Terms of Service
Congratulations on choosing AssociationComm!
Our Terms of Service (TOS) can be found in its entirety at http://AssociationComm.com/tos.html
1. Acceptance of Terms
This Terms of Service (TOS) agreement is between you, including your organization, your directors, employees and any successors and/or assigns (Client) and Association Comm, Inc. (associationcomm.com, AssociationComm or ACI), a Utah corporation, and its legal successors and assigns. AssociationComm may do business under the names AssociationComm (AC), Association Comm (A C), or Association Comm, Inc. , among others.
By accepting this Terms of Service (TOS) electronically or in writing, and/or by using AssociationComm’s services, including but not limited to, using or logging into Client's website, submission of content to AssociationComm’s design department, payment or authorization of payment, you (Client) agree to be bound by the 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.
AssociationComm provides its services to Client subject to the following TOS, which may be updated from time to time without notice. Client should periodically review the most current version of the TOS at http://www.AssociationComm.com/tos.html. Failure to comply with the TOS may result in account termination. By using AssociationComm’s services Client agrees to (and hereby signs) the most current version of the TOS. If Client does not expressly reject the TOS and cancel Client’s account within 5 days from the date of initial sale, Client agrees to (and hereby signs) the TOS and AssociationComm is instructed to commence work on the Client’s website as if Client had expressly accepted the TOS.
Client’s acceptance of the TOS is binding upon all AssociationComm services including the purchase of additional services or additional websites or accounts at a later date.
2. Description of Service
AssociationComm designs and hosts websites and provides other website-related services, including, but not limited to, support and modification of websites, e-commerce, flash, web-traffic reporting, database development, easy interface for updating the website, email accounts and additional website-related services. Client understands that AssociationComm’s services may include certain communications from AssociationComm such as advertisements, notices, service announcements and newsletters. Client is responsible for obtaining access to AssociationComm’s services that may involve 3rd party fees (including but not limited to, ISP, merchant accounts and gateways). Client is also responsible for all equipment and software necessary to access AssociationComm’s services.
3. Electronic Delivery Policy
AssociationComm is a website-related business and communicates with its Clients electronically. When Client accepts this TOS Client consents to receive electronically from AssociationComm any notices, agreements, disclosures, or other communications (Notices). Client agrees that AssociationComm may send electronic Notices in either of the following ways 1) To the email address provided to AssociationComm at the time of sale or 2) to the new email address account Client set up through AssociationComm. Client agrees to check the designated email addresses regularly for Notices. Notice from AssociationComm is effective when sent by AssociationComm, regardless of whether the Notice is read or received by Client.
5. Call Monitoring and Recording Privacy Statement
As part of AssociationComm’s commitment to providing the best possible service AssociationComm may monitor and record phone calls answered by AssociationComm and made by AssociationComm. AssociationComm may also archive recorded voice mail messages. AssociationComm 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 AssociationComm to identify how AssociationComm can better serve its customers.
6. Unacceptable Practices
As AssociationComm strives to offer the very best service, there are certain guidelines and policies that must govern AssociationComm’s efforts and relationships with its clients. Practices that are in violation of these guidelines and policies are strictly forbidden and may result in the immediate termination of AssociationComm’s services. Such decisions are at the sole discretion of AssociationComm. 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 services (e.g. escort services), or other sexually oriented 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 other than for legal charitable organization (exceptions granted on a case-by-case basis at AssociationComm’s discretion)
Gambling, gaming, lotteries, and like activities
Harmful, threatening, violent, abusive, harassing, tortuous, vulgar, obscene, libelous, invasive of another’s privacy, racial, chauvinistic, ethnically offensive, complaint websites, or otherwise objectionable content or language
Defamatory, hateful or revenge content or language.
Aids to pass drug tests or aids to pass lie detector tests.
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
MLM without a legitimate product or service, with a front product or service, or where the primary intent is to recruit new members rather than to sell products
Reverse Funnel Systems
Illegal drugs or drug paraphernalia
Prescription drugs and related content
Fireworks, pyrotechnics, firearms, explosives or weapons.
Intentional or unintentional violations of any applicable local, state, national or international law.
Reselling of email accounts or hosting accounts to third parties.
Reselling of any AssociationComm services including, but not limited to, design services, updates, and WTD to third parties without a written re-seller agreement.
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 AssociationComm’ policies and guidelines
Other activities, whether lawful or unlawful, that AssociationComm deems to be in poor taste or that reflect adversely on AssociationComm or AssociationComm’s other clients
AssociationComm reserves the right to refuse to design or host an account at its sole discretion at anytime.
As an AssociationComm Client, you agree to conduct your business in a legal and professional manner. Client understands that all information, data, text, software, music, sound, photographs, video, messages and other material (Content) on Client’s website is the sole responsibility of the Client. Client is fully responsible for all website content and agrees to hold AssociationComm harmless in the event of third parties’ legal issues brought against Client for Client’s business practices. AssociationComm retains the right to terminate any accounts that are in violation with the letter or spirit of this TOS. AssociationComm 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 AssociationComm 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)
As an AssociationComm Client you may have access to editing tools for your website. Client may edit, add or delete content to the website at anytime. With this understanding AssociationComm may or may not pre-screen content. AssociationComm 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, whether edited or written by AssociationComm or not, including any reliance upon accuracy, usefulness or completeness.
Client acknowledges that AssociationComm 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 AssociationComm and the public.
7. Intellectual Property Policy
AssociationComm respects intellectual property laws, including those applicable to copyright and trademark, and the intellectual property of others. AssociationComm may terminate accounts for copyright or trademark infringement, or for any other reason AssociationComm deems appropriate as it may relate to Client’s use of another’s intellectual property. If you believe your work has been copied and is accessible on an AssociationComm’s website please see AssociationComm’s Intellectual Property Policy at http://www.AssociationComm.com/ipp.html.
AssociationComm will not use copyrighted or trademarked materials on any Client’s website without the express written consent of the copyright or trademark owner. It is Client’s responsibility to ensure that all content submitted to AssociationComm 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 website on any third-party copyright or trademark, including, but not limited to, any infringement due to website content, website design or the look and feel of Client’s website. (See Unacceptable Practices).
Client content that is sent to AssociationComm will remain the intellectual property of the Client. AssociationComm does not return original content to the Client. Unless a request to return the original content to the Client is made in writing upon submission of the content, the content will be destroyed. AssociationComm will attempt to honor requests to return original content; however, AssociationComm has no liability and does not guarantee the return of any content to Client.
Domain names purchased by AssociationComm are the property of AssociationComm until Client has paid all fees including one full year of hosting. (See Domain Names Purchase/Hosting Agreement)
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 AssociationComm’s services Client will be causing communications to be sent through AssociationComm’s 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 AssociationComm’s 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 AssociationComm.
10. Website Construction Procedure
With help and input from the Client, AssociationComm will develop the website. Before work may begin on a website, the Client must electronically accept these Terms of Service. Client may submit content to AssociationComm through AssociationComm’s online Web Center.
In submitting content, links to sample sites the Client likes are for general information purposes only and assist AssociationComm with the design of the Client’s custom website. The functionality and detail of the sample sites will not be duplicated unless such functionality and detail are specifically included and itemized in AssociationComm’s invoice and/or Database Specifications Summaries and do not infringe upon the intellectual property rights of others.
AssociationComm will not be held liable for accuracy of information, typos, or spelling errors in any of the content approved by the Client and published on the website. Client will be notified by email when the website is live.
11. Completion Timeframes
Client understands, agrees and acknowledges that AssociationComm does not guarantee a time frame for completion of ANY website. This is in part because it is difficult to complete a website without design approvals and participation from the Client. In addition, if the Client continues to submit additional content throughout the development process, or requests additional modifications to the site design, the completion time frame is increased. Other factors that may influence the completion date of a website include, but are not limited to, complexity of Client’s project(s), availability of AssociationComm personnel, accounting status of Client’s account, etc.
If Client does not respond to AssociationComm communications and, as a result, AssociationComm is not able to start or complete the website, Client is still responsible for all fees incurred including, but not limited to, design purchase price, set-up fees, enhancements purchased and AssociationComm hosting charges that begin accruing from date of sale. If Client’s website requires custom programming, functionality, flash, e-commerce or the use of a database, the overall development time will be extended.
12. Client Approval
Client is responsible for testing the functionality of the website upon AssociationComm’s request for approval, and notification that the website has been completed. This includes, but is not limited to, functionality of all website pages, database, e-commerce store, payment functions, galleries, forums etc.
Client website may be posted live as soon as the website design is completed by AssociationComm. Additional features, such as custom database programming, flash programming, etc., will be added to the site as they are completed. The website may be posted live within 30 days from purchase if AssociationComm is required to complete content and design without complete Client input or content from Client.
The Client understands and agrees that if the Client does not respond within 5 business days to AssociationComm’s request for approval and notification that the website has been completed and taken live, the website along with the functionality of the website and services rendered, will be deemed to be approved by the Client and Client agrees services have been rendered and the functionality of the website has been tested and approved by the Client.
The Client understands and agrees that if the Client does not respond to requests for missing information a final notification will be sent to the Client. If the Client does not respond within 5 business days to AssociationComm’s notification or requests for missing information, the website, along with the functionality of the website and the services rendered, will be deemed to be approved by the Client, and the website will be taken live with the missing information “as-is” or “under construction”.
In the event that AssociationComm completes all of the work per the original sale and database write ups, AssociationComm reserves the right to move the site live and deem the work to be completed without Client’s permission if Client will not give approval of the work.
13. Scope of Work
Client understands that the website design and hosting includes a set of specific features and functionality. The website only includes those items purchased. If the Client desires additional features, functionality or pages client may request a price quote to purchase as additional enhancements to the website. Additional work requested by the Client outside of the scope of work purchased may be charged at an hourly rate or as specific enhancements. Client understands that all payments are in exchange for hosting services only and no ownership is conveyed to Client for the designs, databases and other parts of the website.
14. Website Change Requests Before and After Website Goes Live
AssociationComm agrees to build a website and/or database to specifications quoted per the original sale and original invoice. Any additions or changes requested outside of the scope of the original sale, either prior to the custom website going live, or after the site has gone live, will be billed at AssociationComm’s standard hourly rate. AssociationComm is not obligated to complete Client requests or changes outside of the scope of work on the original invoice. If AssociationComm does not agree to Client requests or changes, Client is still obligated to pay all fees incurred and due.
If Client requests changes to a pre-packaged database, pre-built database module, or e-commerce store module, changes are to be billed to Client at AssociationComm’s standard hourly rate. There is no guarantee that changes made by AssociationComm to a pre-packaged database, pre-built database module, or e-commerce store module will work. Client agrees charges are valid and agrees to pay for all fees incurred for Client’s requested changes to pre-packaged databases, pre-built databases modules, or e-commerce store modules. Once work has begun on a database or custom programming there is No Refund if cancelled.
Client is responsible for testing the functionality of the website upon AssociationComm’s request for approval and notification that the website has been completed. This includes, but is not limited to, testing the functionality of the custom database or programming. Upon Client approval of the website to go live, Client agrees services have been rendered and functionality of website has been tested and approved by Client.
AssociationComm will instruct Client as to the use of the custom database and the inputting of data related to such database. However, data entry is the sole responsibility of the Client. If the Client requests AssociationComm to enter data into the database, the Client will be charged, and agrees to pay, for such data entry at AssociationComm’s standard data entry rates.
Client will be provided with instructions to input products into the store. If Client requests AssociationComm to enter products into the store on Client’s behalf, the Client will be charged, and agrees to pay, for each product added to the store at AssociationComm’s standard product-entry rates. Client is required to submit store content to AssociationComm via AssociationComm’s content spreadsheet. The e-commerce store module is pre-built and any changes to the look or functionality of the pre-built store require custom programming. The Client will be billed at AssociationComm’s standard hourly rate for requested changes. (See Database/Programming)
Client is responsible for testing the functionality of the e-commerce store upon AssociationComm’s request for approval and notification that the website has been completed. This includes but is not limited to testing the payment functionality. AssociationComm is not responsible for functionality of third-party services such as, but not limited to, merchant account, or gateway. Upon Client approval of the website to go live, Client agrees services have been rendered and functionality of website has been tested and approved by Client.
17. Enhancements to Website
Client may purchase enhancements to the website at the time of initial sale or anytime thereafter. Enhancements to the website may include, but are not limited to, custom programming, database, flash, e-commerce, logos, galleries, rollovers, etc. Client’s requests for enhancements to the original sale will be due and billed separately and at the time of request. The AssociationComm hosting fee will be adjusted according to the enhancements requested or the hosting package selected by Client.
Some enhancements such as, but not limited to, flash, custom programming, functionality, etc, may require that a specifications summary be presented to the Client. If the Client does not object to the specifications summary within 5 business days, the summary will be deemed to be accepted, and AssociationComm will proceed with the development as outlined. Once work has begun on enhancements purchased by the Client there is No Refund if cancelled. Enhancements or additional services purchased after the initial sale are separate purchases and are in addition to and separate from the original sale. If a Client cancels an enhancement the original sale is not cancelled.
18. Expedited Services
While AssociationComm does not guarantee a time frame for the completion of any custom website, it may offer an optional expedited service to Client for a fee. Expedited service is not available for all accounts and all requests for expedited service must be approved by AssociationComm at its sole discretion. Client understands and agrees that Client’s use of expedited service does not guarantee that Client’s website including its corresponding design, enhancements, databases, e-commerce stores, flash, etc, will be completed more quickly than they would be without the use of the expedited service. The expedited service fee only ensures that AssociationComm will make reasonable efforts to more quickly assign designers and programmers to the account in an effort to facilitate development than would be the case under the ordinary developmental process.
The successful use of expedited service is contingent upon Client’s timely acceptance of the Terms of Service, payment of any and all fees due, submission of content through the online web center and acceptance of any project specification documents prepared by AssociationComm and Client’s timely cooperation with AssociationComm in any solicitation for information related to the website’s development.
If expedited service is offered to Client by AssociationComm, Client may be presented with an estimated date of completion. Client understands and agrees that such estimated dates of completion are estimates only and may apply only to one particular element of the website, i.e. database, flash, e-commerce, design, and not necessarily to multiple elements of the website or to the website collectively. Under no circumstances will AssociationComm guarantee the respective portion or portions of the website subject to the estimated date of completion to be completed sooner than the estimated date of completion. Should circumstances arise that make it impossible to complete the portion or portions of the website that are subject to the estimated date of completion by the estimated date of completion, including but not limited to Client failure to provide AssociationComm with requested information in a timely manner, AssociationComm reserves the right to change the estimated date of completion accordingly or to cancel the expedited services and refund a portion of the expedited service fee to Client. In no case shall the portion of the expedited service fee to be refunded be greater than fifty percent (50%) of the expedited service fee. Regardless of whether work is completed by the estimated date of completion, Client remains liable to AssociationComm for any and all other charges related to the website’s development.
19. Additional Services
Client may purchase at an additional AssociationComm cost additional services offered by AssociationComm. Additional AssociationComm services may include, but are not limited to, the Web Traffic Director program (WTD), spam filters, and back-up software. Additional AssociationComm services include a AssociationComm fee that is incurred and billed every month beginning from the date of purchase of the additional service. AssociationComm 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 with 30 days written notice.
20. Email Accounts
21. Technical Support
If Client uses AssociationComm’s technical support services, including but not limited to screen share sessions, Client acknowledges and understands that AssociationComm does not warranty that technical support services will meet Client’s requirements or be error free. (See Disclaimer of Warranties and Limitation of Liabilities.)
22. Customer Service
23. Use and Storage
Client acknowledges that AssociationComm may establish general guidelines and limits concerning use of AssociationComm’s services and may modify these guidelines at any time. Limits may include but are not restricted to, the maximum number of days that email messages or other content will be retained, maximum number of email messages that may be sent from or received by an account, the maximum size of any email messages sent and the maximum disk space that will be allotted on AssociationComm’s servers on Client’s behalf. , Client acknowledges that AssociationComm is not responsible for backing up Client’s website and data. Client should seek appropriate backup solutions. Changes made by Client using the editing tool or by AssociationComm may be lost if data loss occurs after a scheduled backup by AssociationComm.
24. Server Security Practices
AssociationComm utilizes security practices that comply with standards set by the Payment Card Industry (PCI) in maintaining its servers. AssociationComm will not modify its shared-hosting server settings and configurations to Client’s individual preferences. AssociationComm routinely scans its servers to ensure compliance with good security practices. Unauthorized security scanning and penetration testing of shared-hosting servers by the Client is strictly prohibited.
AssociationComm at its sole discretion may allow or perform server administration and or customization to client accounts that are hosted on a virtual private server (VPS) or a private server. Such server customization and administration is subject to AssociationComm standard hourly rates and Client agrees to pay for any and all such customizations requested.
If Client uses its website to collect, store, display, process or otherwise use sensitive or confidential information including but not limited to credit card information, social security numbers, credit or financial information, medical or health care related records, insurance records, sales records, personal information, etc, then AssociationComm at its sole discretion may require Client to utilize certain services to improve the security of Client’s website. Such services may include security certificates, hosting Client’s site on a Virtual Private Server (VPS) or on a private server, and using programming that encrypts the sensitive or confidential information used by Client’s website. Client understands and acknowledges that there may be costs associated with these services and agrees to pay for said services if use by Client. AssociationComm reserves the right to terminate Client accounts that refuse to meet AssociationComm’s security requirements for Client’s website.
25. Design Time/Service Contract
Client may wish to make changes or updates to the live website that AssociationComm is hosting. Most changes can be made using AssociationComm’s online editors. The online editors may not be available for all websites, or all pages of a website. Availability of the online editors is dependent upon the functionality and specifications required for the Client’s website. If Client desires for AssociationComm to make changes to website, design time may be purchased at an hourly rate or in blocks of design time as a Design Service Contract.
AssociationComm is not responsible for any changes Client makes to website, or if Client breaks the website. Time required by AssociationComm to repair changes made by Client will be billed to Client at AssociationComm’s standard hourly rate or AssociationComm may utilize design time that has been purchased by the Client.
Flash updates and PHP updates are considered enhancements or additional services purchased, and are not design updates to the website. The appropriate fee will be charged for the purchase of each enhancement. Design Service Contract time may not be used for Flash updates or PHP updates purchased by the Client. Flash and PHP Service Contracts may also be available for purchase.
26. Annual Hosting Agreement
Annual hosting is billed one year in advance, from the date of sale, and is recurrently billed 15 days before the next annual renewal. Annual hosting begins accruing imediately from the date of sale, regardless of the date the website goes live, because hosting costs are incurred immediately. Server space is secured for the developing website and/or for existing Client domain names. In addition, email accounts and support are available from the date of sale and are paid for with AssociationComm hosting fees. Client agrees to a one year hosting agreement with AssociationComm which will automatically renew for successive one year terms unless AccociationComm is notified in writing at least 30 days prior to the renewal period.
27. Domain Names
Domain names purchased by AssociationComm on Client’s behalf are the property of AssociationComm until Client has paid all fees including one full year of hosting. Domain names may not be transferred during the contract except during the Domain Transfer period. The Domain Transfer Period is any time during the first 30 days of the customers annual contract, or the last 30 days of their annual contract or renewal period. If the Client wishes to transfer the domain name to Client’s control outside of the Domain Transfer Period, the Client may transfer their domain name by paying an additional 12 months of hosting in advance. AssociationComm expressly reserves the right to retain a copy of any website designs, databases, stores, flash, programs, writings, or any other work created for Client for evidentiary purposes.
Upon transfer of domain to Client or another service provider, at anytime, Client agrees that AssociationComm has met in full its obligation to Client, and AssociationComm is released of all past and future obligations to the Client. Additional work and/or hosting done for Client must be agreed to in writing and paid for by Client. AssociationComm reserves the right to transfer domain name(s) to Client at anytime. Upon receipt of any legal action or intellectual property disputes AssociationComm may transfer domain name to Client at anytime.
Domain names are purchased through a third party service on Client’s behalf. AssociationComm cannot guarantee the availability of domain names and has no liability for a domain name not being available for purchase after the initial sale. If a domain name is not available for purchase AssociationComm will assist the Client in selecting and purchasing an alternate domain name.
If Client ceases to pay AssociationComm hosting or other fees due ownership of any domain names purchased by AssociationComm on Client’s behalf or controlled by AssociationComm are transferred to AssociationComm. AssociationComm may allow domain name to expire, may renew domain name and remain the owner, or AssociationComm may sell the domain name at its sole discretion and for AssociationComm’s sole benefit.
28. Marketing Representations
AssociationComm makes no representations as to the marketing of Client’s products, services or sales. Client’s obligation to pay fees due to AssociationComm are due at time of sale of website design and hosting services and are not contingent upon Client’s marketing of said website. Client is responsible for all marketing of Client’s website. AssociationComm is not responsible for marketing of Client’s website including search engine rankings. Ultimately the success or failure of the Client’s website is the responsibility of the Client.
29. 30-Day Satisfaction Guarantee
AssociationComm provides a 30-day satisfaction guarantee. AssociationComm will continue to change and modify the Client’s website to Client’s liking, within 30 days from the date of sale or until the website is taken live, whichever comes first, at no additional cost, provided that said revisions are part of the original sale and are not enhancements to the original sale. Changes to the website made after 30 days from the date of the initial sale, or after the website is taken live, will first be billed to the Client’s design time hours available based upon the AssociationComm hosting package purchased by the Client. Changes to the website that exceed the design time hours will be billed to the Client at AssociationComm’s standard hourly rate over and above the initial design fee paid. AssociationComm does not guarantee that the website designed will be exactly what the Client has envisioned. AssociationComm’s best effort will be given for the 30-day satisfaction guarantee but AssociationComm is not obligated to complete multiple redesigns or modifications. While AssociationComm may agree to make requested changes and to bill the Client’s design time or bill the Client directly, AssociationComm is not obligated to complete Client requests or changes outside of the 30-day satisfaction period. If AssociationComm does not agree to Client requests or changes, Client agrees and is still obligated to pay all fees incurred and due.
30. Billing Policy
The initial design set-up fee is due and billed in full at the time of the original sale. (Installment payments may be accepted for the set-up fee only if agreed to in writing per the original invoice.) AssociationComm hosting is billed annually and due every year from the date of the original sale. The Client hereby requests that AssociationComm renew and bill AssociationComm hosting fees every year thereafter, unless the Client cancels in writing after 12 months of AssociationComm hosting fees have been paid.
AssociationComm hosting and additional services fees may be billed on the 1st or 15th of each month to coincide with AssociationComm’s billing cycles. The amount of the initial design set-up fee and AssociationComm hosting fees are detailed on the original invoice confirming amounts of sale. AssociationComm hosting amounts may vary depending upon the hosting package selected by Client.
AssociationComm reserves the right to change prices at any time including AssociationComm hosting amounts and hourly design fees. All prices are in U.S. Dollars (USD) without regard to fluctuations in foreign exchange rates.
AssociationComm reserves the right to hold Client, its principals and authorized representative(s) jointly and severally liable for any and all amounts owed.
By signing up for services with AssociationComm and/or using AssociationComm's software, Client expressly authorizes AssociationComm and/or its designated representative, initial and regular charges to your checking/savings account and/or credit card. You will be charged the amount indicated when signing up for services for each billing period. Client agrees that no prior notification will be provided unless the amount changes, in which case you will receive notice from us at least 10 days prior to the payment being collected.
By signing up and/or using AssociationComm's software, Client agrees to and understands that this authorization will remain in effect until it is canceled in writing, and Client agrees to notify AssociationComm in writing of any changes to Clients Checking account and/or Credit Card account information or termination of this authorization at least 15 days prior to the next billing date. In the case of an ACH Transaction being rejected for Non Sufficient Funds (NSF) Client understands that AssociationComm may at its discretion attempt to process the charge again within 30 days, and agree to an additional $30.00 (Thirty Dollars) charge for each attempt returned NSF which will be initiated as a separate transaction from the authorized recurring payment. Client acknowledges that the origination of ACH transactions to Client's account must comply with the provisions of U.S. law. Client certifies that Client is an authorized user of this credit card and/or bank account and will not dispute these recurring transactions with Client's bank or credit card company; so long as the transactions correspond to the terms indicated in these Terms of Service.
31. Billing Disputes
AssociationComm charges up to a $35.00 fee for returned checks, $100.00 for chargeback disputes and $100 for any late payment. If AssociationComm does not receive payment in full when due, AssociationComm 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 $100 and up to 1.5% per month for interest on the debt (18% per annum), or a flat fee of $5 per month, whichever is greater, on any unpaid balance. AssociationComm may, to the extent permitted by the law of the state of the billing address on file for Client at the time account is sent to a collection agency, also charge Client for any collection agency fees and/or attorney’s fees billed to AssociationComm for collecting from Client. AssociationComm does not agree to, and will not honor, any limiting notations made by a Client on a check.
If Client wishes to dispute a charge Client must first contact AssociationComm’s billing department and must allow 10 days for a response. Credit Card disputes/PayPal disputes initiated before allowing Association Comm Inc. to resolve the problem or issue a refund, will incur an additional $100.00 chargeback fee on top of any other fees. To avoid any dispute about Client’s attempt to contact AssociationComm, Client must send the request in writing to:
Attn: Billing Department, Association Comm, Inc., 3331 S. 900 E. #130, Salt Lake City UT 84106.
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. In the event that Client initiates a credit card dispute, ceases paying hosting fees or other fees due, AssociationComm, at its sole discretion, may suspend work on the website until the billing dispute has been resolved. Credit Card disputes/PayPal disputes initiated before allowing Association Comm Inc. to resolve the problem or issue a refund, will incur an additional $100.00 chargeback fee on top of any other fees.
32. Termination/Cancellation of Services
AssociationComm, 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 AssociationComm believes Client has violated the TOS. AssociationComm 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 AssociationComm’s services under any provision of this TOS may be effected without prior notice and that AssociationComm may deactivate or delete Client’s account and all related information files. Client agrees that AssociationComm shall not be liable to Client or any third-party for any termination of services. Paid accounts that are terminated will not be refunded. AssociationComm may suspend or terminate accounts, and shut down website for accounts that become delinquent for more than 30 days, in which case Client remains responsible for any unpaid balance owed to AssociationComm. Charges for AssociationComm hosting will continue to incur for delinquent accounts until Client’s one year hosting obligation has been met even if account has been suspended or terminated. AssociationComm also reserves the right to discontinue the designing of Client’s website at any time, at AssociationComm’s sole discretion, with an appropriate refund to the Client. Under no circumstances is the refunded amount to exceed the amount collected by AssociationComm.
If the Client cancels an account before the work is completed or site is live, a cancellation fee is retained per the Cancellation Fee and Refund Policy. Client agrees that all fees incurred and billed prior to cancellation effective date are valid and Client agrees to pay. Upon request for termination of services the website will be removed. A back-up copy of the website is not maintained by AssociationComm.
Client agrees to pay all hosting fees and additional services fees owed from the time of sale until the cancellation effective date, and at a minimum for hosting fees for one year. Transferring a domain name to another provider or non-use of Client’s hosting account does not constitute termination of the account. Client must notify AssociationComm in writing or via email to terminate the account services and avoid further AssociationComm hosting charges. It is Client’s responsibility to secure confirmation from AssociationComm that the request for termination has been received and no further hosting fees will be billed.
Requests for cancellation of website hosting services or additional services should be sent to the following address:
Attn: Billing Department, Association Comm, Inc., 3331 S. 900 E. #130, Salt Lake City Ut 84106
33. Cancellation Effective Date
Client may terminate hosting services by sending written notice at least 30 days prior to any renewal period. The effective date of cancellation is to be the end of the first year or the end of any one year renewal period. Any AssociationComm 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.
If Client has not paid all design, enhancement, hosting and additional services fees due, such fees are due in full at the time of cancellation and Client authorizes AssociationComm to collect any outstanding fees due, subject to the Cancellation Fee and Refund Policy. Client understands any pending billing for design fee installments previously agreed to will not be cancelled.
34. Cancellation Fee and Refund Policy
WEBSITE DESIGN/DEVELOPMENT - Refunds of the fees paid for development of the website may be issued on accounts cancelled within 30 days of the initial sale and prior to the completion of the website according to the following schedule:
A) A minimum of a $100 cancellation fee will be retained by AssociationComm on cancelled accounts even if no work has been started and no content yet submitted by the Client.
B) A minimum of a 75% cancellation fee will be retained by AssociationComm on cancelled accounts if work has been presented to the Client; or AssociationComm has made multiple attempts to work with the Client, and Client has not responded to those attempts.
C) A 100% cancellation fee will be retained by AssociationComm and NO REFUND issued if any changes and/or modifications requested by the Client have been completed by AssociationComm. No Refund will be issued on any website cancelled after services have been rendered, including but not limited to, the design work having been completed and/or the website taken live.
D) 100% cancellation fee will be retained and NO REFUND will be issued by AssociationComm if Client cancels after 30 days from the initial sale.
MINIMUM CANCELLATION FEE – Client agrees that a minimum cancellation fee of $100 will be retained by AssociationComm on all cancelled accounts even if no work has been started. The cancellation fee is charged to compensate AssociationComm for up-front expenses and services rendered, including but not limited to, costs incurred for the purchase of domain name(s) for developing the website, securing server space, creating the temporary website or space saver, employee expenses, marketing, and overhead costs.
ENHANCEMENT SALES - A 100% cancellation fee will be retained by AssociationComm and NO REFUND will be issued once work has begun on any enhancements purchased, including, but not limited to, databases, programming, logos, flash, galleries, rollovers, e-commerce stores, security certificates, design time, domain names, etc. A minimum cancellation fee of 50% will be retained on cancelled expedited services. Client agrees that a minimum cancellation fee of 50% will be retained by AssociationComm on all cancelled enhancement purchases if cancelled within 30 days of the enhancement sale and if work has not yet begun. NO REFUND will be issued by AssociationComm if Client cancels after 30 days from the enhancement sale. Enhancements or additional services purchased after the initial sale are separate purchases and are in addition to and separate from the original sale. If a Client cancels an enhancement the original sale is not cancelled.
Client agrees that all fees incurred and billed prior to cancellation date are valid and Client agrees to pay. (See Termination).
By accepting a refund in full or refund less cancellation fee, Client agrees that the matter is settled in full and releases AssociationComm, its officers, owners, members, agents and employees of any and all contractual obligations and waives all claims of any nature, including legal action, against AssociationComm’s its officers, owners, members, agents and employees.
35. AssociationComm Proprietary Rights
Client acknowledges and agrees that AssociationComm’s 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 AssociationComm’s services.
36. Use of Client Information
Client herby gives permission to AssociationComm to use samples or links to Client’s custom website designed by AssociationComm for marketing and advertising purposes, including but not limited to, use in AssociationComm’s online portfolio.
37. Third-Party Services
38. Contract Service Providers
AssociationComm may contract with Contract Service Providers to complete a portion, or all of the Client’s custom website. The Client agrees not to do business directly with the Contract Service Provider, nor to remit payment to the Contract Service Provider or any AssociationComm employee directly for services. All payments for services rendered must be made directly to AssociationComm. Contract Service Providers are independent contractors and are required to follow company policies and procedures. Contract Service providers are provided with only the information needed to complete the design or development portion of the Client’s website and do not have access to Client’s personal information including payment information.
39. Disclaimer of Warranties
CLIENT’S USE OF AssociationComm’S SERVICES IS AT CLIENT’S OWN RISK. AssociationComm’S SERVICES ARE PROVIDED “AS IS”. AssociationComm 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. AssociationComm DISCLAIMS ANY WARRANTIES REGARDING AssociationComm’S SERVICES INCLUDING THAT THEY WILL MEET CLIENT’S REQUIREMENTS, THAT THEY WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. AssociationComm DISCLAIMS ANY WARRANTIES REGARDING THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF AssociationComm’S SERVICES, INCLUDING RESULTING SALES AND WEB TRAFFIC. AssociationComm DISCLAIMS ANY WARRANTIES REGARDING THE MARKETING OF CLIENT’S PRODUCTS, SERVICES, SALES, OR WEBSITE. AssociationComm DISCLAIMS ANY WARRANTIES REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED, ADVERTISED OR OBTAINED THROUGH AssociationComm’S SERVICES, OR LINKS PROVIDED BY AssociationComm’S SERVICES, AS WELL AS FOR ANY INFORMATION OR ADVICE PROVIDED BY AssociationComm OR OBTAINED THROUGH LINKS PROVIDED THROUGH AssociationComm’S SERVICES.
CLIENT UNDERSTANDS AND AGREES THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF AssociationComm’S SERVICES ARE DONE AT CLIENT’S OWN RISK AND THAT CLIENT WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO CLIENT’S COMPUTER SYSTEM OR LOSS OF DATA OR OTHER LIABILITY THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL.
SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES. THE ABOVE EXCLUSIONS MAY NOT APPLY TO CLIENT.
40. Limitation of Liability
CLIENT UNDERSTANDS AND AGREES THAT AssociationComm, ITS 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 AssociationComm 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 AssociationComm’S SERVICES, RELIANCE ON AssociationComm’S SERVICES, OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF AssociationComm’S 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 AssociationComm’S 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 AssociationComm’S 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 AssociationComm’S 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 AssociationComm 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. AssociationComm’S full and complete liability, for any reason whatsoever, shall be limited to the full refund of all monies paid to AssociationComm.
41. Tort Claims and Other Claims
Client waives all tort claims, strict liability claims and any and all other legal and equitable claims to the extent permitted by law against AssociationComm, its 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. Client further agrees that it may only bring claims against AssociationComm in Client’s individual capacity and not as a member of a class.
Client agrees to defend, indemnify and hold harmless AssociationComm, 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 AssociationComm’s services, from any product sold by Client, its agents or employees or assigns, from any service provided or performed or agreed to be performed by AssociationComm 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 AssociationComm, 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.
Client agrees not to make any statements, written, verbal or electronic, or cause or encourage others to make any statements, written or verbal, that defame, disparage or in any way criticize the personal or business reputation, practices, or conduct of AssociationComm, Inc., its employees, directors, and officers or subsidiaries. Client acknowledges and agrees that this prohibition extends to statements, written or verbal, made to anyone, including but not limited to, the news media, investors, potential investors, any board of directors or advisory board or directors, industry analysts, competitors, strategic partners, vendors, employees (past and present), clients, electronic bulletin board systems, forums and other internet websites. The Parties understand and agree that this Paragraph will survive termination and is a material provision of the Terms of Service(TOS) and that any breach of this Paragraph shall be a material breach of the TOS, and that AssociationComm, Inc. would be irreparably harmed by violation of this provision. The minimum compensation for any such breach shall be at least $10,000 USD or actual damages, whichever is greater.
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, facsimile or certified mail, return receipt requested, to the address set forth below. If Client chooses to send request by email or facsimile, a copy of the request must also be sent by mail (to the address below) as confirmation of the request.
Association Comm, Inc.
3331 S. 900 E. #130
Salt Lake City UT 84106
45. Contact AssociationComm, Inc.
Client may contact AssociationComm at 801-747-6377 M-F from 9:00 –5:00 MST. Client may visit our website at www.AssociationComm.com at any time. Client may also email AssociationComm at the following department email addresses:
46. 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 AssociationComm 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.
This agreement shall be governed exclusively by the laws of the State of Utah, USA, without regard to any conflicts of law provisions thereof, as a contract entered into and performed entirely within the State of Utah. The parties hereby 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 Utah, Counties of Utah or Salt Lake, and the parties expressly consent to personal jurisdiction and venue therein and waive any objection based on forum non conveniens or otherwise. Not withstanding the forgoing, AssociationComm may elect to have this contract governed in the state and county in which the Client is based for convenience of litigating this matter. Should there be a breach of this provision, the non-breaching party shall be entitled to an award of attorney fees.
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 AssociationComm. 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 a neutral jurisdiction (not the country of residence of the Client or of AssociationComm) as selected by AssociationComm.
AssociationComm 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.
50. Electronic Signatures
Selecting and submitting “accept” on the electronic copy of the TOS, submitting content through the online web center, making payment, or submitting information or documents to AssociationComm so that AssociationComm may perform services for the Client, the same shall constitute an electronic signature as defined by Utah’s Uniform Electronic Transactions Act, Utah Code Ann. 46-4-101 et seq.
51. Affiliated Companies, Name Change, Assignment of Servicing
AssociationComm reserves the right to subcontract services or assign the ongoing servicing and/or hosting of your account or this entire Agreement to another party at its sole discretion. This agreement shall not be affected by any change in the name of AssociationComm, Inc., it’s DBAs or any other affiliated companies, or any condition, merger or acquisition of AssociationComm, Inc. and shall be automatically assigned to any successor entity of AssociationComm, Inc. and shall continue in effect thereafter in accordance with its terms.
The following provisions shall survive termination of this Agreement with no effective termination date: Sections 1, 7-9, 34-53.
53. 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 AssociationComm. 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 AssociationComm’s 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.