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ONLINE MEETING TERMS & CONDITIONS
Mountains and Rivers Media
These are the terms and conditions of your online meeting and/or your Account with Mountains and Rivers Media (‘Mountains and Rivers Media’). Please read this document carefully. Please retain this document for future reference, and note that this document is subject to change upon notice to you via posting on the Mountains and Rivers Media website at http://www.mountainsandrivers.co or otherwise in writing.
In consideration of Mountains and Rivers Media opening and maintaining this Account, you agree to the terms and conditions contained in this Agreement, as amended from time to time.
NOTE: There are several aspects of this agreement and the Mountains and Rivers Media service which are not typical for online services or other scheduling accounts and which you should read carefully before opening an account, including but not limited to:
1.you consent and agree to the terms and conditions of this agreement by clicking the ‘Submit’ button on our website where indicated during the account sign up process,
2.appointments are secure insofar as you keep your login and password secure,
3.all appointment confirmations, monthly account statements and other documents (including online pages you view, appointment confirmations, bills, and other routine company filings received on your behalf in digital form) that Mountains and Rivers Media sends to you, may be either online or sent to you solely via e-mail notification. You will indicate the email address, which will receive this information in your Organization Info tab of the Admin site or other appropriate page on our Site.
1.1.1DEFINITIONS. AS USED IN THE AGREEMENT, THE- FOLLOWING TERMS HAVE THE FOLLOWING MEANINGS:
2Sign Up. The online application you prepare and submit to open an Account.
3Account. An active registered Customer Account.
4Customer Agreement. The agreement you make with us when you open an Account, as amended from time to time.
5Password. The secret code that only you know and which together with your User Name is needed to access your Mountains and Rivers Media Account.
6Service or the Mountains and Rivers Media Service. Mountains and Rivers Media, Inc.’s online scheduling utility and other related services.
7Site. The Internet website with the domain www.Mountains and Rivers Media.com and all mirror websites.
8User Name. Your alphanumeric code, which together with the Password is required to access your Account.
9‘We,’ ‘us’ or ‘Mountains and Rivers Media.’ Mountains and Rivers Media, Inc.
10Consumer. Registered Consumer of the Mountains and Rivers Media front end OR an customer of an Mountains and Rivers Media customer who makes appointments online.
11Service Provider. Any third party not directly associated with Mountains and Rivers Media, Inc. who provides, advertises, or offers products and/or services on the Site or sites set up by You or Mountains and Rivers Media, Inc.
12Appointment. The scheduled event, either made online or otherwise, which constitutes an agreement between You and your customer (Consumer).
13Other Property. Any property of the customers of Mountains and Rivers Media which originally, or contractually, was the property, online or otherwise, of Mountains and Rivers Media.
14Data. Alphanumeric collection of information about Consumers and/or You which is stored digitally, printed, or otherwise in any location or form, including information on removable media, which Mountains and Rivers Media have provided or captured. This stored information may reside on Mountains and Rivers Medias hardware or on that of a contracted providers hardware, in each case, still representing the property of Mountains and Rivers Media.
14.1.1OPENING YOUR ACCOUNT. YOU MAY APPLY FOR AN ACCOUNT BY COMPLETING A SIGN UP FORM ON THE MOUNTAINS AND RIVERS MEDIA WEBSITE.
15You warrant and represent that the information that you furnish in your Account setup (or other information you provide that Mountains and Rivers Media may require) is accurate and truthful. Accounts set up with invalid data will be deleted immediately. You also expressly authorize Mountains and Rivers Media to obtain reports concerning your credit standing and business conduct. Upon your written request, we will inform you whether we have obtained credit reports, and, if so, we will provide you with the name and address of the reporting agency that furnished the reports.
16You acknowledge that the Mountains and Rivers Media will not provide you with any legal, tax or accounting advice or advice regarding the suitability or profitability of any scheduled transaction or appointment. You also acknowledge that Mountains and Rivers Media’ employees are not authorized to give any such advice and that you will not solicit or rely upon any such advice from Mountains and Rivers Media or any of its employees, with respect to your Mountains and Rivers Media account. You assume full responsibility for transactions and/or appointments in or for your Account and your business decisions. Mountains and Rivers Media and its officers, directors, employees, agents and affiliates will have no liability for transactions and/or in or for your Account and/or your business decisions.
16.1.1COSTS AND FEES.
17You agree to pay our service costs and other fees as they apply to your Account, as well as fees and costs related to transactions and/or appointments and services that you engage in or receive from us. You also agree to pay all applicable state and local excise taxes. A pricing (cost) and fee table is available on the Site. All monthly costs and fees will be charged and payable monthly on the first of each month. The first month your account is opened, your monthly costs and fees will be prorated. Incremental costs and fees, if any, will be charged and payable on the first day of the following month such costs or fees are incurred. You agree to provide to us a current and valid credit card number for the payment of all monthly costs and fees. Incremental costs, if any, will be deducted or added from/to available balances on your account. We will charge your credit card on the first day of the month to obtain payment of such costs and/or fees. Credits, partial, or full reimbursements will not be provided for any reason whatsoever.
18You agree that our costs and fees are subject to change upon notice to you through the Admin site and/or in writing via e-mail.
19For clients paying month-to-month, there is no contractual obligation and the account may be cancelled at any time with 30 days written notice. Partial month refunds will not be provided. For clients paying a year in advance, accounts may be cancelled at any time. No refunds for clients paying a year in advance will be provided. For clients paying a year in advance via credit card, the credit card on file will automatically be billed on the anniversary date for every subsequent year.
20Regarding Transactions and/or Appointments. Mountains and Rivers Media and the Mountains and Rivers Media is not responsible for fulfilling the services promised by its customers to consumers. You are responsible for knowing the transactions and/or appointments that have been scheduled. Mountains and Rivers Media is not obligated track or to notify you of cancellations made outside of the Mountains and Rivers Media site, Similarly, you are responsible for knowing about changes or reorganizations related to consumers, which you serve, including but not limited to address changes, profile changes, and other demographic or transaction and/or appointment data.
21Mountains and Rivers Media is not obligated to notify you of any such changes or reorganizations. If, due to a change or reorganization, you miss, fail to deliver a scheduled service, or cancel an appointment, or if you become otherwise exposed to risk requiring Mountains and Rivers Media to take action in your Account, Mountains and Rivers Media will not be responsible for any losses you incur.
22When you place a request to cancel an appointment, the cancellation of that order is not guaranteed and is on a best efforts basis only, even though handled automatically. Cancellation requests must be received prior to the commencement of the Appointment. You can access your appointment and make modification by going to https://booking.mountainsandrivers.co
22.1.1INTEREST ON DEBIT BALANCES.
23Debit balances in any of your Accounts may be charged interest when over 30 days past due, in accordance with Mountains and Rivers Media’ established custom, which is 1.5% of your Debit Balance.
24.1.1SATISFACTION OF INDEBTEDNESS.
25You agree to satisfy, upon demand, any indebtedness owed to Mountains and Rivers Media, and to pay any debit balance in any of your Accounts. No Account of yours may be closed by you without Mountains and Rivers Media first receiving all funds and/or Other Property. The reasonable costs and expenses of collection of any such indebtedness or debit balance, including but not limited to attorney’s fees, will be payable by you to Mountains and Rivers Media.
25.1.111. RESTRICTIONS ON APPOINTMENT SCHEDULING.
26You understand Mountains and Rivers Media may at any time, at its sole discretion and without prior notice to you, prohibit or restrict your ability to make appointments, or to substitute Data, in your Account.
26.1.112. RECEIVING YOUR DATA.
27Without abrogating any of Mountains and Rivers Media’s rights under any other portion of this Agreement and subject to paying any of your indebtedness owed to Mountains and Rivers Media, you are entitled, upon appropriate demand and upon paying any applicable fees, to receive physical delivery of data in your Account, with the exception of information kept private for online security purposes.
27.1.113. TRANSACTION CONFIRMATIONS, ACCOUNT STATEMENTS, NOTICES AND OTHER COMMUNICATIONS.
28You consent to the delivery of all appointment confirmations, monthly account statements and other documents (including bills, statements, changes in the Service Agreement, and other routine company filings received on your behalf in digital form), as well as all notices, letters and other documentation, required to be sent to you by Mountains and Rivers Media under applicable laws and the Customer Agreement or otherwise via e-mail to the e-mail address you have designated in your Account Application (as you may change from time to time on notice to Mountains and Rivers Media) or on the Organization Info tab of the Admin site.
29It is your responsibility to review upon first receipt, whether delivered to you by e-mail, other electronic means or in the regular mail, all confirmations of transactions and account statements. The information contained in your account statements (excluding confirmations) shall be binding upon you, if you do not object, either in writing or via e-mail, within five (5) days after the account statement is first received by you. In all cases, Mountains and Rivers Media reserves the right to determine the validity of your objection to the transaction or an account statement.
30Notices and other communications, delivered to the e-mail address provided by you or delivered electronically shall, until Mountains and Rivers Media has received notice in writing (via e-mail, mail or delivery) of any different address, be deemed to have been personally delivered to you whether actually received or not.
31Notices and other communications may also be provided to you verbally. Such notices and other communications left for you on your answering machine, or otherwise, shall be deemed to have been delivered to you whether actually received or not.
32In the event of the death of any of the owners, the surviving owner(s) or beneficiary will immediately give Mountains and Rivers Media written notice and evidence thereof, and Mountains and Rivers Media may, before or after receiving such notice, take such actions or proceedings, require such documents, retain such portion and/or restrict transactions in the Account as it deems advisable in its sole discretion to protect itself against any tax, liability, penalty or loss under any present or future laws or otherwise. The estate of any deceased owner will be liable and each survivor will be liable, jointly and severally, to Mountains and Rivers Media for any debt or loss in the Account resulting from the completion of transactions initiated prior to Mountains and Rivers Media’s receipt of a written notice of such death or debt or loss incurred in the liquidation of the Account or the adjustment of the interests of the owners or beneficiaries.
33Any taxes or other expenses becoming a lien against or being payable out of the Account as the result of the death of any of the owners, or through the exercise by his or her estate or representatives of any rights in the Account, shall be chargeable against the interest of the surviving owner(s) or beneficiaries as well as against the interest of the state of the deceased owner’s estate from any liability arising under this Agreement.
34Unless the owners or beneficiaries notify us otherwise and provide us such documentation as we may require, we may presume that it is the express intention of the owners to hold the Account with rights of survivorship. In the event of the death of any of the owners, the entire interest in the Account shall be vested in the surviving owner(s) or beneficiaries on the same terms and conditions as theretofore held, without in any manner releasing the deceased owner’s estate from liability.
34.1.115. ONLINE SERVICE.
35You will use the Mountains and Rivers Media Service only in accordance with this Agreement and your other agreements with Mountains and Rivers Media and/or Mountains and Rivers Media and any additional services offered through the Service in the future will only be used in accordance with this Agreement and your other agreements with Mountains and Rivers Media.
36You agree, that by electronically submitting the Account Sign Up Form and by clicking the ‘Submit’ button, where indicated, you consent to the terms and conditions of this agreement, as amended from time to time.
37You will be the only authorized user of the Service under this Agreement. You will be responsible for the confidentiality and use of your User Name and Password, You understand that you will be solely responsible for all appointments entered through the Service using your User Name and Password.
38You further understand and agree that, as a condition of using the Service to make appointments and/or send information, you will immediately notify Mountains and Rivers Media if: (a) you have received acknowledgment (whether through electronic or hard copy) of an execution for an appointment which you or your consumers did not place or any similar conflict; or (b) you become aware of any unauthorized use of your User Name or Password.
39If you fail to notify Mountains and Rivers Media promptly when any of the above conditions occur, neither Mountains and Rivers Media nor any of its officers, employees, agents, affiliates or subsidiaries can or will have any responsibility or liability to you or to any other person whose claim may arise through you for any claims with respect to the handling, mishandling or loss of any order.
40YOU FURTHER AGREE THAT Mountains and Rivers Media AND ITS AFFILIATES WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR INDIRECT DAMAGE (INCLUDING LOST PROFITS, OPERATING LOSSES AND DAMAGES) THAT RESULT FROM INCONVENIENCE, DELAY OR LOSS OF THE USE OF THE SERVICE EVEN IF Mountains and Rivers Media HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
41You agree that Mountains and Rivers Media and its affiliates will not be liable for any losses resulting from a cause over which Mountains and Rivers Media or its affiliates does not have control, including but not limited to the failure of computer, electronic or mechanical equipment or communication lines, the Internet, telephone or other interconnect problems (e.g., if you are unable to access your online internet service provider), unauthorized access, theft, operator errors, severe weather, earthquakes, floods and strikes or other labor problems.
42You agree that Mountains and Rivers Media may modify the Service or change the terms of this Agreement, in whole or in part, upon notice to you through the Service and/or in writing.
42.1.1SERVICE PROVIDER INFORMATION.
43You understand that each participating Service Provider or association asserts a proprietary interest in all of the information it furnishes to the parties that disseminate the data. Neither Mountains and Rivers Media nor any disseminating party shall be liable in any way, and you agree to indemnify and hold harmless Mountains and Rivers Media and such disseminating party, for (a) any inaccuracy, error, or delay in, or omission of (i) any such data, information, or message, or (ii) the transmission or delivery of any such data, information, or message; or (b) any loss or damage arising from or occasioned by (i) any such inaccuracy, error, delay, or omission, (ii) nonperformance or breach by you of this Agreement or otherwise, or (iii) interruption of any such data, information, or message, due either to any negligent act or omission by Mountains and Rivers Media or any disseminating party or to any ‘force majeure’ (i.e., flood, extraordinary weather conditions, earthquake, or other act of God, fire, war, insurrection, riot, labor dispute, accident, action of government, communications, power failure or equipment or software malfunction) or any other cause beyond the reasonable control of Mountains and Rivers Media or any disseminating party. You understand that the terms of this Agreement may be enforced directly against you by the Service Provider and associations providing information.
44Mountains and Rivers Media and/or its agents will not be liable for losses caused directly or indirectly by government restriction, market rulings, computer, network or telecommunications failure, war, earthquakes, floods, strikes or any other conditions beyond Mountains and Rivers Media’ control.
45Termination of Accounts.
46You may close your Account at any time by giving us a written 30 day notice. Mountains and Rivers Media may terminate your Account at any time and for any reason. Closing an Account will not affect rights and obligations of either party incurred or arising from transactions initiated under the Agreement prior to the termination, which will survive the termination of this Agreement.
47If any provision of this Agreement is held to be invalid, void or unenforceable by reason of any law, rule, administrative order or judicial decision, that determination will not affect the validity of the remaining provisions of this Agreement.
48Except as specifically permitted in this Agreement, no provision of this Agreement can be, nor be deemed to be, waived, altered, modified or amended unless agreed to in writing signed by an authorized officer of Mountains and Rivers Media.
48.1.121. CAPACITY TO CONTRACT; CUSTOMER AFFILIATION.
49You represent that you are of legal age.
50You agree that this Agreement and all its terms will be binding upon your beneficiaries, heirs, executors, administrators, personal representatives and assigns. This Agreement will inure to the benefit of the Mountains and Rivers Media and its successors, assigns and agents. Mountains and Rivers Media may assign its rights and duties under this Agreement to any of its subsidiaries or affiliates without giving you notice, or to any other entity upon prior written notice to you.
50.1.1POWER OF ATTORNEY.
51You agree and hereby irrevocably appoint Mountains and Rivers Media, with full power as your true and lawful attorney-in-fact, to the full extent permitted by law, for the purpose of carrying out the provisions of this Agreement and taking any action and executing any instrument that Mountains and Rivers Media deems necessary or advisable to accomplish the purposes of this Agreement.
52The heading of each provision of this Agreement is for descriptive purposes only and shall not be deemed to modify or qualify any of the rights or obligations set forth in each such provision.
52.1.125. ENTIRE UNDERSTANDING; ASSIGNMENT.
53This Agreement, together with all other written agreements between you and Mountains and Rivers Media related to your Account and terms contained on statements and confirmations, sent to you, contains the entire understanding between you and Mountains and Rivers Media concerning the subject matter of this Agreement. You may not assign your rights and obligations hereunder without first obtaining the prior written consent of Mountains and Rivers Media.
53.1.126. CHOICE OF LAW.
54This Agreement shall be deemed to have been made in the Brunswick, Maryland and shall be construed, and the rights and liabilities of the parties determined, in accordance with the internal laws of the Province of Alberta, Canada (without giving effect to choice of law principles).
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