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1. Acceptance of Terms
By accepting ClientCritic.com™ Terms of Service (TOS) electronically or in writing, and/or by using ClientCritic.com™ services, including but not limited to, submission of content to ClientCritic.com™, payment or authorization of payment, you (Client) agree to be bound by the exact following terms and conditions. Client also agrees that Client’s electronic acceptance of this TOS shall have the same force and effect as if Client had agreed to this TOS in writing.
ClientCritic.com provides its services to Client subject to the following TOS, which may be updated from time to time without notice. Client may review the most current version of the TOS. Failure to comply with the TOS may result in account termination. By using ClientCritic.com™ services Client agrees to (and hereby signs) the most current version of the TOS. Client’s acceptance of the TOS is binding upon all ClientCritic.com™ services including the purchase of additional services or accounts at a later date.
2. Description of Service
ClientCritic.com™ is the world’s largest online “word of mouth” database of difficult or nonpaying customers. Business owners (registered users) submit into the database difficult or nonpaying customers and search the database as a means of gathering “word of mouth” information from other business owners about prospective clients. Client understands that ClientCritic.com™ services may include certain communications from ClientCritic.com™ such as advertisements, notices, service announcements and newsletters.
3. Electronic Delivery Policy
ClientCritic.com™ is a website-related business and communicates with its Clients electronically. When Client accepts this TOS Client consents to receive electronically from ClientCritic.com™ any notices, agreements, disclosures, or other communications (Notices). Client agrees that ClientCritic.com™ may send electronic Notices in either of the following ways. 1) To the email address provided to ClientCritic.com™ at the time of registration or 2) to any other information Client provided upon registration. Client agrees to check the designated email addresses regularly for Notices. Notice from ClientCritic.com™ is effective when sent by ClientCritic.com™ regardless of whether the Notice is read or received by Client.
4. Privacy Policy
Personal data and certain other information about the Client are subject to ClientCritic.com™ Privacy Policy. For more information see the privacy policy. By using ClientCritic.com™ services Client also agrees to the most current version of ClientCritic.com™ Privacy Policy.
5. Call Monitoring and Recording Privacy Statement
As part of ClientCritic.com™ commitment to providing the best possible service ClientCritic.com™ may monitor and record phone calls answered by ClientCritic.com™ and made by ClientCritic.com™. ClientCritic.com™ may also archive recorded voice mail messages. ClientCritic.com™ records calls for training purposes, to improve customer service, and to ensure an accurate record of Client calls, which may be needed to support transactions that take place over the phone. This allows ClientCritic.com™ to identify how ClientCritic.com™ can better serve its customers.
6. Unacceptable Practices
As ClientCritic.com™ strives to offer the very best service; there are certain guidelines and policies that must govern ClientCritic.com™ efforts and relationships with its clients. Practices that are in violation of these guidelines and policies are strictly forbidden and will result in the immediate termination of ClientCritic.com™ services. Such decisions are at the sole discretion of ClientCritic.com™. 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 material
- Nudity, including airbrushing (exceptions granted on a case-by-case basis if for medical or artistic purposes)
- Offensive or otherwise distasteful material
- Content or language that is harmful to minors in any way
- Bulk emailing tools
- Distribution of internet viruses or other harmful or destructive activities
- Hacking and cracking
- Scams or phishing for personal information
- Solicitation of funds
- Gambling, gaming, lotteries, and like activities
- Harmful, threatening, violent, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, racial, chauvinistic, ethnically offensive or otherwise objectionable content or language
- Defamatory, hateful or revenge content or language.
- Illegal activities such as ponzi schemes, pyramid schemes, fraudulent charging of credit cards, copyright violations, plagiarism, software piracy, and all unauthorized use of materials or content that infringes on third parties’ intellectual properties
- Intentional or unintentional violations of any applicable local, state, national or international law.
- Reselling of, or copying our idea of our website and/or any ClientCritic.com services.
- Spamming and all other forms of unsolicited messages including, but not limited to, spam, chain letters, and junk email
- Links to other sites that are in violation of ClientCritic.com policies and guidelines
- Other activities, whether lawful or unlawful, that ClientCritic.com deems to be in poor taste or that reflect adversely on ClientCritic.com or ClientCritic.com other clients
- ClientCritic.com reserves the right to refuse to accept registration of any account at its sole discretion at anytime.
As an ClientCritic.com™ Client, you agree to conduct your business in a legal and professional manner. Client understands that all information, data, text, messages, and other material (Content) on Client’s submissions is the sole responsibility of the Client. Client is fully responsible for all content and agrees to hold ClientCritic.com™ harmless in the event of third parties’ legal issues brought against Client for Client’s business practices. ClientCritic.com™ retains the right to terminate any accounts that are in violation with the letter or spirit of this TOS. ClientCritic.com™ may also at its sole discretion and at any time, discontinue providing services, or any part thereof, with or without notice. If an account is terminated by ClientCritic.com™ for a TOS violation the Client is not eligible for a full refund and any refund is subject to the Cancellation Fee and Refund Policy. (See Termination)
Client may add content to the website at anytime according to their type of membership. With this understanding ClientCritic.com™ will not pre-screen content. ClientCritic.com™ shall have the right (but not the obligation) to pre-screen and refuse or remove any content at its sole discretion. Client agrees that Client bears all risks associated with the use of all content. ClientCritic.com™ is a distributor, not a publisher and will never be liable or held accountable for any reliance upon the accuracy, usefulness or completeness of the database.
Client acknowledges that ClientCritic.com™ may access, preserve, and disclose Client’s account information and content if required to do so by law or in a good-faith belief that such access, preservation, or disclosure is reasonably necessary to comply with legal processes, enforce the TOS, provide customer service or protect the rights, property, or safety of ClientCritic.com™ and the public.
7. Intellectual Property Policy
ClientCritic.com™ respects copyright laws and the intellectual property of others. For more details, please see our Intellectual Property Policy.
ClientCritic.com™ will not use copyrighted or trademarked materials on any Client’s account submissions or advertisements without the express written consent of the copyright or trademark owner. It is Client’s responsibility to ensure that all content submitted to ClientCritic.com™ 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 submissions or advertisements on any third-party copyright or trademark, including, but not limited to, any infringement due to content, or the look and feel of Client’s submission or advertisements.
(See Unacceptable Practices)
Customer content that is submitted onto our website database will remain the intellectual property of the Client. ClientCritic.com™ does not return or delete original content of or to the Client; the content remains ours. ClientCritic.com™ has no liability of and does not guarantee the return of any content to Client.
8. 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, and b) all laws and regulations regarding the collection and processing of personal data, including those relating to the transborder transfer of personal data.
9. Interstate Communications
Client acknowledges that by using ClientCritic.com™ services Client will be causing communications to be sent through ClientCritic.com™ computer networks, which may be located throughout the United States. Due to the nature of electronic communications, even communications that seem to be intrastate can result in the transmission of interstate communications. Client acknowledges that use of ClientCritic.com™ services results in interstate data transmissions and may result in transborder transfer of personal data. Client hereby consents to the collection, processing, and transborder transfer of such personal information as Client may provide or make available to ClientCritic.com™ and is fully responsible for the submitted content as a publisher, ClientCritic.com™ only being a distributor (ClientCritic.com™ cannot be liable for any lawsuits from any source).
10. Content Storage
Client is required to submit content via ClientCritic.com™ online database. No content will be submitted to the database for Client’s for any reasons. Clients are fully responsible for submitting content and are held fully liable for their content while ClientCritic.com™ is exempt from any lawsuits due to the content submission of any and all Client/s.
11. Additional Services
Client may purchase at an additional cost added services and/or advertising offered by ClientCritic.com™. Additional monthly services may include, but are not limited to, new chapter accounts, statewide accounts, national accounts, and business advertising. Additional monthly services include a monthly fee that is incurred and billed every month beginning from the date of purchase of the additional service. ClientCritic.com™ will Not Refund any fees incurred for additional services or paid by the Client prior to the cancellation effective date for the additional service. Any fees invoiced and incurred are valid and Client agrees to pay. Additional services purchased may be cancelled at the appropriate time set by ClientCritic.com through email submission with no refunds ever.
12. Technical Support
ClientCritic.com™ technical support department should be contacted at technical@clientcritic.com for any concerns with Client accounts or any problems with functionality of the account.
If Client uses ClientCritic.com™ technical support services, Client acknowledges and understands that ClientCritic.com™ does not warranty that technical support services will meet Client’s requirements or be error free. (See Disclaimer of Warranties and Limitation of Liabilities.)
13. Customer Service
ClientCritic.com strives to offer the best service available. Customer service complaints or concerns should be emailed to customerservice@clientcritic.com.
20. Use and Storage
Client acknowledges that ClientCritic.com may establish general guidelines and limits concerning use of ClientCritic.com’s services and may modify these guidelines at any time. Limits may include but are not restricted to any specifics but are always bound by the most recently updated TOS.
21. Marketing Representations
ClientCritic.com makes no representations as to the marketing of Client’s products, services or sales. Client’s obligation to pay fees due to ClientCritic.com are due at time of registration
22. Billing Policy
ClientCritic.com reserves the right to change prices at any time including monthly fees.
ClientCritic.com accepts payment via credit card and debit card from Client’s bank account. Upon Client’s authorization of payment to ClientCritic.com via credit card, or debit card through our payment gateway, Client thereby authorizes all recurring monthly hosting and/or additional services fees to be charged to the same method of payment, credit card or debit card account for future charges until such authorization is withdrawn by Client in writing. The Client may not change payment methods
23. Billing Disputes
ClientCritic.com charges a $25.00 fee for credit card charge backs and a $200.00 fee to handle unauthorized credit card disputes. If ClientCritic.com does not receive payment in full when due, ClientCritic.com may, to the extent permitted by the law of the state of the billing address on file for Client at the time, charge a late fee of up to 1.5% per month (18% per annum), or a flat fee of $5 per month, whichever is greater, on any unpaid balance. Clients are signing a contract to maintain their subscription with us until cancelled via email 30 days in advance. If Client wishes to dispute a charge Client must first contact ClientCritic.com’s billing department at billing@clientcritic.com and must allow 10 business days for a response. Client waives the right to dispute their billing by accepting Terms of Use. If Client initiates a credit card dispute the decision of the credit card company is made through an arbitration process and the decision of the credit card company shall be binding upon Client.
24. Termination/Cancellation of Services
ClientCritic.com, 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 ClientCritic.com believes Client has violated the TOS. ClientCritic.com 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 ClientCritic.coms’ services under any provision of this TOS may be effected without prior notice and that ClientCritic.com may deactivate or delete Client’s account and all related information files. Client agrees that ClientCritic.com shall not be liable to Client or any third-party for any termination of services. Paid accounts that are terminated will not be refunded.
Client agrees to pay all fees and additional services fees owed from the time of sale until the cancellation effective date, and at a minimum fees for one month.
Requests for cancellation of services or additional services should be sent to the following address:
billing@clientcritic.com.
25. Cancellation Effective Date
Client may terminate services with 30 days written notice, after one full year of paid subscription (currently $119.88). The effective date of cancellation is to be 30 days from the date of ClientCritic.coms’ receipt of written notice to cancel. Any monthly fees scheduled to bill after receipt of written notice to cancel but before the effective date of cancellation are valid and client agrees to pay.
26. Cancellation Fee and Refund Policy
Client agrees that all fees incurred and billed prior to cancellation date are valid and Client agrees to pay. (See Termination).
27. ClientCritic.coms’ Proprietary Rights
Client acknowledges and agrees that ClientCritic.coms’ services may contain proprietary and confidential information that is protected by intellectual- and proprietary-rights laws. Client agrees to not reproduce, duplicate, copy, sell, resell or exploit any portion of ClientCritic.coms’ services.
28. Use of Client Information
Client hereby agrees that any information or ideas submitted to ClientCritic.com by any means may be used by ClientCritic.com without compensation or liability to Client for any purpose whatsoever. This provision does not apply to Client content or to personal information that is subject to ClientCritic.coms’ Privacy Policy.
29. Third-Party Services
From time to time third parties may offer service to ClientCritic.coms’ clients. Use of such third-party services will be at Client’s own risk and subject to the terms and conditions of those third parties. ClientCritic.com does not represent nor warrant that use or access to any third-party services will be compatible, uninterrupted, error free, without defects or that Client will be able to access ClientCritic.coms’ services. Client also agrees that ClientCritic.com is under no obligation to provide Client with any fixes to make ClientCritic.coms’ services accessible through any third-party applications.
30. Disclaimer of Warranties
CLIENT’S USE OF CLIENTCRITIC.COMS’ SERVICES IS AT CLIENT’S OWN RISK. CLIENTCRITIC.COMS’ SERVICES ARE PROVIDED “AS IS”. CLIENTCRITIC.COM 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. CLIENTCRITIC.COM DISCLAIMS ANY WARRANTIES REGARDING CLIENTCRITIC.COMS’ SERVICES INCLUDING THAT THEY WILL MEET CLIENT’S REQUIREMENTS, THAT THEY WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. CLIENTCRITIC.COM DISCLAIMS ANY WARRANTIES REGARDING THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF CLIENTCRITIC.COMS’ SERVICES, INCLUDING RESULTING SALES AND WEB TRAFFIC. CLIENTCRITIC.COM DISCLAIMS ANY WARRANTIES REGARDING THE MARKETING OF CLIENT’S PRODUCTS, SERVICES, SALES, OR WEBSITE. CLIENTCRITIC.COM DISCLAIMS ANY WARRANTIES REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED, ADVERTISED OR OBTAINED THROUGH CLIENTCRITIC.COMS’ SERVICES, OR LINKS PROVIDED BY CLIENTCRITIC.COMS’ SERVICES, AS WELL AS FOR ANY INFORMATION OR ADVICE PROVIDED BY CLIENTCRITIC.COM OR OBTAINED THROUGH LINKS PROVIDED THROUGH CLIENTCRITIC.COMS’ SERVICES.
SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES. THE ABOVE EXCLUSIONS MAY NOT APPLY TO CLIENT.
31. Limitation of Liability
CLIENT UNDERSTANDS AND AGREES THAT CLIENTCRITIC.COM, IT’S SUBSIDIARIES, AFFILIATES, OFFICERS, AND EMPLOYEES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, (EVEN IF CLIENTCRITIC.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM THE USE OF OR INABILITY TO USE CLIENTCRITIC.COMS’ SERVICES, RELIANCE ON CLIENTCRITIC.COM’S SERVICES, OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF CLIENTCRITIC.COMS’ SERVICES (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES.) THIS LIMITATION SHALL ALSO APPLY, WITHOUT LIMITATION, TO THE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM PRODUCTS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED THROUGH CLIENTCRITIC.COMS’ SERVICES OR FOR UNAUTHORIZED ACCESS TO OR ALTERATION OF CLIENT’S DATA OR TRANSMISSIONS AND ANY STATEMENTS OR CONDUCT OF A THIRD PARTY OR ANY OTHER MATTERS RELATING TO CLIENTCRITIC.COMS’ SERVICES. SUCH LIMITATION SHALL FURTHER APPLY, WITH RESPECT TO THE PERFORMANCE OR NON-PERFORMANCE OF SERVICES OR ANY INFORMATION OR MERCHANDISE THAT APPEARS ON, OR IS LINKED IN ANY WAY TO CLIENTCRITIC.COMS’ SERVICES.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO CLIENT.
Without limiting the foregoing, under no circumstance shall CLIENTCRITIC.COM 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. CLIENTCRITIC.COMS’ full and complete liability, for any reason whatsoever, shall be limited to the full refund of one month’s monies paid to ClientCritic.com.
32. Tort Claims
Client waives all tort claims against ClientCritic.com, it’s subsidiaries, affiliates, officers, employees and agents. The relationship between the parties is contractual in nature only. Client waives any tort claims that arise by act, or omission.
33. Indemnification
Client agrees to defend, indemnify and hold harmless ClientCritic.com, its directors, officers, employees and agents from and against all claims and expenses, including attorneys’ fees that may arise or result from any content Client submits, posts, transmits or makes available through ClientCritic.coms’ services or from Client’s breach or violation of the TOS, including any obligation, representation, or warranty made herein , or Client’s violation of any rights of another. Client further agrees to defend, indemnify and hold harmless ClientCritic.com, its directors, officers, employees and agents from and against all claims and expenses, including attorneys’ fees, arising from or related to contracts, representations, agreements, promises, etc, made between Client and third parties, or arising from or related to Client’s negligence toward third parties.
34. Notice
Unless otherwise specifically provided, all notices required or permitted by this Agreement shall be in writing and in English and may be delivered personally, or may be sent by email; customerservice@clientcritic.com.
35. Contact Heritage Web Solutions
Client may contact ClientCritic.com at 800-377-8520 M-F from 8:30am – 5:00pm EST. Client may visit our website at www.clientcritic.com at any time. Client may also email ClientCritic.com at the following department email addresses:
36. Negative Comments/Slander
Client specifically agrees not to engage in negative comments or slander regarding ClientCritic.com, including but not limited to publishing, or causing to be published, complaints or derogatory comments regarding ClientCritic.com in any format, including but not limited to, print, newspaper, television, radio or on internet complaint sites, blogs or other public internet forums.
37. Severability; Waiver
In the event that any provision hereof is found invalid or unenforceable pursuant to judicial decree or decision the remainder of this Agreement shall remain valid and enforceable according to its terms. The failure by ClientCritic.com to avail itself of any right or enforce any obligation of this agreement shall not be deemed to be an ongoing waiver of such right or obligation or of any other right or obligation .
38. Jurisdiction
This agreement shall be governed exclusively by the laws of the State of South Carolina, USA, without regard to any conflicts of laws provisions thereof, as a contract entered into and performed entirely within the State of South Carolina. The parties herby expressly disclaim the application of the United Nations Convention on the International Sale of Goods. 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 South Carolina, Counties of Lexington, and the parties expressly consent to personal jurisdiction and venue therein and waive any objection based on forum non conveniens or otherwise.
39. Arbitration
Notwithstanding the foregoing, in lieu of litigation, arbitration may be used as a means of resolving disputes. Arbitration would be through a neutral third-party arbitrator to be approved by both Client and ClientCritic.com. If any court sitting outside the United States determines that the litigation forum or arbitration provisions of this agreement are invalid, then and only then, the parties agree to settle any dispute through binding arbitration by three arbitrators, in the English language, under the commercial arbitration rules of the International Chamber of Commerce, with the location of the arbitration to be in Columbia, South Carolina.
40. Governance
ClientCritic.com 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/or third parties.
41. Electronic Signatures
Selecting and submitting “accept” on the electronic copy of the TOS, making payment, or submitting information or documents to ClientCritic.com so that ClientCritic.com may provide services for the client, the same shall constitute an electronic signature as defined by South Carolina’s Uniform Electronic Transactions Act.
42. 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 ClientCritic.com. 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 ClientCritic.coms’ 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.
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