Client is engaging NRG as an independent contractor for the specific project outlined in the Agreement.
NRG does not warrant or guarantee the success of any marketing exercise or program and the Client is responsible for checking the proposed services provided by NRG herein and ensuring their accuracy and the veracity of the statements therein. NRG is not responsible for checking the accuracy of any information or data provided to it by the Client. NRG does not warrant the number of sales per visitor to the Client’s website(s) or the traffic or number of visitors that will visit Client’s website(s) and or business(es). NRG expressly disclaims and excludes all express and implied representations and warranties, whether statutory or otherwise.
The Client will indemnify and keep indemnified NRG from and against any and all proceedings, claims, damages, losses, expenses or liabilities which NRG may incur or sustain as a direct or indirect result of or in connection with the use of any information, representation, reports, data or materials supplied to it by the Client. NRG’s liability for default or breach, including breach of any guarantee or warranty expressed within this Service Agreement, shall be limited to the lesser of (i) the amount actually paid to NRG by Client under this Service Agreement or (ii) five thousand U.S. dollars. NRG is not responsible for loss of income or projected loss of income for any reason, including, but not limited to, server failure, traffic variation, shipping cost variations, website unavailability, order decreases, search engine algorithm changes, manual optimization actions by search engines, keyword position decreases, data corruption, or data loss. Client is responsible for, and NRG has no liability for, the content, products, services, trademarks and other aspects of the Client’s website or marketing materials related to Client’s business, industry, and competitors.
By entering into this Agreement Client agrees it is subscribing to a minimum of three (3) months of automatic payments from the bank or credit card which Client provided to NRG. Three (3) months is the minimum subscription period after which Client may cancel the subscription within fifteen (15) days’ notice prior to the next billing date.
Payments must be made promptly. Down payments are required to begin your project and ongoing services payment terms are due upon receipt. If an amount remains delinquent 60 days after its due date, an additional 5% penalty will be added for each month of delinquency. NRG also reserves the right to remove web pages and created work from viewing on the Internet until final payment is made. In case collection proves necessary, the Client agrees to pay all costs and fees incurred by NRG, including attorney fees, in the collection process.
Client agrees to indemnify and hold NRG harmless from and against all damages, losses, and expenses of any kind (including reasonable attorney fees and costs) arising out of or related to: (1) Client’s breach of the Agreement or any one of them; (2) any User Content you post or otherwise contribute; (3) any activity in which you engage on or through the Spotify Service; and (4) your violation of any law or the rights of a third party.
This Agreement (and any non-contractual disputes/claims arising out of or in connection with the Agreement) shall be governed by the laws of the State of Kentucky, United States of America, without regard to choice or conflicts of law principles. Further, Client and NRG agree to the jurisdiction of any competent court in Jefferson County, Kentucky, United States of America, to resolve any dispute, claim, or controversy that relates to or arises in connection with the Agreement (and any non-contractual disputes/claims relating to or arising in connection therewith).
During the term of the Agreement with NRG and for a period of five (5) years after the Termination Date of all Agreements with NRG, Client will not directly or indirectly solicit, induce or attempt to induce any current employee, former employee, or vendor of NRG to terminate his or her employment or services with NRG or to perform any work or services for Client or any of Client’s customers, vendors, or affiliated companies.
During the term of this Agreement and for a period of three (3) years after the Termination Date of all Agreements with NRG, Client agrees to take no action which is intended, or would reasonably be expected, to harm NRG or its reputation or which would reasonably be expected to lead to unwanted or unfavorable publicity to NRG.
As between the Client and NRG, all Intellectual Property Rights in the Deliverables and the Pre-existing Materials shall be owned by NRG. At no point will the Intellectual Property Rights in the Pre-Existing Materials be transferred, assigned or licensed to the Client. Subject to this Agreement the Intellectual Property Rights in the Deliverables but not the Pre-Existing Materials will be deemed to transfer to the Client. The Client acknowledges that, in respect of any third-party Intellectual Property Rights, the Client’s use of any such Intellectual Property Rights is conditional on Client providing to NRG a written license from the relevant licensor on such terms as will entitle NRG to license such rights to the Client.
When you are in contact with us by phone the call may be monitored or recorded for quality assurances purposes. Your continued participation in any telephone conversation serves as express consent to be monitored or recorded.
Future services performed for the Client as either hourly or quoted services will utilize all provisions of this Agreement unless a new Agreement is established.
Occasionally NRG may make changes to services, products, and this Agreement at any time by reasonable notice, including without limitation by posting revised terms on its website at the URL www.nrgtarthouse.com, which amended terms and conditions shall be binding upon Client. Your access or continued use of NRG’s services and products subsequent to such a change will signify your assent to be bound by such changes. Client is responsible for periodically reviewing this website to review the current Terms and Conditions. If you do not wish to continue using the Services under the new version of the Agreement, you may terminate your account by contacting NRG.
Client may not assign any Agreement or its rights and obligations under any Agreement or Terms and Conditions.
The parties have attempted to limit the non-compete provision so that it applies only to the extent necessary to protect legitimate business and property interests. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
It is agreed that if Client violates the terms of this Agreement irreparable harm will occur, and money damages will be insufficient to compensate NRG. Therefore, NRG will be entitled to seek injunctive relief (i.e., a court order that requires Client to comply with any and all Agreements and these Terms and Conditions) to enforce the terms of the Agreement and these Terms and Conditions. The prevailing party shall have the right to collect from the other party its reasonable costs and necessary disbursements and attorneys’ fees incurred in enforcing all Agreements and Terms and Conditions.
Sections 8 and 9 of these Terms and Conditions shall survive any termination of these Terms and Conditions.
If one Party breaches these Terms and Conditions, then the failure of the other Party to enforce any rights under these Terms and Conditions shall not be deemed a waiver of any such rights. The rights and remedies of the parties, as set forth in these Terms and Conditions, are not exclusive and are in addition to any other rights and remedies provided by law.
By electronically signing, or physically signing, an Agreement, I attest that I have read, understand, and agree to these Terms and Conditions.
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