Please take the time to read our Reputation Management Agreement below. The Reputation Management Agreement addresses various rights and responsibilities of those who use the services offered by The Company.

Last updated September 26, 2020

REPUTATION MANAGEMENT AGREEMENT

This Reputation Management Agreement (the "Agreement") outlines the terms and conditions of the relationship between Online Reputation Management, LLC (hereinafter referred to as "ReputationManagement.net", the "Company", "we", "us," or "our") and you ("you", "your", the "Customer"). The Company provides online privacy and brand-management related services (the "Services") for the Customer.

The Services we provide are generally described on the various pages of our website, which can be accessed at ReputationManagement.net and the Customer's Reputation Management proposal.

The Company does not guarantee or warrant that we will find or communicate to you every example or all examples of Internet content about the Customer. The Company, moreover, does not guarantee or warrant that it will be successful in effecting suppression or alteration, if such service is to be performed, of any Internet content about the Customer.

SERVICES RENDERED
You authorize us to advocate on your behalf to defend your online brand. Customer understands that any recommendations are for informational purposes only. The Company cannot act as legal counsel or dispense legal advice. Nor does this Agreement or the Services create any attorney-customer relationship or legal representation between the Company and Customer

If the Services rendered for you require that we collect information from you, then you agree to provide the information required by us in a timely fashion and understand that the more accurate the information you provide the better results you'll see. You authorize us to use your information to create, modify, collect and publish content on your behalf online in various formats of web content on any websites we deem fit for the purposes of the Services rendered. You warrant that you have the right to distribute the content you provide us, and to indemnify us against any damages arising from the use of the content you provide, whether due to copyright infringement or other reason.

In connection with the Services, the Company may collect additional information about the Customer. You represent and warrant that all information you provide in connection with The Company Services is correct and accurate to the best of your knowledge. The ability of the Company to locate Internet content concerning the Customer is limited by the quality of information provided. You agree to release and hold harmless The Company from any loss or damage caused to you resulting from inaccurate or false representations of information. Further, you agree to indemnify the Company against any loss or damage caused to the Company resulting from fraudulent or malicious representations of information made to The Company.

PAYMENT AND TERM OF SERVICES

The pricing and term of our services shall be governed by the terms contained in the Reputation Management proposal entered into between Customer and the Company and by this Reputation Management Agreement. In the event that any payment to the Company is more than thirty (30) days past due, then said amount shall accrue interest at the rate of five percent (5%) per year. In the event that the Company initiates legal proceedings to enforce any terms of the Customer's Reputation Management and/or this Reputation Management Agreement, including legal proceedings to collect payments due to the Company, then the Company shall be entitled to recover as damages all costs, including collection costs and reasonable attorney's fees incurred in connection with said legal proceeding. Any request to pause or cancel a campaign will take up to Three (3) days to process. Any request to pause or cancel a campaign that is submitted within Three (3) days of the start of a new billing cycle will not become effective until the following billing cycle. All requests to pause or cancel a campaign shall be submitted via e-mail and sent to [email protected].

POSSESSION AND OWNERSHIP OF CONTENT

In fulfilling its services for Customers, the Company may create online/internet web-based content at its discretion. Any and all online material/content created or backlinked to by the Company, shall be deemed and hereinafter referred to as the "assets." The assets that the Company creates shall remain the possession of the Company.  The clients existing assets or previously existing web content that is backlinked to the Company assets, shall remain the property of the Customer or the third-party owner. The Company shall bear no responsibility for transferring the "assets" created in connection with a Customer's campaign to the Customer.

LIMITATIONS ON USE OF SERVICES

The Company does not allow its service to be used for illegal activities, nor activities that the Company deems improper for any reason whatsoever in its sole judgment. The Company reserves the right to take preventative or corrective actions to protect itself and its customers, subscribers, and users. We reserve the right to refuse service to anyone, or to refuse to perform any type of service, at any time. Malicious or fraudulent use of the Services is absolutely forbidden.

The Company may notify the Customer at any time that Customer's use of The Company's service violates The Company's judgment as to what constitutes an acceptable use of the services. Upon The Company's discovery that Customer's use of the service violates The Company's opinion as to what constitutes an acceptable use of the Services, The Company will notify Customer of the use which violates The Company's judgment and reserves the right to cancel any existing agreement for services with the Customer, and shall bear no responsibility to return to Customer any fees paid to the Company.com thereunder.

Users of the Company must truthfully and accurately represent their identities in subscribing and using the Company's Services. You represent and warrant that you are truthfully representing your identity are authorized to enter this Agreement on behalf of your organization or self and agree to release and hold harmless the Company for any loss or damage to you resulting from a false or inaccurate representation of identity. Further, you agree to indemnify the Company against any loss or damage caused to The Company resulting from fraudulent or malicious representations of identity made to the Company.

INDEMNITY AND LIMITATION OF LIABILITY

You agree that you will Indemnify and hold harmless Online Reputation Management, LLC, and its members, officers, directors, and employees, from all third-party claims arising out of or related to your access or use of, or your inability to access or use, the Company's services, its Web Site, or the information contained in its Web Site or other Web Sites to which it is linked in violation of this Reputation Management Agreement.

We agree to indemnify, hold harmless and defend you and your wholly owned subsidiaries, at the Company's expense, any and all third-party claims, actions, proceedings, and suits brought against you or any of your members, officers, directors, employees, agents or affiliates, and all related liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys' fees and other litigation expenses) incurred by you or any of your members, officers, directors, employees, agents or affiliates, arising out of or relating to (a) the Company's breach of the Confidentiality provisions hereof, (b) the Company's failure to comply with any applicable federal, state and local statute(s), rule(s), code(s) and regulation(s) relating to the Services, and (c) in connection with the Services, any infringement or misappropriation of any third party intellectual property rights infringement is except to the extent.

DISCLAIMER OF WARRANTY

OTHER THAN AS SET FORTH IN THE CLEARING REPUTATION MANAGEMENT PROPOSAL, THE SERVICE, THE SOFTWARE, THE REPORTS, AND ANY AND ALL RELATED AND ANCILLARY SERVICES ARE PROVIDED "AS IS" AND THERE ARE NO WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY THE COMPANY AND AFFILIATES, EITHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE SERVICES AND REPORTS, INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. THE COMPANY DOES NOT WARRANT THAT THE SERVICES OR REPORTS WILL MEET YOUR NEEDS OR BE FREE FROM ERRORS, OR THAT THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED. THE FOREGOING EXCLUSIONS AND DISCLAIMERS ARE AN ESSENTIAL PART OF THIS AGREEMENT AND FORMED THE BASIS FOR DETERMINING THE PRICE CHARGED FOR THE SERVICE. SOME STATES DO NOT ALLOW EXCLUSION OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY NOT APPLY TO YOU.

THE COMPANY WILL NOT BE LIABLE TO CUSTOMER OR ANY THIRD-PARTY CLAIMANT FOR ANY INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL (INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR LOST DATA COLLECTED THROUGH THE SERVICE), OR INCIDENTAL DAMAGES, WHETHER BASED ON A CLAIM OR ACTION OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, INDEMNITY OR CONTRIBUTION, OR OTHERWISE.

The Company does not guarantee the Service will be operable at all times or during any down time (1) caused by outages to any public Internet backbones, networks or servers, (2) caused by any failures of your equipment, systems or local access services, (3) for previously scheduled maintenance, (4) delays caused by third party providers and platforms, such as online review websites or (5) relating to events beyond the Company's control such as strikes, riots, insurrection, fires, floods, explosions, war, governmental action, labor conditions, earthquakes, natural disasters, pandemics or interruptions in Internet services to an area where the Company's servers are located or co-located.

REFUND POLICY STATEMENT

All sales of the Company services are final. No refunds shall be given by the Company, or any other party, for any amounts paid for services, including, without limitation, any service charges or fees. Further, the Customer acknowledges and accepts the risk that the Company may not succeed in suppressing all Internet content about the Customer. The Customer also acknowledges and accepts the risk that the Company, may not succeed in effecting the suppression of any Internet content about the Customer. In accordance with the foregoing, no refunds shall be given by the Company for any reason, except as specifically outlined in the Customer's Reputation Management proposal in regards to the overall review rating and within the guaranteed timeframe.

Further, the Customer hereby acknowledges that once the Company achieves the guaranteed performance metric of the campaign, no refunds will be provided in the event that the Customer receives additional negative reviews or attacks, those guarantees are explicitly waived. Notwithstanding the Company will continue to actively provide Services to combat any negative reviews that are published during the specified Monitoring period at no additional cost to the Customer. For example, if you receive a new negative review on a campaign after the Company Services has produced the guaranteed overall rating your right to a refund under the Money Back Guarantee is explicitly waived. Additionally if you receive more than 3 new negative reviews during a campaign, the money-back guarantee is explicitly waived.  

MODIFICATION OF REPUTATION MANAGEMENT AGREEMENT

In connection with the Services, the Company may collect additional information about the Customer. You represent and warrant that all information you provide in connection with The Company Services is correct and accurate to the best of your knowledge. The ability of the Company to locate Internet content concerning the Customer is limited by the quality of information provided. You agree to release and hold harmless The Company from any loss or damage caused to you resulting from inaccurate or false representations of information. Further, you agree to indemnify the Company against any loss or damage caused to the Company resulting from fraudulent or malicious representations of information made to The Company.

CONFIDENTIALITY

In the course of providing the Services, a party (a "Disclosing Party") may provide certain of its confidential information ("Confidential Information") to the other Party (a "Receiving Party"). The fact that the Company is providing Services to you is considered your Confidential Information. The Receiving Party, during the term of this Agreement and at any time thereafter, (a) shall use the same level of care to protect the confidentiality of the Disclosing Party's Confidential Information as it does to protect its own Confidential information, but in no event less than a reasonable degree of care, (b) shall not use any Confidential Information of the Disclosing Party except for the purpose of fulfilling its obligations under this Agreement or as otherwise expressly permitted herein, (c) shall not, and shall not permit others to, disclose, duplicate, transfer, sell, lease, or otherwise make any Confidential Information of the Disclosing Party available to others without the prior written consent of the Disclosing Party, and (d) shall not remove, or permit to be removed, any notice indicating the confidential nature of, or the proprietary rights of the Disclosing Party in, the Disclosing Party's Confidential Information. The Receiving Party is not obligated under this paragraph for Confidential Information that (i) is or becomes generally known, or readily ascertainable by proper means, by the public other than through a breach of this Agreement by the Receiving Party; (ii) was known by the Receiving Party on a non-confidential basis prior to receipt under this Agreement as evidenced by the Receiving Party's written records; (iii) is rightly received by the Receiving Party from a third party not subject to any nondisclosure obligations with respect to such Confidential Information; or (iv) that must be disclosed if required by law, regulation, or is the subject of a subpoena or lawful order, demand or other compulsory instrument issued by or under the authority of a court of competent jurisdiction or by a governmental agency that requests all or any part of the Confidential Information; provided, however, that before making such a disclosure under subsection (iv) hereof, the Receiving Party agrees to provide the Disclosing Party with prompt prior notice (to the extent legally permitted) of any such compelled disclosure so that the Disclosing Party may seek a protective order or other appropriate remedy.

MISCELLANEOUS, INTEGRATION, APPLICABLE LAW AND VENUE

The Company shall be excused from performance hereunder to the extent that performance is prevented, delayed or obstructed by causes beyond its reasonable control. Among many other factors, our services depend heavily on privacy law in the United States, the various States and Territories, and other jurisdictions. The law can and will change in the future and such changes are outside the control of the Company. We cannot predict the impact of future changes in the law. Some legal changes, including but not limited to legislation or judicial interpretation, may render it more difficult or impossible for us to perform the services offered.

This Agreement (including any amendment agreed upon by the parties in writing and the Reputation Management proposal) represents the complete agreement between us concerning its subject matter and supersedes all prior agreements and representations between the parties. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed to the extent necessary to make it enforceable to the maximum extent permissible so as to affect the intent of the parties, and the remainder of this Agreement shall continue in full force and effect.

This Agreement shall be governed by and construed under the laws of Delaware without reference to its conflict of law principles. In the event of any conflicts between foreign law, rules, and regulations, and Delaware law, rules, and regulations, Delaware law, rules and regulations shall prevail and govern. Each party agrees to submit to the exclusive and personal jurisdiction of the State and Federal Courts located within Delaware. The United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act shall not apply to this Agreement.

A waiver of any default is not a waiver of any subsequent default. You may not assign or otherwise transfer any of Your rights hereunder without the Company's prior written consent, and any such attempt is void.

Thank you for having read our Reputation Management Agreement. We encourage you to contact us is you have questions about our Reputation Management Agreement or the Services