SUBSCRIPTION AGREEMENT
This Subscription Agreement (referred to as the "Agreement") is effective today (the "Effective Date") and is entered into by and between CLIENT (referred to as the "Client") located in [Location] and GLOBAL NETFLOW (referred to as the "Marketer") located in (collectively referred to as the "Parties").
SERVICES PROVIDED:
The Marketer agrees to provide the following services (referred to as the "Services"):
1. WEBSITE RENTAL
2. Management of marketing campaigns.
3. Google Ads and Facebook Ads management.
4. CRM platform and Mobile App.
CRM SERVICES PROVIDED:
The Marketer agrees to provide the following CRM services (referred to as the "CRM"):
1. Sales funnel
2. Website Chat
3. Professional phone line adhering to government-established disclosure regulations (NOTE: If the client has a registered company).
4. Mobile app and desktop CRM platform.
5. Call recordings for quality control purposes.
6. Digital payment and invoice setup through Stripe. (NOTE: If the client has a registered company)
7. Link to agreements/forms.
8. Email Marketing services.
9. Social Media Planner.
10. Automated client review request system.
11. Marketing campaign results dashboard.
PAYMENT AND FEES:
The Parties agree that the total cost of the Services will be a recurring monthly payment of $97. The first payment will be made at the end of the 14-day trial period, and subsequent payments of $97 will be debited automatically every month on the same date.
*Advertisement budget is not included in the monthly payments. The client should set the daily budget amount for each month.
The Parties agree that the Marketer will provide a report to the Client every 30 days upon the completion of the Services.
The Marketer agrees to obtain consent from the Client prior to making the purchase of Advertisement.
TERM:
This agreement becomes effective upon signature and will remain in force for an initial period of 3 (three) months. At the end of this period, the contract will automatically renew on a month-to-month basis. Either party may terminate the contract by providing written notice at least 30 days before the end of the contract.
TERMINATION:
This Agreement may be terminated immediately if one of the Parties breaches this Agreement or fails to amend a breach within 24 hours of notification. Additionally, either party may terminate the Agreement by providing written notice 30 days prior to termination.
RELATIONSHIP BETWEEN PARTIES:
The Parties agree that the Marketer is an independent contractor providing services under this Agreement and shall not be considered an employee. This Agreement does not create a partnership between the Parties, and either Party may enter into other agreements with third parties.
LIMITATION OF LIABILITY:
Under no circumstances will either party be liable for any indirect, special, consequential, or punitive damages arising out of or relating to this Agreement. This limitation of liability applies only if the damage is the direct result of negligence or breach by one of the parties.
AMENDMENTS:
Any amendments to this Agreement must be made in writing and signed by both Parties.
ALTERNATIVE DISPUTE RESOLUTION:
Any dispute arising out of or in connection with this Agreement shall be submitted to court in accordance with the laws of Seattle, Wa.
ENTIRE AGREEMENT:
This Agreement constitutes the entire agreement between the Parties and supersedes all prior agreements and understandings.
SEVERABILITY:
If any provision of this Agreement is found to be void or unenforceable, the remaining provisions shall remain in effect.
SIGNATURE:
The Parties hereby agree to the terms and conditions set forth in this Agreement.
GLOBAL NETFLOW LLC
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. ONCE ACCEPTED, THESE TERMS OF SERVICE, TOGETHER WITH OUR PRIVACY POLICY, DATA PROCESSING AGREEMENT, AND AFFILIATE AGREEMENT (COLLECTIVELY, THE "TERMS"), BECOME A BINDING LEGAL COMMITMENT BETWEEN YOU (OR THE COMMERCIAL ENTITY YOU REPRESENT) AND GLOBAL NETFLOW TECNOLOGIA LTDA, GLOBAL NETFLOW LLC, LEAD CONNECTOR, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, SUCCESSORS, AND ASSIGNS (HEREINAFTER REFERRED TO AS "GLOBAL NETFLOW TECNOLOGIA LTDA, GLOBAL NETFLOW LLC, LEAD CONNECTOR", "WE," OR "OUR") AND WILL GOVERN YOUR ACCESS AND USE OF THE PLATFORM AND ALL OTHER INTERACTIONS WITH GLOBAL NETFLOW TECNOLOGIA LTDA, GLOBAL NETFLOW LLC, LEAD CONNECTOR RELATED TO THE PLATFORM.
IF YOU DO NOT AGREE TO THESE TERMS, YOU SHOULD NOT ACCEPT THEM, CREATE AN ACCOUNT, OR USE THE PLATFORM. IN THE EVENT OF A CONFLICT BETWEEN THESE TERMS OF SERVICE AND THE ADDITIONAL AGREEMENTS INCORPORATED HEREIN BY REFERENCE, THESE TERMS OF SERVICE SHALL PREVAIL.
Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector reserves the right to make changes to these Terms at any time. All changes become effective immediately upon posting. Your continued use of the Platform after the posting of any revised Terms constitutes your acceptance and agreement to the updated Terms.
You should consult with legal counsel to obtain legal advice and ensure that your use of the Platform complies with these Terms and applicable laws.
Use of the Platform
1.1. Age Restrictions. You must be at least 18 years old to use the Platform. By accepting these Terms, creating an Account on the Platform, or using the Platform, you represent that you are at least 18 years of age. You must not create a Client account unless you are at least 18 years old. If you are a parent or legal guardian allowing a person at least 13 years old but under 18 years old (a "Minor") to create a Client account and/or use the Platform, you agree to: (i) supervise the Minor's use of the Platform and their Client account; (ii) assume all risks associated and liabilities arising from the Minor's use of the Platform and their Client account; (iii) ensure that the content on the Platform is appropriate for the Minor; (iv) ensure that all information provided by the Minor is accurate; and (v) provide the permissions, representations, and warranties contained in the Terms on behalf of the Minor.
1.2. Ownership of the Account on the Platform. The use of the Platform is conditioned on your provision of complete, up-to-date, and accurate information when registering an Account on the Platform. The Platform is intended for commercial use or for use in connection with an individual's trade, craft, or profession. As the individual accepting these Terms, you are the owner of the Account on the Platform, unless you are acting on behalf of a commercial entity, in which case the commercial entity is the owner of the Account on the Platform. If you accept these Terms on behalf of a commercial entity, you represent and warrant that you have the authority to bind the commercial entity to these terms.
1.3. Intended Use. You and your clients may use the Platform only for the intended purposes and in accordance with these Terms. You agree that you and your clients will not use the Platform in any way that violates any applicable law or regulation, nor engage in any Prohibited Uses. Additionally, you represent and warrant that: (i) you and your clients will maintain all licenses, permits, authorizations, consents, and approvals necessary to comply with the obligations under these Terms; (ii) you are fully responsible for your actions and the actions of your employees, agents, and clients who use the Platform; (iii) you are fully responsible for your clients' use of the Platform; (iv) you, your employees, agents, and clients will not misrepresent the Platform or the Services; (v) you will provide these Terms to your employees, agents, and clients and confirm that all employees, agents, and clients understand that they are bound by these Terms if they use or are offered access to the Platform; (vi) you own or have control over all rights related to all content you provide to Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector, including but not limited to any code provided to customize the Platform for your clients; (vii) you will be solely responsible for the use of the Platform, including the quality and integrity of any data and other information, including Information, made available to us by or for you through the use of the Platform; and (viii) you, your employees, and your clients will provide reasonable cooperation regarding requests for information from law enforcement authorities, regulators, or telecommunications providers.
1.4. Privacy. By using the Platform and providing Information through it, you consent to the use and disclosure of such Information by Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector, in accordance with the Privacy Policy available here and incorporated by reference. You agree that Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector shall not be liable for the deletion or failure to store any Information or content maintained or transmitted through the Platform. When providing access to the Platform to your clients, you must implement and enforce your own Privacy Policy, providing a level of protection at least equal to that provided to you by Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector. You must obtain consent from your clients, affirmatively acknowledging that your clients agree to be bound by your privacy policy. You represent and warrant that you have provided, and will continue to provide, adequate notices and have obtained, and will continue to obtain, the necessary permissions and consents to provide your clients' data to us, for use and disclosure in accordance with these Terms and our Privacy Policy.
1.5. Login Credentials. You are responsible for maintaining the confidentiality of your Login Credentials. You are responsible for all uses of your Account on the Platform and Login Credentials, whether authorized by you or not. You agree to immediately notify Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector of any unauthorized access or use of your Account on the Platform or Login Credentials, or any other security breach. Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector reserves the right to disable your Login Credentials at any time, at its sole discretion, for any reason or no reason at all, including if, in the opinion of Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector, you have violated any provision of these Terms. Accounts on the Platform are non-transferable. You are required to take preventive measures to prevent unauthorized users from accessing your Account on the Platform with your Login Credentials.
1.6. Use of Communication Services. The Platform may include certain communication features, such as SMS, MMS, email, voice calls, and other methods. If you use these features, you agree that you are solely responsible for all communications sent using the Platform, including compliance with all laws governing such communications, such as the Telephone Consumer Protection Act ("TCPA") and the CAN-SPAM Act. You represent and warrant that you understand and will comply with these laws. Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector is not responsible for your compliance with laws and does not guarantee that your use of the Platform complies with any law. Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector is merely a communication service application provider on the technology platform. Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector does not originate, send, or deliver any communication to any recipient via SMS, MMS, email, or other communication method. You control the message, timing, sending, fraud prevention, and call blocking. All communications, whether by SMS, MMS, email, or other means, are created and initiated by you and/or your customers, whether generated by you or automatically sent through the Platform under your direction.
1.7. Third-Party Services. The Platform may use or include access to Third-Party Services. Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector is not responsible for the usability or accessibility of Third-Party Services. If you choose to pause or delete part or all of your Account on the Platform, certain features or functionalities (such as Lead Connector phone numbers or email services) may not be recoverable upon reactivation. If you pause part or all of your Account on the Platform for more than thirty (30) days, and Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector is still incurring costs on your behalf related to Third-Party Services (such as costs to secure a specific phone number on your behalf), Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector reserves the right to release the phone number or delete part or all of your Account on the Platform at its sole discretion, without liability. Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector disclaims all liability related to interruptions or downtime of Third-Party Services.
1.8. Third-Party Content. The Platform may include Third-Party Content. Your use of Third-Party Content is entirely at your own risk and discretion. All statements and opinions expressed in Third-Party Content are solely the opinions and responsibility of the third party and do not necessarily reflect the opinion of Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector. Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector is not responsible for Third-Party Content, does not endorse, represent, or warrant, and assumes no responsibility or liability for Third-Party Content. You are responsible for ensuring that your involvement or transactions with Third-Party Content comply with these Terms and applicable laws.
1.9. Customizations. Parts of the Platform may be modified by you, incorporating your name, logo, trademark, and color scheme in your individual access area within the Platform. You are solely responsible for copyright, trademark, or other intellectual property rights related to the customized appearance of yours and your clients' on the Platform. You acknowledge that it may not be possible to customize the Platform according to your unique branding to the extent that your customization appears to have been developed independently. Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector may remove any of your modifications at any time without prior notice and without liability to you.
1.10. Excessive Use Restrictions. We provide access to the Platform based on a tiered pricing system, and some levels may process more data with less impact on performance. We are not liable for the effects that excessive data use may have on performance. If, at the sole discretion of Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector, we determine that your data usage is excessive, abusive, or has a negative impact on the Platform in any way, we may (1) require you to upgrade your Services to continue with the activity levels if your data usage exceeds the intended usage of your current level on the Platform, or if the operational costs of Global Netflow tecnologia , Global Netflow LLC, Lead Connector to support your Platform usage exceed the subscription price; (2) suspend or terminate your use of the Platform or Services; and/or (3) reduce the amount of data you can use.
1.11. Platform Updates. Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector reserves the right to make updates or changes to the Platform at any time, including changes that may affect the previous operation of the Platform. You agree that your use of the Platform or the purchase of Services does not depend on the delivery or release by Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector of any functionality or feature, including, but not limited to, the continuation of a specific Service or any third-party services.
1.12. International Use. If you are in an embargoed country or are a sanctioned person or entity, the use of the Platform is prohibited. Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector does not represent that the materials on the Platform are appropriate or available for use in locations outside the United States. Those who choose to access the Platform from other locations do so on their own initiative and at their own risk. If you choose to access the Platform from outside the United States, you are responsible for complying with local laws in your jurisdiction, including, but not limited to, the taxation of products purchased over the Internet. Any offer of any product, Services, and/or information made in connection with the Platform is void where prohibited.
2. Minimum Advertised Price (MAP) Policy.
2. Minimum Advertised Price (MAP) Policy applies when you resell access to a customized version of the Platform. The key points are as follows:
a. Minimum Advertised Price: You may not advertise access to the Platform for an effective price lower than the Standard Prices offered by Global Netflow Tecnologia Ltda. The standard price for a Subaccount is $100.00 for monthly subscriptions or $1,000.00 for annual subscriptions. Global Netflow Tecnologia Ltda reserves the right to change its Standard Prices at any time.
b. Advertised Price and Final Selling Price: The MAP Policy applies to the Advertised Price, which is the price after deducting discounts, allowances, giveaways, and other promotions. The Final Price at which you sell access to the Platform is not subject to the MAP Policy.
c. MAP Policy Exceptions: Global Netflow Tecnologia Ltda may make exceptions to the MAP Policy at its discretion. The MAP Policy does not apply to Advertised Prices displayed in physical locations or web sales, where Final Prices are disclosed in the shopping cart and cannot be obtained through search engines. The MAP Policy does not apply in cases where prohibited by law.
d. Reselling Restrictions: As a reseller, you are entirely responsible for your customers regarding access and use of the Platform. You are responsible for resolving customer disputes and inquiries. Global Netflow LLC may offer assistance, but is not obligated to do so. Failure to adequately resolve customer issues may result in the termination of your Account on the Platform.
e. You are not Global Netflow Tecnologia Ltda. You are prohibited from representing yourself as an employee of Global Netflow LLC or in any way implying an association with Global Netflow LLC when reselling access to the platform. You may not direct your customers to contact Global Netflow LLC for any reason, including but not limited to platform support.
f. Suspension and Termination. We may suspend or terminate your ability to resell access to the platform at our sole discretion, with or without notice, if you violate the Minimum Advertised Price Policy or these Terms, or for any other reason at our sole and absolute discretion.
3.Prohibited Uses
The following actions are considered prohibited uses of the platform. Engaging in a prohibited use is a material violation of this agreement, for which Global Netflow Tecnologia Ltda, Global Netflow LLC, Lead Connector may immediately suspend or terminate your account on the platform in accordance with these terms:
- Using the platform in any way that violates any applicable laws or regulations.
- Using the platform to exploit, harm, or attempt to exploit or harm any individual in any way.
- Sending, receiving, uploading, downloading, using, or reusing any material that does not comply with these terms.
- Using the platform to transmit or solicit the sending of any illegal advertising or promotional material, including any "junk mail," "chain letter," "spam," or any other similar solicitation.
- Pretending to be Global Netflow Tecnologia Ltda, an employee of Global Netflow LLC, another user, or any other person or entity (including, without limitation, using email addresses associated with any of the above).
- Engaging in any other conduct that restricts or inhibits the use or enjoyment of the platform by any person.
- Engaging in any conduct that, as determined by Global Netflow LLC, may harm the users of the platform or Global Netflow Tecnologia Ltda itself, or expose any of them to liability.
- Using the platform in a manner that could disable, overburden, damage, or impair it, or interfere with the use of the platform by any other party, including the ability to engage in real-time activities through the platform.
- Using any robot, spider, or other automatic device, process, or means to access the platform for any purpose, including monitoring or copying any material from the platform.
- Using any manual process to monitor or copy any material from the platform or for any other unauthorized purpose, without the prior written consent of Global Netflow LLC.
- Using any device, software, or routine that interferes with the proper functioning of the platform.
- Introducing viruses, Trojans, worms, logic bombs, or other malicious or technologically harmful material.
- Attempting to gain unauthorized access, interfere with, damage, or disrupt any part of the platform, the server on which the platform is stored, any server, computer, or database connected to the platform.
- Attacking the platform via a denial-of-service attack or a distributed denial-of-service attack.
- Attempting to interfere in any other way with the proper functioning of the platform.
a. Fees. The use of the platform is subject to the timely payment of all fees. Fees may change from time to time. All fees are exclusive of communication surcharges. You will be responsible for paying all communication surcharges associated with your use of the platform. Communication surcharges will be shown as a separate item on an invoice. All fees and communication surcharges are non-refundable. The fees will be charged to the credit card we have on file. Subscription fees will be charged in advance for the services. You agree to provide us with accurate and complete billing information (name, address, credit card information, and phone number) and to notify us of any changes within 10 days of the change.
b. Non-Cancelable Fees. Some service subscriptions require a non-cancelable minimum commitment, which cannot be canceled until the commitment is fulfilled. The fees for these non-cancelable minimum subscription commitments will continue to apply automatically to your invoice until the minimum commitment is reached.
c. No Markups. You may not increase or add any fees from Global Netflow LLC. that you pass on to your customers or third parties. You are solely responsible for all fees passed on and related expenses, including but not limited to refunds and disputes regarding these passed-on fees. Global Netflow LLC. is not responsible for resolving issues or disputes between you and your customers regarding the passed-on fees.
d. Taxes. You are solely responsible for taxes and other governmental assessments ("Taxes") associated with your use of the platform, including all Taxes associated with transactions you conduct with your customers. Global Netflow Tecnologia Ltda. may charge Taxes to you as part of the fees, as required by law, or as deemed appropriate by Global Netflow Tecnologia Ltda., and all determinations by Global Netflow Tecnologia Ltda. regarding which Taxes to charge are final. Global Netflow Tecnologia Ltda. may recalculate and charge additional Taxes to you if it determines, at any time, that they are due. You will indemnify Global Netflow Tecnologia Ltda. for all claims related to Taxes associated with your activities on the platform, including any Taxes related to your transactions with your customers as described below. Taxes are non-refundable.
e. Late Payments. In the event that, for any reason, your credit card company declines or refuses to pay the amount owed for the Services you have acquired, you agree that Global Netflow LLC may suspend or terminate your use of the platform and/or delivery of the Services and may require you to pay any overdue fees and other amounts incurred (including any third-party chargeback fees or penalties) through other acceptable means to us. In the event that legal actions are necessary to collect outstanding balances, you agree to reimburse us for all expenses incurred in recovering the amounts owed, including attorney's fees and other legal expenses.
f. Payment Disputes. You will notify us in writing within sixty (60) days from the date we bill you for any fees or charges billed if you wish to dispute them. You must pay all fees and charges billed while the dispute is pending, or you forfeit the right to proceed with the dispute. When you are disputing any fees or charges, you must act reasonably and in good faith and diligently cooperate with us to resolve the dispute. All determinations by Global Netflow Tecnologia Ltda. regarding your obligation to pay the fees and charges billed are final.
g. No Refunds or Credits. Except as described below, all fees charged by Global Netflow LLC. are non-refundable. You are solely responsible for any overage fees incurred by you as a result of an error or omission made by you or by third parties. Global Netflow Tecnologia Ltda. does not provide refunds or credits of fees for such errors or omissions, or for partially used or unused platform subscriptions or services. If you subscribe to a plan but do not access the Service or Platform, you will still be responsible for all fees during the period of your subscription. Except as required by law, Global Netflow LLC. reserves the right to issue or deny a refund or credit at its sole discretion at any time, for any reason, and Global Netflow Tecnologia Ltda.'s determination of when to issue or deny a refund or credit is final.
h. Cancellations. You are solely responsible for canceling the Services associated with your account, and you will be responsible for all fees incurred until such cancellation occurs. No refunds will be provided for your failure to properly cancel the Services associated with your account.
i. Your Responsibility for Financial Transactions. You are solely responsible for all financial transactions conducted by you and your customers on the platform or using the Services, including transactions conducted using billing tools enabled by the Services. You are solely responsible for all chargebacks related to your activities and those of your customers, regardless of the reason for the chargeback.
5-Affiliate Program
Global Netflow LLC offers an Affiliate Program in which customers can receive commissions for referring new accounts to Global Netflow LLC. Your participation in the Affiliate Program is subject to the approval of Global Netflow LLC and your acceptance of the Affiliate Agreement, a copy of which is available here and is incorporated herein by reference. You must establish a payment account linked to your account at Global Netflow LLC in order to receive commission payments. Commissions may be forfeited if Global Netflow LLC is unable to send payment to your payment account for any reason.
Employees of Global Netflow LLC are not eligible to participate in the Affiliate Program or receive commissions for at least one (1) year after the termination of their employment at Global Netflow LLC.
6. Propriedade Intelectual
6.1. Conteúdo da Plataforma. A Plataforma e o Conteúdo da Plataforma são propriedade da Global Netflow Tecnologia Ltda., Global Netflow LLC e Lead Connector, ou de seus licenciantes, e estão protegidos por leis de direitos autorais, marcas registradas e outras leis de propriedade intelectual, exceto conforme indicado abaixo. O Conteúdo da Plataforma não inclui Contribuição(ões) do Usuário, conforme definido abaixo. A Global Netflow Tecnologia Ltda., Global Netflow LLC e Lead Connector concedem a você uma licença pessoal, isenta de royalties, não transferível, revogável e não exclusiva para acessar e usar o Conteúdo da Plataforma enquanto estiver utilizando a Plataforma com o objetivo de disponibilizar a Plataforma para você e seus clientes. Qualquer outro uso, incluindo a reprodução, modificação, distribuição, transmissão, republicação, enquadramento, exibição ou execução do Conteúdo da Plataforma sem a permissão prévia da Global Netflow Tecnologia Ltda., Global Netflow LLC ou Lead Connector é estritamente proibido.
6.2. Marcas da Global Netflow LLC e Lead Connector
As marcas registradas da Global Netflow LLC e Lead Connector são propriedade dessas empresas e não podem ser usadas sem a permissão prévia por escrito da Global Netflow LLC e Lead Connector, incluindo em conexão com qualquer produto ou serviço que não seja fornecido pela Global Netflow LLC e Lead Connector, ou de qualquer maneira que possa causar confusão, difamar, desacreditar ou deturpar a Global Netflow LLC e Lead Connector. Você não pode remover quaisquer marcas registradas da Global Netflow LLC e Lead Connector ou outros avisos de propriedade, incluindo, sem limitação, informações de atribuição, créditos e avisos de direitos autorais que tenham sido colocados na Plataforma ou no Conteúdo da Plataforma. Outros produtos ou nomes de empresas mencionados na Plataforma podem ser marcas comerciais ou marcas de serviço de seus respectivos proprietários. Websites de terceiros podem exibir as marcas da Global Netflow LLC e Lead Connector, com ou sem autorização, e tal uso das marcas da Global Netflow LLC e Lead Connector não constitui ou implica qualquer aprovação, patrocínio ou endosso pela Global Netflow LLC e Lead Connector.
6.3. Contribuições do Usuário
As Contribuições do Usuário são consideradas não confidenciais e não proprietárias. Você concede à Global Netflow LLC, à Lead Connector, nossos provedores de serviços e a cada um de seus licenciados, sucessores e cessionários o direito perpétuo de usar, reproduzir, modificar, executar, exibir, distribuir e divulgar as Contribuições do Usuário a terceiros para qualquer finalidade. Você também concede à Global Netflow LLC e à Lead Connector o direito de usar Suas Informações e Contribuições do Usuário para melhorar a Plataforma, desenvolver novos serviços e/ou aprimorar a oferta de produtos e o modelo de negócios da Global Netflow LLC e Lead Connector.
A Global Netflow LLC e a Lead Connector não são responsáveis nem têm responsabilidade perante terceiros pelo conteúdo ou pela precisão de qualquer Contribuição do Usuário, nem endossam as Contribuições do Usuário de terceiros. A Global Netflow LLC e a Lead Connector não são responsáveis por qualquer falha ou atraso na remoção de Contribuições do Usuário que violem os Termos. A Global Netflow LLC e a Lead Connector reservam-se o direito de excluir ou remover qualquer Contribuição do Usuário que considerem violar estes Termos, com ou sem aviso prévio, a qualquer momento, por qualquer motivo.
Você declara e garante que: (i) Você possui ou controla todos os direitos sobre as Contribuições do Usuário e tem o direito de conceder a licença acima mencionada; (ii) Todas as suas Contribuições do Usuário estão em conformidade com estes Termos; e (iii) Você entende e reconhece que é responsável pela legalidade, confiabilidade, precisão e adequação de sua Contribuição do Usuário.
6.4. Contribuições do Usuário Proibidas
É proibido publicar Contribuições do Usuário na Plataforma que:
(i) Sejam ilegais, ameaçadoras, abusivas, assediadoras, difamatórias, enganosas, fraudulentas, prejudiciais, invasivas da privacidade de outra pessoa ou incluam descrições gráficas de conteúdo sexual ou violento;
(ii) Vitimizem, assediem, degradem ou intimidem um indivíduo ou grupo de indivíduos com base em religião, gênero, orientação sexual, raça, etnia, idade, deficiência ou qualquer outro motivo;
(iii) Infrinjam qualquer patente, marca registrada, segredo comercial, direito autoral, direito de publicidade ou outro direito de propriedade intelectual de qualquer parte; ou
(iv) Comprometam a segurança, acessem áreas protegidas ou inacessíveis da Plataforma, ou tentem obter acesso a outras redes ou servidores por meio de sua conta na Plataforma.
6.5. Feedback
Se você fornecer Feedback, concorda e reconhece que o envio do Feedback é voluntário, não confidencial e gratuito, e a Global Netflow Tecnologia Ltda tem a opção de usar ou não o Feedback. Você concede à Global Netflow Tecnologia Ltda e seus designados uma licença perpétua, irrevogável, não exclusiva, totalmente paga e livre de royalties para usar qualquer Feedback que você enviar à Global Netflow Tecnologia Ltda sem restrições, pagamento ou qualquer outra contrapartida, permissão ou notificação a você ou qualquer terceiro. A licença inclui, sem limitação, o direito irrevogável de reproduzir, criar obras derivadas, combinar com outras obras, alterar, traduzir, distribuir cópias, exibir, executar, licenciar o Feedback e todos os direitos relacionados, em nome da Global Netflow Tecnologia Ltda ou de seus designados em todo o universo, de forma perpétua, em qualquer e todos os meios agora conhecidos ou futuramente desenvolvidos.
Você declara que o Feedback é sua própria obra original, que possui todos os direitos necessários para divulgar o Feedback à Global Netflow Tecnologia Ltda e que nem sua divulgação do Feedback nem a revisão e/ou uso do Feedback pela Global Netflow Tecnologia Ltda infringirá os direitos de qualquer outra pessoa ou entidade. Se o seu Feedback for objeto de uma patente pendente ou emitida, você deverá divulgar esse fato à Global Netflow Tecnologia Ltda.
6.6. Renúncia de Feedback
Por meio deste, você libera de forma irrevogável e para sempre isenta a Global Netflow LLC de todas e quaisquer ações, causas de ação, reivindicações, danos, responsabilidades e demandas, sejam absolutas ou contingentes e de qualquer natureza, que você possa ter ou venha a ter contra a Global Netflow LLC em relação ao Feedback, incluindo, sem limitação, como a Global Netflow LLC usa diretamente ou indiretamente o Feedback.
Você concorda que é responsável pelo conteúdo do Feedback e concorda ainda (a critério da Global Netflow LLC e às suas próprias custas) em defender, indenizar e isentar a Global Netflow LLC de todas e quaisquer ações, reivindicações, responsabilidades, demandas, sejam absolutas ou contingentes e de qualquer natureza, danos, perdas, custos, taxas, multas ou despesas, incluindo honorários advocatícios razoáveis, que a Global Netflow LLC possa incorrer como resultado do uso do Feedback de acordo com estes Termos.
6.7. Direitos autorais; Digital Millennium Copyright Act
Se você acredita que seus direitos autorais foram violados ou que seus direitos de propriedade intelectual tenham sido violados de alguma outra forma pelo uso de nossa Plataforma por parte de terceiros, você deve nos notificar sobre sua alegação de violação de acordo com o procedimento estabelecido abaixo. Processaremos e investigaremos notificações de suposta violação e tomaremos as medidas apropriadas de acordo com a Digital Millennium Copyright Act ("DMCA") e outras leis de propriedade intelectual aplicáveis em relação a qualquer violação alegada ou real.
Uma notificação de alegada violação de direitos autorais deve ser enviada por e-mail para [email protected] (Assunto: "Solicitação de remoção DMCA") e enviada pelo correio para o endereço do agente de direitos autorais designado abaixo.
[Endereço do agente de direitos autorais designado]
Our designated copyright agent to receive DMCA notifications is: Global Netflow Tecnologia Ltda / Lead Connector Attention: Copyright Agent 12345 Lake City Way NE - Suite 2033 - Seattle - Washington state - US zip code 98125 - Thiago Oliveira
To be effective, the notification must be in writing and include the following information:
- Electronic or physical signature of the person authorized to act on behalf of the copyright owner or other intellectual property interest;
- A description of the copyrighted work or other intellectual property that you claim has been infringed;
- A description of where the material that you claim infringes the copyrights is located on the platform, with enough detail for us to locate it;
- Your address, telephone number, and email address;
- A statement by you that you have a good faith belief that the use in question is not authorized by the copyright owner or intellectual property owner, their agent, or the law;
- A statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or intellectual property owner or are authorized to act on behalf of the copyright owner or intellectual property owner.
Counter Notification: If you believe that your user contribution that has been removed (or to which access has been disabled) is not a copyright infringement, or that you have authorization from the copyright owner, the copyright owner's agent, or under the law to post or display the content in your user contribution, you may send a counter notification in writing containing the following information to the Copyright Agent mentioned above:
- Your physical or electronic signature;
- Identification of the content that has been removed or to which access has been disabled and the location where the content appeared before it was removed or disabled;
- A statement by you, under penalty of perjury, that you have a good faith belief that the content was removed or disabled as a result of mistake or misidentification of the content; and
- Your name, address, telephone number, and email address, along with a statement that you will accept service of process from the person who provided the notification of alleged infringement.
If a counter notification is received by our copyright agent, we will send a copy of the counter notification to the original complaining party, informing that person that Global Netflow LLC may repost the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member, or user, the removed content may be reposted or access to it restored in 10 to 14 business days or more after receipt of the counter notification, at our sole discretion.
We may, at our sole discretion, limit access to the platform and/or terminate the account of any user who infringes the intellectual property rights of others.
7. Disclaimers
The platform is provided "as is" and "as available," without any warranty, express or implied, including, but not limited to, implied warranties of merchantability or fitness for a particular purpose, or non-infringement. The use of the platform is at your own risk, and you agree that you will be solely responsible for any damage to your computer system or loss of data resulting from such activities. You agree that Global Netflow Tecnologia Ltda and Global Netflow LLC have no liability or obligation for the deletion or failure to store any information or content maintained or transmitted on the platform.
Without limiting the foregoing, we do not warrant that:
(a) The platform will meet your requirements,
(b) The platform will be uninterrupted, timely, secure, or error-free,
(c) The results obtained from the use of the platform will be effective, accurate, or reliable, or
(d) The quality of the platform will meet your expectations or be free from errors or defects.
You acknowledge that the Internet and telecommunications providers' networks are inherently insecure. Consequently, you agree that Global Netflow Tecnologia Ltda and Global Netflow LLC shall not be liable for any alterations, interception, or loss of your data during transfer via the Internet or telecommunications providers' networks.
Global Netflow Tecnologia Ltda and Global Netflow LLC do not provide any warranty with respect to any transaction conducted through third parties or third-party services, or in connection with the platform, and you understand and agree that such transactions are solely at your own risk. Any warranty provided with regard to any services or content available on or through the platform through third parties or third-party services is provided solely by such third party.
We reserve the exclusive right to modify or discontinue the platform, including any services or features contained therein, at any time, with or without notice to you. We shall not be liable to you or any third party should we exercise this right. Modifications may include, but are not limited to, changes to the pricing structure and the addition of free or paid services. Any new features that augment or enhance the current services of this platform shall also be subject to these terms of service.
Some jurisdictions do not permit the exclusion of certain warranties; therefore, some of the limitations above may not apply to you. Please refer to the laws of your jurisdiction.
8. Limitation of Liability, Indemnification, and Mitigation
Your sole remedy and our total liability, if any, for any claims arising from these Terms and your use of the Platform or the Services, shall be limited to the amount you paid us for the Services acquired on the Platform during the three (3) months preceding the act giving rise to liability.
IN NO EVENT SHALL GLOBAL NETFLOW TECNOLOGIA LTDA, GLOBAL NETFLOW LLC, OR LEAD CONNECTOR BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY OTHER DAMAGES, INCLUDING, WITHOUT LIMITATION, THOSE ARISING FROM MALICIOUS CODE, LOSS OF USE, DATA, OR PROFITS, WHATSOEVER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND UNDER ANY THEORY OF LIABILITY, ARISING OUT OF THE USE OF THE PLATFORM OR THIRD-PARTY SERVICES OR ANY WEBSITE REFERENCED OR LINKED TO THE PLATFORM.
FURTHERMORE, WE SHALL NOT BE LIABLE IN ANY WAY FOR THIRD-PARTY SERVICES OR THEIR INTERRUPTIONS, THIRD-PARTY PROMISES, AND/OR STATEMENTS REGARDING OUR SERVICES OR PLATFORM CONTENT, OR FOR TRANSACTIONS WITH THIRD PARTIES THROUGH THE PLATFORM, INCLUDING, WITHOUT LIMITATION, ORDER PROCESSING.
SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. PLEASE REFER TO THE LAWS OF YOUR JURISDICTION.
9. Time Limitation to File a Claim
ANY CAUSE OF ACTION OR CLAIM ARISING OUT OF OR RELATED TO THESE TERMS OR THE PLATFORM MUST BE COMMENCED WITHIN THREE (3) MONTHS AFTER THE EVENT THAT GAVE RISE TO THE ACTION OR CLAIM, REGARDLESS OF WHEN YOU BECAME AWARE OR SHOULD HAVE KNOWN ABOUT IT; OTHERWISE, SUCH CAUSES OF ACTION OR CLAIMS SHALL BE PERMANENTLY BARRED.
10. Injunctive Relief
You agree that the breach of these Terms will cause irreparable harm to GLOBAL NETFLOW TECNOLOGIA LTDA/ GLOBAL NETFLOW LLC / LEAD CONNECTOR for which monetary damages would not be an adequate remedy, and Global Netflow shall have the right to seek injunctive relief, in addition to any other remedies it may have hereunder or at law, without having to provide a bond or other form of guarantee.
11. Waiver and Severability
You agree that the breach of these Terms will cause irreparable harm to Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector, for which monetary damages would not be an adequate remedy, and Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector shall have the right to seek injunctive relief, in addition to any other remedies it may have hereunder or at law, without having to provide a bond or other form of guarantee.
No waiver by Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition, or a waiver of any other term or condition. Any failure of Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector to assert a right or provision under these Terms shall not constitute a waiver of that right or provision.
If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court or other competent jurisdiction, that provision shall be eliminated or limited to the minimum extent necessary so that the remaining provisions of the Terms of Service will continue in full force and effect.
12. Change of Control
Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector may transfer its rights under these Terms at any time, without prior notice to you. You may not transfer your rights under these Terms without the prior written consent of Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector, which may be denied at the sole discretion of Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector.
13. Entire Agreement
Except as indicated below, these Terms constitute the sole and entire agreement between you and Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector regarding the Platform and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Platform. These Terms may not be altered, supplemented, or amended by the use of any other document unless such document is signed by an authorized representative of Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector.
Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector may enter into a separate agreement with you. The terms of any such separate agreement between you and Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector shall be deemed to be a part of your entire agreement with Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector. To the extent there is a conflict between these Terms and the terms of your separate agreement with Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector, your separate agreement with Global NetFlow Tecnologia Ltda, Global NetFlow LLC, Lead Connector shall prevail.
14. Term and Termination
These Terms shall remain in full force and effect as long as you maintain an account on the Platform. The sections of these Terms that are intended to survive the termination of your account on the Platform shall remain binding even after you cease to be a user of the Platform.
a. Reasons for Termination: You agree that Lead Connector, at its sole discretion, may suspend or terminate your access to the Platform (or any part thereof) for any reason, with or without prior notice, and without any liability to you or any third party for any claims, damages, costs, or losses resulting from such action. Any suspicious activity of fraud, abuse, or illegality may be grounds for preventing your access to this Platform and reporting you to the appropriate authorities, if necessary. Lead Connector reserves the right to delete accounts on the Platform that have remained inactive for at least one (1) year.
b. No Right to Services after Termination: Upon termination, regardless of the reasons for such termination, your right to use the Platform shall immediately cease. Lead Connector shall not be liable to you or any third party for any claims for damages arising from any termination or suspension, or any other actions taken by us regarding your access to the Platform.
c. How to Terminate or Make Adjustments: If, for any reason, you wish to terminate your access to the Platform or make adjustments, Lead Connector requires written notice at least 30 days in advance of your next billing date.
d. No Termination by Third-Party Users: Lead Connector has limited access to subscriptions not directly purchased through us. Any user who has received access to the Platform through any party other than Lead Connector should contact the party that originally provided the access to the Platform for any inquiries related to termination.
e. Force Majeure: In addition to any justification provided by applicable law, we shall be exempt from liability for failure to deliver or delay in the delivery of the Platform or any product or service associated with the Platform, arising from any event beyond our reasonable control, whether or not foreseen by both parties, including but not limited to labor disruption, war, fire, accident, adverse weather conditions, inability to obtain transportation, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those listed above.
15. Applicable Law, Binding Arbitration, and Waiver of Class Actions
PLEASE READ THE FOLLOWING PARAGRAPHS CAREFULLY, AS THEY REQUIRE YOU TO AGREE TO RESOLVE ALL DISPUTES BETWEEN US THROUGH BINDING INDIVIDUAL ARBITRATION.
The laws of the State of WASHINGTON will govern these Terms of Service and any disputes arising from them, without giving effect to any principles of conflicts of laws.
Any controversy or claim arising out of these Terms will be exclusively settled by arbitration administered by the American Arbitration Association in accordance with the then-current Commercial Arbitration Rules. This arbitration clause is governed by the Federal Arbitration Act. The arbitration sessions will be held in São Paulo. Any arbitral decision may be submitted to a competent court.
All claims and disputes covered by this arbitration clause must be resolved through arbitration or litigated on an individual basis and not on a class basis. Claims from more than one customer or user may not be subject to arbitration or litigated together or consolidated with those of any other customer or user.
16. Communications and Contact Information
All notifications to a party must be made in writing and sent via email. Notifications to GLOBAL NETFLOW must be sent to [email protected]. You agree to allow us to send notifications to you through the email address provided during registration, or to any other address we have on record. Notifications will be deemed received when they are effectively received.
GLOBAL NETFLOW may contact you regarding these Terms using the information provided by you or by any other means if you do not provide contact information. If you no longer wish to receive communications from HighLevel, you can click on the "unsubscribe" link provided in such communications or contact us at [email protected].
When creating an account on the platform, you must provide a primary email address that will be used to receive electronic communications related to these Terms. GLOBAL NETFLOW will never send an email requesting confidential information, such as account numbers, usernames, or passwords, and you should never respond to any email requesting such information. If you receive such an email, allegedly from HighLevel, do not reply to the email and notify GLOBAL NETFLOW by sending an email to us.
For any other feedback, comments, technical support requests, and other communications related to the platform or the Terms, please contact us via email or at the following address:
GLOBAL NETFLOW TECNOLOGIA LTDA
ATTN: Legal Department
AVENIDA PAULISTA 1106 SALA 01 ANDAR 16 ,
SAO PAULO/SP
01310914
17. Definitions
17.1. "Communication Fees" means any applicable communication service fees or surcharges from communication services or telecommunications providers (e.g., carriers) related to the use of the Platform.
17.2. "Feedback" means the ideas you provide to Global Netflow LLC regarding improvements, enhancements, new features, new products, or other concepts related to the Platform, Services, or other matters related to the business of Global Netflow LLC.
17.3. "Fees" means any fees associated with the Platform, including but not limited to the monthly subscription service fee and any fees associated with additional Services you may acquire.
17.4. "Global Netflow LLC Marks" means the name Global Netflow LLC and related logos and service marks of Global Netflow LLC.
17.5. "Information" means the data about you and your customers that Global Netflow LLC collects on the Platform, including but not limited to information necessary to create an Account on the Platform and use the Platform for its intended purpose.
17.6. "Access Credentials" means the username and password used to access your Account on the Platform.
17.7. "Platform" means any Services, Trainings, content, functionalities, communication channels, software, or other services or resources offered to customers on the Global Netflow LLC website or mobile application.
17.8. "Account on the Platform" means the account you created to access and use the Platform.
17.9. "Platform Content" means content, data, resources, and functionalities, including but not limited to text, graphics, videos, logos, button icons, databases, music, sounds, images, or other materials that can be viewed on the Platform. Platform Content does not include User Contributions.
17.10. "Prohibited Conduct" means the behaviors described in Section 3.
17.11. "Services" means the variety of product and service integrations that Global Netflow LLC provides on the Platform. Services may include Third-Party Services.
17.12. "Subaccount" means a subscription for a specific business under an Account on the Platform.
17.13. "Third-Party Content" means content, promotions, or offers provided by third parties or links to third-party external websites that may be accessed on the Platform.
17.14. "Third-Party Services" means any Services or other services owned and provided by a third-party vendor that Global Netflow LLC makes available to you as a Service on the Platform.
17.15. "Training" means any training, information, or suggested uses transmitted by Global Netflow LLC regarding the Platform.
17.16. "User Contributions" means content or materials that you post, submit, upload, publish, display, or transmit on the Platform or directly to Global Netflow LLC.
17.17. "You" or "you" or any derivative of these words means the individual who accepted the Terms or the business entity that the individual represents. "You" also includes all agents, employees, or authorized third parties acting on your behalf.
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