Terms and Conditions
Last Revised: September 13, 2024
Intellectual Property
The CTOx website ctox.com (the “Site”) is provided by CTOx, LLC (the “Company”). These Terms of and Conditions (the “Terms”), along with our Privacy Policy, are also a resource for you to get a deeper understanding of your obligations and rights with respect to your use of the Site, including how we may use any information and data we collect from you. We may modify these Terms of Service from time to time as we deem appropriate, so you should check back in frequently to confirm the terms upon which you may use our service. We will notify you of any modifications to these Terms by posting them on the Site. You hereby agree that by logging in and using the Site, after the effective date of the updated Terms, you agree to be bound by the updated Terms.
ACCEPTANCE OF TERMS OF SERVICE
These Terms along with our Privacy Policy are a binding legal agreement and govern your use of this Site and our membership site(s). By accessing this Site and/or our membership site(s), you are acknowledging and accepting these terms and conditions. These terms and conditions are subject to change by Company at any time and at our discretion without notice. Your use of this Site and/or our membership site(s) after any changes are implemented constitutes your acceptance of the changes. As a result, we encourage you to consult the terms and conditions each time you use this Site and/or our membership site(s). You represent and warrant that your use of the Services will be in accordance with the highest ethical and industry standards related to the Services.
Intellectual Property
You acknowledge and agree that all content and materials available on this Site are protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws. Except as expressly authorized by COMPANY, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works from such materials or content.
As noted above, reproduction, copying, or redistribution for commercial purposes of any materials or design elements on this Site is strictly prohibited without the express written permission of COMPANY. For information on requesting such permission, please contact [email protected]. For clarity, you may not directly or indirectly replicate any of the content on the Sites for any commercial purpose or access or seek to obtain information from the Site through unauthorized web-crawling, data mining, spiders, bots or screen scraping. You will not use any content on the Site or access the Site for the purposes of building or providing any competitive products or services.
Third Party References / Hyperlinks
This Site and/or our membership site(s) may link you to other sites on the Internet. These other sites may contain information or material that some people may find inappropriate or offensive. These other sites are not under the control of COMPANY, and you acknowledge that COMPANY is not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such other sites. The inclusion of such a link does not imply endorsement of the site by or any association with its operators. However, we may from time to time be compensated for referring you to certain vendors, and in such circumstances, we will let you know of that relationship.
PRICING OF MEMBERSHIP PROGRAM(S)
COMPANY may offer one or more membership programs on this Site. The pricing for any such membership program will be clearly stated on the applicable order form and may also be listed on the Site. You shall promptly pay all applicable fees associated with the service as set forth in the applicable order form. If a payment becomes thirty (30) days or more overdue, COMPANY reserves the right to suspend or terminate your access to the services. Past-due payments may be subject to late payment charges of the lesser of: (a) one and one-half percent (1 ½ %) per month, or (b) the maximum rate allowed by law. The fees and rates under this Agreement are subject to change by COMPANY upon at least thirty (30) days written notice, which notice may include by posting the updated fees and rates on the Site.
DISCLOSURE OF INFORMATION ON PRIVATE MEMBERSHIP SITE
As a member of one of the membership programs offered by COMPANY, you may submit content to the membership site, including photos and user comments. You shall be solely responsible for your own content and the consequences of submitting and publishing your content.
You further agree and understand that other individual members of the program that are separate from COMPANY may see the information that you post on any applicable membership site. For this reason, you agree that you shall NOT post any information that you do not want others to see. You agree that anything you post in the applicable membership site is at your own risk, and you further agree to hold COMPANY harmless from any and all damage that could occur to you from any information that you post. For additional details, please see our Privacy Policy.
You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish content you submit. You agree that content you submit will not contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant COMPANY all of the license rights granted herein. COMPANY does not endorse any content submitted to COMPANY by any user or other licensor.
YOUR CONDUCT
COMPANY does not permit copyright infringing activities and infringement of intellectual property rights on this Site and/or membership site(s), and COMPANY will remove all content if properly notified that such content infringes on another’s intellectual property rights.
You also affirm, represent, and warrant that your participation on this Site and/or in the membership program(s) and the content you submit does not relate to pornography, illegal activities of any kind, occult, hate, or racism. You also affirm, represent, and warrant that you shall not make any statements or take any actions against COMPANY or other members that would constitute libel or slander.
COMPANY reserves the right to make the final decision regarding what is appropriate. COMPANY further reserves the right to remove content or terminate your account without prior notice for any violation of this provision.
Further details regarding the conduct that is expected of all participants in the membership program can also be found in the first post that you will find inside the membership site.
TERMINATION OF MEMBERSHIP
Either you or COMPANY can cancel your participation in any of our membership programs at any time. COMPANY may terminate or suspend your access to any products or services or participation in any of our membership programs immediately.
No refunds for previous months of membership will be given once the initial refund period has passed. COMPANY’s refund policy is described in further detail in Section 3(E) herein, as follows.
REFUND POLICY
COMPANY may offer a 30-day money back guarantee to individuals depending on the program for which you become a member. The 30-day window begins after your initial Member’s Game Plan call. If your program allows for a refund as is described in this section, we will provide you with notice regarding such a refund. If you are eligible for such a refund, you can simply contact us within that period and request a full refund of the membership fee that you have actually paid. For clarity, no refunds will be provided after the expiration of the 30-day refund period of your membership.
CUSTOMER ACKNOWLEDGEMENT
YOU ACKNOWLEDGE THAT COMPANY IS NOT ACTING AS A FINANCIAL OR LEGAL ADVISOR AND DOES NOT GUARANTEE THAT YOU WILL ACHIEVE ANY PARTICULAR RESULT FROM PARTICIPATING IN ANY OF COMPANY’S MEMBERSHIP PROGRAMS OR FROM USING ANY OF THE INFORMATION ON THIS SITE. PLEASE SEE OUR COMPLETE EARNINGS DISCLAIMERS FOR DETAILS. YOU ACKNOWLEDGE THAT OUTPUT PRODUCED BY THE SERVICES ARE BASED IN PART ON DATA AND INFORMATION SUPPLIED BY YOU. FURTHERMORE, YOU ACKNOWLEDGE THAT THE USE OF THE OUTPUT OF THE SERVICES SHOULD BE COUPLED WITH OTHER INFORMATION USED BY COMPETENT PROFESSIONALS.
ABILITY TO ACCEPT TERMS AND CONDITIONS
You affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms, and to abide by and comply with these Terms.
CONTACTING US
If you need to contact us, you can email [email protected]
DISCLAIMER OF WARRANTIES
ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THIS SITE (THE “CONTENT”) ARE PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR USE. THE CONTENT IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON INFRINGEMENT. COMPANY AND ITS AGENTS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THIS SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF THIS SITE IS SOLELY AT YOUR RISK. BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL COMPANY OR ITS AGENTS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS SITE. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, COMPANY’S LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
INDEMNIFICATION
You agree to defend, indemnify, and hold COMPANY and its other affiliated companies harmless, and their employees, contractors, officers, and directors from all liabilities, claims, and expenses, including attorney’s fees, that arise from your use of this Site and/or the membership programs.
SEVERABILITY AND INTEGRATION
Unless otherwise specified herein, this agreement constitutes the entire agreement between you and COMPANY with respect to this Site and supersedes all prior or contemporaneous communications between you and COMPANY with respect to this Site. If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
JURISDICTION
These Terms shall be governed by and construed in accordance with the laws of the State of Delaware. You hereby consent to binding arbitration in the State of Delaware to resolve any disputes arising under this Terms.
DISPUTE RESOLUTION
The parties agree to work together in good faith to resolve any dispute arising out of the services between the parties through direct communications.
Any dispute which is unable to be resolved through direct communication shall be escalated to arbitration. The parties shall arbitrate any dispute resulting from or arising from these Terms. Any such arbitration shall be in accordance with the commercial rules of Judicial Arbitration and Mediation Services ("JAMS") in effect at the time the dispute is filed, except to the extent such rules conflict with these Terms. The cost of the arbitration will be borne equally by the Parties. Any such arbitration shall be held in Atlanta, Georgia USA and directed by JAMS. Notwithstanding the foregoing or the then-current specified commercial rules of JAMS, the following shall apply with respect to the arbitration proceeding: (a) the arbitration proceedings shall be conducted by one (1) arbitrator selected by the parties, provided, if the parties fail to make such designation within five (5) days after receipt by JAMS of the demand for arbitration, JAMS shall make the appointment in its sole discretion of an arbitrator with a minimum of ten (10) years’ experience and knowledge of software outsourcing and software licensing agreements); (b) the arbitrator will apply North Carolina law and will have no power to alter any provision of these Terms nor to determine any matter, except as provided in this Section 9. The arbitrator will not be bound by legal rules of procedure, and may receive evidence in any manner designed to achieve an equitable result for the Parties; and (c) the existence, subject, evidence, proceedings and rulings resulting from the arbitration proceedings shall be deemed Confidential Information, and shall not be disclosed by either Party, their representatives, or the arbitrator, except: (i) to the professional advisors of each of the Parties; (ii) in connection with a public offering of securities of either of the Parties; (iii) as ordered by any court of competent jurisdiction; or (iv) as required to comply with any applicable governmental statute or regulation. All offers, promises, conduct, and statements, whether written or oral, made in the course of negotiation or arbitration hereunder are confidential, privileged, and inadmissible for any purpose, including, without limitation, impeachment, or estoppel, in any other litigation or proceeding involving any of the Parties, provided that evidence that is otherwise admissible or discoverable will not be rendered inadmissible or non-discoverable as a result of its use in the negotiation or arbitration. Either Party may seek equitable relief in arbitration prior to arbitration on the merits to preserve the status quo. EACH PARTY HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL RIGHTS TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTER-CLAIM (WHETHER IN CONTRACT, STATUTE, EQUITY, OR TORT (SUCH AS NEGLIGENCE)), OR OTHERWISE RELATING TO THESE TERMS.
Copyright 2024 © CTOx LLC
1007 Mansell Rd, Suite 520 Roswell, Georgia 30076 USA