the expiration of your current prepaid period, to the Services and any data or information stored in your account (see Section 11 (“Term and Termination”) for additional details).
3.1 You have access to MarketPlan. You are liable for all uses of MarketPlan under your account.
3.3 We we have rights to anything you post in a public area owned by us.
3.1 LICENSE TO MARKETPLAN SOFTWARE
Subject to the terms and conditions of this Agreement, MarketPlan hereby grants you a limited, revocable, non-exclusive, non-transferable and non-assignable license to remotely access the Services to view and download your projects stored on the MarketPlan Website, located at https://marketplan.io/.
Except as expressly set forth herein, you shall not transfer, lease, lend, sub-license, use for time-sharing, or service bureau purposes, resell or otherwise distribute or allow third-party access to all or any portion of the Services with the exception of third-party that is using the Services on your behalf or you using the Service on the third-party’s behalf. In this exception, you are fully liable for your and the third-party’s use of the Services as described in section 7.
3.2 LICENSE TO CLIENT DATA
As between you and MarketPlan, you shall retain ownership of any information, data and statistics that MarketPlan obtains from your website, such as raw data and log files generated by and/or provided to the Services.
You hereby grant to MarketPlan a royalty-free, non-exclusive, irrevocable, right and license to access or modify any data or other information you provide to MarketPlan (collectively “Client Data”) for the purposes of (i) providing you with functions related to the Services; (ii) analyzing and improving the Services; and/or (iii) compiling aggregate data derived from your use of the Services to compile statistics, metrics, insights and general trend data about the Services for, among other things, MarketPlan’s marketing and promotional purposes. This information will be presented only in aggregate form, and we will not share specific site data that identifies you without your permission.
You represent and warrant that you have all rights, licenses, and consents required to license Client Data to MarketPlan on these terms, and further represent and warrant that this license does not infringe the rights of any third party or violate any applicable law or regulation.
3.3 LICENSE TO MATERIAL WHICH YOU POST
By posting any software, information, data, databases, music, audio, video or audiovisual files, photographs, images, documents, text, digital files, forum messages, reviews, comments or other material (“Material”) to the MarketPlan Blog or any other public area, you hereby grant MarketPlan an irrevocable, perpetual, non-exclusive, royalty-free worldwide license to reproduce, adapt, distribute, perform or publicly display, or create derivative works from all or any portion of the Material. You further represent and warrant that you own all rights to such Material and that this license does not infringe the rights of any third party or violate any applicable law or regulation.
As used in this section, “Personally Identifiable Information” refers to information that can be used to personally identify a unique individual, such as name, address and phone number.
5. Proprietary Rights; Restrictions on Use
5.1 Any opinions posted on our site by contributors, authors, moderators, etc. do not necessarily represent MarketPlan’s opinions.
5.2 Anything you post to a place owned by MarketPlan, we have the right of full control over the material.
5.4 For clarity, please read the full legal version of this section. These terms clearly state the restrictions of the use of MarketPlan.
5.1 CONTENT ON THE WEBSITE
Any opinions expressed by the contributors, authors and moderators who post content to the Website are the personal opinions of the authors, not of MarketPlan, whether or not the authors are employees or contractors of MarketPlan. The Website and all materials published and/or distributed on or through the Website (including, but not limited to news articles, photographs, images, illustrations, audio clips and video clips) are provided for informational and entertainment purposes only and are not meant to be an endorsement or representation by MarketPlan or any other party.
5.2 MARKETPLAN’S EXCLUSIVE RIGHT TO MANAGE MATERIAL
You acknowledge that any Material you post, upload, or submit to the MarketPlan Blog or any public place owned by MarketPlan may be edited, removed, deleted, modified, published, transmitted, and displayed by MarketPlan in its sole discretion and without your permission and you waive any rights you may have in having the material altered or changed in a manner not agreeable to you. You expressly agree that we may remove, disable or restrict access to or the availability of any Material from the MarketPlan Blog or any public place owned by MarketPlan at any time, for any reason or for no reason at all. However, MarketPlan shall not be responsible for controlling or editing any Material and MarketPlan cannot ensure removal of inappropriate or unlawful Material. Under no circumstances will we be held liable for removing, disabling or restricting access to or the availability of Material or for any failure to do so.
Without limiting the generality of the foregoing, you agree not to (and to not allow any third party to): (a) sublicense, distribute, or use the Service outside of the scope of the License granted herein; (b) copy, modify, adapt, translate, prepare derivative works from, reverse engineer, disassemble, or decompile the Processing Software or otherwise attempt to discover any source code or trade secrets related to the Service; (c) use the trademarks, trade names, service marks, logos, domain names and other distinctive brand features or any copyright or other proprietary rights associated with the Service for any purpose without the express written consent of MarketPlan; (d) register, attempt to register, or assist anyone else to register any trademark, trade name, serve marks, logos, domain names and other distinctive brand features, copyright or other proprietary rights associated with MarketPlan other than in the name of MarketPlan; or (e) remove, obscure, or alter any notice of copyright, trademark, or other proprietary right appearing in or on any item included with the Service.
5.4 RESTRICTIONS ON USE AND COMPLIANCE
YOU SHALL NOT:
- Use, or allow the use of, the MarketPlan Technology and Service, except pursuant to the limited rights expressly granted in this Agreement;
- Use the MarketPlan Technology and Service in any manner that is inconsistent with user documentation, if any, supplied to you by MarketPlan or inconsistent with MarketPlan’s standard security procedures, if any, accessible through your user interface;
- Attempt to reverse engineer, hack into, or compromise any aspect of the MarketPlan Technology and Service, or attempt to access data or account information of any other customer of MarketPlan;
- Remove, obscure or alter any legal notices, including notices of intellectual property rights appearing in or on any materials delivered to you by MarketPlan;
- Use, post, transmit or introduce any device, software or routine that interferes or attempts to interfere with the operation of the MarketPlan Technology and Service;
- Post or transmit any libelous, defamatory, indecent, obscene, abusive or pornographic message, data, image or program;
post or transmit any message, data, image or program that would violate any property rights of others using the Services or on the MarketPlan Blog or public place owned by MarketPlan;
- Upload or download files that contain software or other material protected by intellectual property laws, rights of privacy or publicity, or any other applicable law unless you own or control the rights to such files or have received all necessary consents;
- Use the Services to threaten, harass, or otherwise violate the legal rights (including rights of privacy and publicity) of others.
- Run any processes that run or are activated while you are not logged on to the Website, or that otherwise interfere with the proper working of or place an unreasonable load on the Services’ infrastructure. Further, the use of manual or automated software, devices, or other processes to “crawl,” “scrape,” or “spider” any page of the Website is strictly prohibited.
You will not use the Services in any way or for any purpose that would violate, or would have the effect of violating, any applicable laws, rules or regulations or any rights of any third parties, including without limitation, any law or right regarding any copyright, patent, trademark, trade secret, music, image, or other proprietary or property right, false advertising, unfair competition, defamation, invasion of privacy or rights.
If any third-party makes a claim against MarketPlan by you not following our Terms of Service, you agree to indemnify, hold harmless, and possibly defend MarketPlan at your expense. We reserve the right of exclusive defense and control of this. If this happens we will let you know by email within 30 days of us learning about the claim.
You agree to indemnify, hold harmless and (only if requested by MarketPlan) defend MarketPlan, at your expense, against any and all third-party claims, actions, proceedings, and suits asserted against MarketPlan or any of its officers, directors, employees, agents or affiliates, and all related liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys’ fees) incurred by MarketPlan or any of its officers, directors, employees, agents or affiliates, arising out of or relating to your breach of any term or condition of this Agreement and/or your use of the Services. In such instances, MarketPlan will provide you with electronic and written notice of such third-party claim, action, proceeding, or suit to the last e-mail address and mailing address furnished to MarketPlan within 30 days of learning of such claim. You shall cooperate as fully as reasonably required in the defense of any claim. MarketPlan reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.
7. Third Parties
If you use MarketPlan on behalf of a third-party, you must ensure the terms of this agreement is followed by you and the third-party. The third-party still owns the data.
If you provide access to your Account or any portion thereof to any third party or use the Service to collect information on behalf of any third party (“Third Party”), whether or not you are authorized to do so by MarketPlan, the terms of this Section shall apply to you.
If you use the Service on behalf of any Third Party, you represent and warrant that (a) you are authorized to act on behalf of, and bind to this Agreement, that Third Party, (b) as between the Third Party and you, the Third Party owns any rights to Customer Data in the applicable account, and (c) you shall not disclose Third Party’s Customer Data to any other party without the Third Party’s consent.
You shall ensure that each Third Party is bound by and abides by the terms of this Agreement. MarketPlan makes no representations or warranties for the direct or indirect benefit of any Third Party. With respect to Third Parties, you shall take all measures necessary to disclaim any and all representations or warranties that may pertain to MarketPlan, the Service, the Software or the Reports, or use thereof. You agree to indemnify, hold harmless and defend MarketPlan, at your expense, against any and all third-party claims, actions, proceedings, and suits brought against MarketPlan or any of its officers, directors, employees, agents or affiliates, and all related liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys’ fees and other litigation expenses) incurred by MarketPlan, or any of its officers, directors, employees, agents or affiliates, arising out of or relating to (w) any representations and warranties made by you concerning any aspect of the Service, the Software or Reports to Third Parties; (x) any claims made by or on behalf of any Third Party pertaining directly or indirectly to your use of the Service, the Software or Reports; (y) violations of your obligations of privacy to any Third Party; and (z) any claims with respect to acts or omissions of Third Parties in connection with the Services.
8. Representations and Warranties
We cannot guarantee the integrity of the service.
MarketPlan does not represent or warrant that (a) the Services will be error-free or accessible at particular times, (b) defects will be corrected, (c) the Services, or the server(s) that makes it available, are free of viruses or other harmful components, or (d) the use or the results of the use of the Services or the materials made available as part of the Services will be correct, accurate, timely, or otherwise reliable.
You specifically agree that MarketPlan shall not be responsible for unauthorized access to or alteration of the Customer Data. MarketPlan does not guarantee storage of Customer Data. Storage space allocated to you is subject to agreement with MarketPlan or the amount of available space.
9. Disclaimers and Limitations on Liability
9.1 We cannot guarantee the accuracy of stats. We can make updates at any time. We do not guarantee the integrity of third-party links.
9.2 The service is provided “as-is”.
9.3 We explicitly limit our liability if something goes wrong.
9.1 GENERAL DISCLAIMERS
The information, reports and services included in or available through the Services may include inaccuracies or typographical errors. Complete accuracy in all aspects of your Statistics at all times also is not guaranteed. Changes are periodically added to the information herein. MarketPlan and/or its respective vendors may make improvements and/or changes in the Services at any time, without obligation to notify any person or entity of such changes.
The Services may contain links to third party websites (“Third Party Websites”). Access to Third Party Websites is at your own risk and MarketPlan is not responsible for the accuracy, availability or reliability of any information, goods, data, opinions, advice or statements made available on Third Party Websites that you access from the Services. The Third Party Websites are not under the control of MarketPlan and as such, MarketPlan is not liable for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any Third Party Website. MarketPlan provides these links merely as a convenience and the inclusion of such links does not imply an endorsement or recommendation.
9.2 DISCLAIMERS OF WARRANTIES
THE SERVICES, THE MARKETPLAN TECHNOLOGY AND SERVICE IS PROVIDED “AS IS” AND THERE ARE NO WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY MARKETPLAN EITHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE SERVICES OR ANY DOCUMENTATION, INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. MARKETPLAN DOES NOT WARRANT THAT THE SERVICES WILL MEET YOUR NEEDS OR BE FREE FROM ERRORS, OR THAT THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED. THE FOREGOING EXCLUSIONS AND DISCLAIMERS ARE AN ESSENTIAL PART OF THIS AGREEMENT AND FORMED THE BASIS FOR DETERMINING THE PRICE CHARGED FOR THE SERVICES. SOME STATES DO NOT ALLOW EXCLUSION OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY NOT APPLY TO YOU IN FULL.
9.3 LIMITATIONS ON LIABILITY
MARKETPLAN AND ITS OFFICERS, DIRECTORS, AND EMPLOYEES WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL (INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR LOST DATA COLLECTED THROUGH THE SERVICES), OR INCIDENTAL DAMAGES, WHETHER BASED ON A CLAIM OR ACTION OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, INDEMNITY OR CONTRIBUTION, OR OTHERWISE, EVEN IF MARKETPLAN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE EXCLUSION CONTAINED IN THIS PARAGRAPH SHALL APPLY REGARDLESS OF THE FAILURE OF THE EXCLUSIVE REMEDY PROVIDED IN THE FOLLOWING PARAGRAPH. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU IN FULL
MARKETPLAN’S CUMULATIVE LIABILITY TO YOU OR ANY OTHER PARTY FOR ANY LOSS OR DAMAGES RESULTING FROM ANY CLAIMS, DEMANDS, OR ACTIONS ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE AGGREGATE FEES PAID TO MARKETPLAN FOR USE OF THE SERVICES DURING THE SIX MONTHS PRECEDING THE MOST RECENT EVENT GIVING RISE TO SUCH LIABILITY.
10. Service Failures
We do not guarantee that there is no downtime. We are not liable for any downtime.
MarketPlan does not guarantee, and shall have no liability for, any Services downtime, including, without limitation, any downtime (a) caused by failures of or previously scheduled maintenance to MarketPlan’s equipment or servers, (b) caused by outages to any public Internet backbones, networks or servers; (c) caused by any failures of your equipment, systems or local access services; or (d) relating to events beyond MarketPlan’s control, such as strikes, riots, insurrections, fires, floods, explosions, war, governmental actions, labor conditions, earthquakes, natural disasters, or interruptions in Internet services to an area where MarketPlan or your servers are located or co-located.
11. Term and Termination
We can suspend or shut off your account at any time. Anything backowed will be due.
MarketPlan may terminate or suspend access to the Services immediately, without prior notice or liability, if you breach this Agreement or for any other reason.
11.2 TERMINATION OF THE SERVICES
To terminate your use of the Services, please follow the steps described in Section 2.6 (“Account Cancellation”).
Upon any termination of the Services (a) MarketPlan will cease providing the Services; (b) any outstanding balance payable by you to MarketPlan will become immediately due and payable and any collection expenses incurred will be included in the amount owed; (c) you will not be entitled to any refunds of any usage fees or any other fees; and (e) all of your historical report data will no longer be available to you through MarketPlan.
12. Modifications to this Agreements and Other Policies
We may update our Terms and/or Plans from time to time. We notify you as the changes are made.
MarketPlan reserves the right at any time and from time to time to update, modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. MarketPlan shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
Our employees are not authorized to vary the terms of this Agreement. This Agreement may be modified only (a) by obtaining our written consent in an agreement signed by an officer of MarketPlan; or (b) as set forth below in the immediately following paragraph.
You agree that MarketPlan may modify the terms of this Agreement or any policy governing the Services from time to time, and that your right to access the Services is conditioned on an ongoing basis with your compliance with the then-current version of this Agreement. We will notify you of any material revisions or modifications to the Agreement by (x) posting a notice on the MarketPlan Website the first time that you visit the Website following such revisions or modifications, (y) providing direct notice of such changes in a communication via email to the most recent email address we have on file, or (z) by other reasonable means. By continuing to use the Services, you consent to the revised or modified terms of this Agreement.
13. U.S. Government Rights
If the U.S. Government gets involved with us, they have to abide by this agreement as well.
If the use of the Service is being acquired by or on behalf of the U.S. Government or by a U.S. Government prime contractor or subcontractor (at any tier), in accordance with 48 C.F.R. 227.7202-4 (for Department of Defense (“DOD”) acquisitions) and 48 C.F.R. 2.101 and 12.212 (for non-DOD acquisitions), the Government’s rights in the Software, including its rights to use, modify, reproduce, release, perform, display or disclose the Software or Documentation, will be subject in all respects to the commercial license rights and restrictions provided in this Agreement.
14. Miscellaneous; Arbitration, Choice of Law, and Venue
14.1 If we aren’t able to perform because things out of our control, it’s okay for us to not perform or delay performance.
14.2 This Agreement is enforced to the farthest capability it can be enforced.
14.4 If a dispute happens between us, and it has to go to the process of arbitration, it is to be handled in Jacksonville, FL. Each of us are responsible for our own legal costs according to arbitration law. Regardless of the outcome both parties must honor this agreement. Please read the full legal section to read the full disclaimer and terms of the agreement to arbitrate.
14.5 Section 14.4 doesn’t apply for claims regarding relief or intellectual property rights.
14.6 Florida law supersedes this agreement except as described in Section 14.4. Any disputes are under jurisdiction of the Duval County, Florida court. All MarketPlan Technologies and Services are controlled by U.S. Export Regulations. The United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act doesn’t apply to this agreement.
14.7 Any notices from MarketPlan will come to you by email, post on our site, message in the app, or by first-class mail (if we have your address). Any notices to MarketPlan must be emailed or mailed first class, air mail, or overnight courier, and are deemed given upon receipt.
224 Datura Street,
West Palm Beach, FL 33401
14.8 Rights are non-transferable without our consent.
14.9 The headings in this agreement are merely for the purpose of convenience and doesn’t affect the legal copy.
MarketPlan shall be excused from performance hereunder to the extent that performance is prevented, delayed or obstructed by causes beyond its reasonable control.
14.2 SEVERABILITY AND WAIVER
If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed to the extent necessary to make it enforceable to the maximum extent permissible so as to reflect the intent of the parties, and the remainder of this Agreement shall continue in full force and effect.
If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed to the extent necessary to make it enforceable to the maximum extent permissible so as to reflect the intent of the parties, and the remainder of this Agreement shall continue in full force and effect.
14.3 ENTIRE AGREEMENT
14.4 AGREEMENT TO ARBITRATE
Certain portions of this Section 14.4 are deemed to be a “written agreement for arbitration” pursuant to the Federal Arbitration Act. You and MarketPlan agree that we intend that this Section 14.4 satisfies the “writing” requirement of the Federal Arbitration Act.
If any controversy, allegation, or claim arises out of or relates to the Services, the Website, your Plan, or this Agreement, including but not limited to claims for indemnification, contribution, or cross-claims in a pending action involving one or more third parties (collectively, a “Dispute”), then either you or MarketPlan may elect to submit the Dispute to be finally and exclusively resolved by binding arbitration before a sole arbitrator in accordance with the then current Commercial Arbitration Rules of the American Arbitration Association. If an in-person arbitration hearing is required, then it will be conducted in Jacksonville, Florida; but if the applicable arbitration rules or laws require the arbitration to be conducted in the “metropolitan statistical area” (as defined by the U.S. Census Bureau) where you are a resident at the time the Dispute is submitted to arbitration, MarketPlan shall have the right to elect to proceed to arbitration in such location. All parties to the arbitration will have the right, at their own expense, to be represented by an attorney or other advocate of their choosing. You and MarketPlan will pay the administrative and arbitrator’s fees and other costs in accordance with the applicable arbitration rules; but if applicable arbitration rules or laws require MarketPlan to pay a greater portion or all of such fees and costs in order for this Section 14.4 to be enforceable, then MarketPlan will have the right to elect to pay the fees and costs and proceed to arbitration.
In arbitration, as with a court, the arbitrator must honor the terms of this Agreement and can award the prevailing party damages and other relief (including attorneys’ fees). However, WITH ARBITRATION (a) THERE IS NO JUDGE OR JURY, (b) THE ARBITRATION PROCEEDINGS AND ARBITRATION OUTCOME ARE SUBJECT TO CERTAIN CONFIDENTIALITY RULES, AND (c) JUDICIAL REVIEW OF THE ARBITRATION OUTCOME IS LIMITED.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IF YOU OR WE WANT TO ASSERT A DISPUTE AGAINST THE OTHER, THEN YOU OR WE MUST COMMENCE IT WITHIN ONE (1) YEAR AFTER THE DISPUTE ARISES OR IT WILL BE FOREVER BARRED.
TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AGREE THAT NO ARBITRATION SHALL BE JOINED WITH ANY OTHER; THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED ON A REPRESENTATIVE OR CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; AND THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC OR ANY OTHER PERSONS.
14.5 INJUNCTIVE RELIEF
The foregoing provisions of this Section 14.4 will not apply to any (a) legal action taken by you or MarketPlan to seek an injunction or other equitable relief or (b) controversy, allegation or claim that arises out of relates to your or MarketPlan’s actual or alleged intellectual property rights.
14.6 CHOICE OF LAW AND FORUM
This Agreement shall be governed by and construed under the laws of the state of Florida without reference to its conflict of law principles. In the event of any conflicts between foreign law, rules, and regulations, and Florida law, rules, and regulations, Florida law, rules and regulations shall prevail and govern. Except to the extent that arbitration is elected in accordance with Section 14.4 above, any action or proceeding relating to a Dispute may only be instituted in state or federal court in Duval County, Florida. Accordingly, each party agrees to submit to the exclusive and personal jurisdiction of the courts located in Duval County, Florida. The United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act shall not apply to this Agreement. The MarketPlan Technology and Service are controlled by U.S. Export Regulations, and may not be exported to or used by embargoed countries or individuals.
MarketPlan may deliver notice to you under this Agreement by (a) means of electronic mail, (b) posting a notice on the MarketPlan Website, (c) a communication to your MarketPlan account, or by (d) written communication delivered by first class U.S. mail to your address on record if one exists.
Unless otherwise specified, any notices to MarketPlan must be sent to:
224 Datura Street,
West Palm Beach, FL 33401
via email or first class, air mail, or overnight courier, and are deemed given upon receipt.
14.8 TRANSFER OR RIGHTS
You may not assign or otherwise transfer any of your rights hereunder without MarketPlan’s prior written consent, and any such attempt is void. The relationship between MarketPlan and you is not one of a legal partnership relationship, but is one of independent contractors. This Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto.
The headings of the sections contained in this Agreement are for convenience only and shall not be deemed to control of affect the meaning or construction of any provision of this Agreement.
15. Special Admonitions for International Use
This app can be used around the world. We are based in the U.S. Make sure to know and follow your local law.
Recognizing the global nature of the Internet and the rapid changes around online privacy, you agree to comply with all local rules regarding online conduct and acceptable content. Without limiting the foregoing, you agree to comply with all applicable laws regarding the transmission of technical data exported to or from the United States or the country in which you operate or reside and to comply with any other local laws affecting the Services.
This Terms of Service has been effective since the date on the top of this page.
If you have any questions regarding these Terms of Service, please contact us by emailing [email protected]
To keep your Personal Data accurate, current, and complete, please contact us as specified below. We will take reasonable steps to update or correct Personal Data in our possession that you have previously submitted via the Services. Please also feel free to contact us if you have any questions about MarketPlan’s Terms of Service or the information practices of the Services.
You can contact us by email at: [email protected]
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