This agreement is between the Purchaser, herein known as Client and Skyler Miller Music, herein known as Provider.
II. Services to Be Performed
Pure Binaural Beats will be delivered as a working upon initial purchase.
III. Legal Agreement
Time for Performance
Provider will send trial download and license keys within 7 days of initial purchase.
One Time: Client will pay Provider for initial costs as outlined in the website.
Monthly: Client will pay Provider on/before the 1st day of each service period or services shall be considered overdue and postponed until payment is made.
Terms of Payment
Payment is to be sent to Provider on the date agreed within this contract or Point of Sale (POS). Payment can be made via debit card, credit card or PayPal. You agree that you will pay for all products you purchase through Provider, and that Provider may charge your payment method for any products purchased and for any additional amounts (including any taxes and late fees, as applicable) that may be accrued by or in connection with your Account. You are responsible for the timely payment of all fees and for providing Provider with a valid payment method for payment of all fees. You agree to receipt of all invoices in an electronic format, which may include email. To cancel your order, you must inform us and our 3rd party processor of your decision. To ensure immediate processing we recommend you use the Support Center to cancel all items. If you use Support Center we will communicate acknowledgement of receipt of your cancellation to you. Until a purchase is made, Provider reserves the right to change prices for products offered via the website at any time, and does not provide price protection or refunds in the event of a price reduction or promotional offering subsequent to purchase.
IN NO EVENT SHALL PROVIDER, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. YOU SPECIFICALLY ACKNOWLEDGE THAT PROVIDER SHALL NOT BE LIABLE FOR CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
The Service is controlled and offered by Provider from its facilities in the United States of America. Provider makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are responsible for compliance with local law. There have been no promises or agreements in the contracted work that will result in any sales, profits, or revenue for Client. Provider offers it’s services, so long as the Client agrees not to violate or break TOS any other sites. Provider shall not be held liable for violations of it’s Clients.
Charge Backs & Refunds
Provider will issue refunds for the current month of service for reasons stated below:
a) Product does not work
b) Product is inaccessible
c) Product is no longer available
Provider will be responsible for all expenses required for the performance of the contractual services, except for the following, which will be paid for by Client: Any additional services which are elected by Client such as: additional programming, main website development, consulting, etc.
Terminating the Agreement
Cancellation allowed only by authorized party(s) who are paying for the software. Provider must be notified 7 days in advance of cancellations and may be sent in writing via certified email or support center so that the request has been received by Provider. Voicemails and phone calls are not legally binding, everything must be in writing.
Provider shall possess and retain any and all copyrights, patents, algorithms, trade secrets, emails, phone numbers, contacts, subscribers and other intellectual property rights, to everything used and garnered in the campaign with/for Client. These intellectual properties are not to be shared with any parties that are not a part of this service. Provider will maintain ownership of said resources indefinitely. Usage of intellectual property without express written consent will incur a minimum $4,999 fine per violation.
Referrals are paid out via the 3rd party service that Provider uses. Referral percentages are discussed in the affiliate program page.
Independent Contractor Status
The parties intend Provider to be an independent contractor in the performance of the services. Provider and Client agree to the following rights consistent with an independent contractor relationship. Provider will have the right to control and determine the methods and means of performing the contractual services. Provider has the right to perform services for others during term of this Agreement. Provider has the right to hire assistants as subcontractors, or to use employees to provide the services required by this Agreement. Client shall not require Provider or Provider’s employees or subcontractors to devote full time to performing the services required by this Agreement.
If a dispute arises, the parties will try in good faith to settle it through the Administrative Process. Each party will cooperate fully to reach a mutually satisfactory compromise to the dispute. If the dispute is not resolved within 30 days, or an unpaid invoice has gone into delinquency, it will be arbitrated by a county or federal court system. Agreement to our services means all judgments on the arbitration award will be entered in the same venue as the Provider resides in. That court will be the only one to have jurisdiction over the matter. Costs of arbitration, including lawyers’ fees, will be allocated by the arbitrator.
You agree that: (i) the Service shall be deemed solely based in Florida; and (ii) the Service shall be deemed a passive website that does not give rise to personal jurisdiction over Provider, either specific or general, in jurisdictions other than Florida. These Terms of Service shall be governed by the internal substantive laws of the State of Florida, without respect to its conflict of laws principles. Any claim or dispute between you and Provider that arises in whole or in part from the Service shall be decided exclusively by a court of competent jurisdiction located in Hillsborough County, Florida. These Terms of Service, together with the Privacy Notice and any other legal notices published by Provider on the Service, shall constitute the entire agreement between you and Provider concerning the Service. If any provision of these Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Service, which shall remain in full force and effect. No waiver of any term of this these Terms of Service shall be deemed a further or continuing waiver of such term or any other term, and Provider failure to assert any right or provision under these Terms of Service shall not constitute a waiver of such right or provision. Nothing in these Terms of Service shall be deemed to confer any rights or benefits to Client, third-party or otherwise.
This Agreement does not create a partnership relationship. Neither party has authority to enter into contracts on the other’s behalf.
This is the entire agreement between the parties. It replaces and supersedes any and all oral agreements between the parties, as well as any prior writings.
All services shall continue beyond the life of the contract indefinitely. Only via written cancellation will service ever be stopped.
Should Client defame, libel, speak poorly of Provider or service, Client will be in violation of this agreement can result in a minimum fine of $4,999 up to $10,000 per violation. This includes personal attacks on staff verbally, unfair assumptions, slander, negative reviews online and offline and/or libelous behavior.
Statements of Fact
Provider uses its proprietary algorithms in accordance with search engines, but does not control or own any search engines, and therefore cannot be held liable for ranking changes in said search engines. We believe that a good review is built purely from facts and what you can verify with screenshots, reports, video, etc. In accord with this agreement, you will post all reviews, online and offline, with screenshots, video and verifiable evidence. If verifiable evidence is not produced in comments, online and offline, said remarks will be in violation of this agreement and can result in a minimum fine of $4,999 up to $50,000 per violation. This defense and obligation will survive these Terms of Service and your use of the Service.
Provider reserves the right to amend these Terms of Service at any time and without notice, and it is your responsibility to review these Terms of Service for any changes. Your use of the Service following any amendment of these Terms of Service will signify your assent to and acceptance of its revised terms.
If one party waives any term or provision of this agreement at any time, that waiver will be effective only for the specific instance and specific purpose for which the waiver was given. If either party fails to exercise or delays exercising any of its rights or remedies under this agreement, that party retains the right to enforce that term or provision at a later time.
If any court determines that any provision of this agreement is invalid or unenforceable, any invalidity or unenforceability will affect only that provision and will not make any other provision of this agreement invalid or unenforceable and such provision shall be modified, amended or limited by Provider and court only to the extent necessary to render it valid and enforceable.
Successors and Assignees
This agreement binds and benefits the heirs, successors, employers and assignees of the parties. These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by PROVIDER without restriction.
This agreement will be governed by and construed in accordance with the laws of the state that the Provider resides.
YOU AGREE THAT YOUR USE OF THE SERVICES SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, PROVIDER, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF. PROVIDER MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THIS SITE’S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THIS SITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. PROVIDER DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED SERVICES OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND PROVIDER WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless PROVIDER, its parent corporation, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Service; (ii) your violation of any term of these Terms of Service; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your Content caused damage to a third party. This defense and indemnification obligation will survive these Terms of Service and your use of the Service.
Ability to Accept Terms of Service
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 of Service, and to abide by and comply with these Terms of Service. In any case, you affirm that you are over the age of 18, as the Service is not intended for children under 18. If you are under 18 years of age, then please do not use the Service.