Terms & Conditions
I. Introduction
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THESE TERMS AND CONDITIONS SHALL BE A LEGALLY BINDING ELECTRONIC CONTRACT BETWEEN YOU, WHICH INCLUDES THE ENTITY YOU REPRESENT AND THE ENTITY THAT REGISTERED YOU (COLLECTIVELY "YOU"), AND
TERRA EQUITY MANAGEMENT, WHICH INCLUDES ITS OWNER AND ASSIGNEE'S ("OUR", "WE", "US", OR "THE COMPANY") AND SHALL GOVERN YOUR USE OF COMPANY'S SERVICES, SOFTWARE, WEBSITE, CONNECTED APPLICATIONS OR OTHER OFFERINGS ON QUOTATIONS (COLLECTIVELY, OUR "SERVICES").
THIS AGREEMENT SHALL BE DEEMED TO BE IN COMPLIANCE WITH THE CONTRACT LAWS GOVERNED BY THE STATE OF CALIFORNIA.
THIS AGREEMENT DOES NOT REQUIRE THE PHYSICAL SIGNATURE OF THE PARTIES AND SHALL BE A LEGALLY BINDING AND ENFORCEABLE CONTRACT BETWEEN THE PARTIES.
BY USING ANY OF THE COMPANY SERVICES OR CLICKING ON ANY WEB LINKS ASSOCIATED WITH THE COMPANY, YOU AGREE TO BECOME BOUND BY THE TERMS. IF YOU DO NOT AGREE TO ALL THESE TERMS, DO NOT USE THE COMPANY SERVICES. THE COMPANY'S ACCEPTANCE IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO ALL THESE TERMS, TO THE EXCLUSION OF ALL OTHER TERMS. IF THESE TERMS ARE CONSIDERED AN OFFER BY THE COMPANY, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS.
II. Catalogs
Catalogs, price lists, and any advertising matter published by the Company are intended only to give an indication of the general nature of the services available and nothing contained in any such catalog, list, or other matter shall be or be deemed to be a representation by the Company or a condition or warranty affecting any services.
III. Prices
A. Unless otherwise expressly agreed in writing the price payable for all services provided by the Company shall be the price ruling at the date of the signed and executed service agreement. All prices are subject to change.
IV. Payment
A. All services shall be paid for in full by the Client to the Company after services have been fulfilled by the Company. Accepted forms of payment include check, credit card or other forms of electronic payments. A 3% fee of the total invoice amount shall be added to all credit card transactions.
B. Where account facilities apply, having been expressly agreed in writing by the Company, the price shall be paid in full by the Client to the Company within 15 days of the date of the invoice.
C. Any direct expenses incurred by the Company as part of providing the services contracted by the Client shall be reimbursed by the Client to the Company. All reimbursable expenses shall be shown by line item when the invoice for the services rendered is sent to the Client.
V. Force Majeure
A. In the event of any act of God, an outbreak of war either general or local, riot or other civil commotion, strike lock-out or act or decree of any government or any other matter or thing beyond the reasonable control of the Company, the Company:
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Shall not be liable for any injury or damage of any kind thereby caused or resulting therefrom; and
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May at the sole discretion of the Company withdraw wholly or in part from the contract without any liability, whatsoever. The construction validity and performance of this contract shall be governed by the laws of the United States and all disputes which may arise under or in connection with or related to this contract shall be subject to the jurisdiction of the courts of California.
VI. Trademarks
The trademarks, service marks, and logos (the "Trademarks") used and displayed through Our Services or in any Company Content are Our registered or unregistered Trademarks or of Our suppliers or third parties and are protected pursuant to US, and foreign trademark laws. All rights are reserved and You may not alter or obscure the Trademarks, or link to them without Our prior approval.
VII. Indemnification
You hereby indemnify, defend and hold harmless the Company, and its affiliates, officers, directors, agents, partners, employees, licensors, representatives, and third-party providers from and against all reasonably foreseeable losses, expenses, damages, costs, claims, and demands, including reasonable attorneys' fees and related costs and expenses, due to or arising out of Your breach of any representation or warranty hereunder. We reserve the right, at Our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You under this Section 10, and in such case, You agree to fully cooperate as reasonably required with such defense and in asserting any available defenses.
VIII. Miscellaneous
A. Entire Agreement. These Terms and any policies applicable to You posted on Our Services constitute the entire agreement between the parties with respect to the subject matter hereof, and supersede all previous written or oral agreements between the parties with respect to the such subject matter.
B. Severability. If any provision of these Terms is found to be illegal, void, or unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions of these Terms.
C. Waiver. A provision of these Terms may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of the Company to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision.
D. Notice. Any notice or other communication to be given hereunder will be in writing and given by postpaid first class or certified mail, electronic mail, or SMS notification.
E. No Agency. Nothing in these Terms shall be construed as making either party the partner, joint venture, agent, legal representative, employer, contractor, or employee of the other. Neither the Company nor any other party to these Terms shall have, or hold itself out to any third party as having, any authority to make any statements, representations, or commitments of any kind, or to take any action that shall be binding on the other except as provided for herein or authorized in writing by the party to be bound.
F. Governing Laws. These Terms and Your use of the Services shall be governed by the substantive laws of the United States without reference to its choice or conflicts of law principles that would require the application of the laws of another jurisdiction, and shall be considered to have been made and accepted in California, United States.