These Terms and Conditions constitute a legally binding agreement made between you, on behalf of yourself or an entity (“Customer”, “User” “you”, “your”) and MMG, LLC. (“MMG”, “Company”, “we”, “us”). These Terms and Conditions govern your use of the website at www.1markmoss.com, and any other associated web or mobile websites, or media channel (hereinafter the “Website” or “Websites”), and you use of any services that you use and that are provided by MMG (collectively “Service” and “Services”). 

You agree that by accessing our Websites and using the Services, you have read, understood and agree to be bound by these Terms and Conditions. If you do not agree with the Terms and Conditions, you should stop using the Websites and Services.

Supplemental terms and conditions and other documents may be posted on our Websites and are expressly incorporated by reference. We reserve to the right, in our sole discretion, to make changes and updates to these Terms and Conditions, and at any time and for any reason. We encourage you to periodically review these Terms and Conditions and stay informed of any updates. We will inform you of any material changes to these Terms and Conditions using the contact information and methods you have provided to us. You will be subject to, and will deem to have been made aware of any changes to these Terms and Conditions by your continued use of the Websites and Services.

You affirm that you are more than 18 years of age, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms and Conditions, and to abide by and comply with these Terms and Conditions. The Services are exclusively for the use of adults 18 years of age or older, and if you are below the age of 18 you are prohibited from using the Services.

As used in these Terms and Conditions, the following defined terms shall apply:

2.1. Customer Sites means website, webpages, applications, landing pages, or any other media provided to or integrated with the Services, for the purposes of enabling the Company to provide the Services.

2.2. Effective Date means the earlier of the date (i) Customer submits the initial Order, or (ii) as stated on the signature block of the Order.

2.3. Order or Services Order means any initial or subsequent ordering document and/or online request for access to the Services submitted to Company, an authorized reseller of Company and/or through Company’s product websites. 

2.4. Service Descriptions means the overview and other terms applicable to the Services, as amended from time to time. 

2.5. Updates means any corrections, bug fixes, new features or functions added to the Services, but shall not include any new versions that Company markets and sells separately. 

2.6. Use Level means the model by which Company measures, prices and offers the Service to Customer as set forth on the applicable price list, websites, Order, and/or Service Description. 

2.7. Mark of Company or Company Marks shall mean and names, logos, icons, images, branding, or any other associated content or media used to identify the Company.

3.1. Right to Use Service. Subject to these Terms and Conditions, Company will provide the Services set forth in the Order for Customer’s use in accordance with these Terms and Conditions and applicable Use Levels. Company hereby grants to Customer a limited, personal, non-exclusive, non-transferable, non-sublicensable right to use any components as may be required to access and use the Services. Customer agrees to use the Services in accordance with the Company’s Privacy Policy, available at https://links.1markmoss/terms and incorporated by reference (the “Privacy Policy”)

3.2. Technical Support. Technical support for the Services is provided as set forth in the applicable Service Description. Customer agrees to use the Services for professional or business use. Company reserves the right to Update the Services at its discretion. Updates to the Services are included in the Fees, and Customer agrees to use the most current version of the Service.

4.1. Proprietary Rights. Except for the limited subscription rights granted herein, Customer has no right, title or interest in or to the Company Marks or Services or any components provided by Company in connection with the Services or any intellectual property rights related thereto. Customer acknowledges that Company or its licensors retain all proprietary right, title and interest in and to, or practiced in connection with, the Company Marks and the Services and any components, including, without limitation, all modifications, enhancements, derivative works, configuration, translations, upgrades, and interfaces thereto.

4.2. Company’s Marks. Unless expressly authorized under the terms of this Agreement, Customer agrees that it shall not use, register or apply for registration of any trademark, service mark, business name, company/trade name, domain name or social media account name or handle which is comprised of or incorporates in whole or in part any Mark of Company, or is otherwise confusingly similar to a Mark of Company. In the event of any breach of this provision, Customer agrees that it will do all things necessary to effect the transfer of any such same or similar trademark, service mark, business name, company/trade name, domain name or social media account name or handle to Company, including but not limited to executing assignment documentation. Except as expressly granted herein, no license regarding the use of Company’s copyrights, patents, trademarks, service marks or company/trade names is granted or will be implied. For any authorized use of the Company’s Marks, Customer represents that it has reviewed and will adhere to Company’s Trademark & Copyright Guidelines, and incorporated herein by reference and as may be periodically updated by Company. As noted above, reproduction, copying, or redistribution for commercial purposes of any materials or design elements on the Website or Services is strictly prohibited without the express written permission of Company. For information on requesting such permission, please contact us using the contact information listed in the section entitled “About Us”.

4.3. You agree that any ideas, suggestions, or improvements that you provide to Company about Company’s products or services shall be owned by Company and that Company is free to include such ideas in future products without compensation to you

5.1. Orders. Customer may order Services using the Company’s then-current ordering processes. All Orders are subject to acceptance by Company in its discretion. All Customer information provided by or on behalf of Customer must be current, complete and accurate and Customer is responsible for keeping such information updated. Order information is subject to automatic processing by Company for the purposes of managing Customer’s account.

5.2. Fees and Payment. Customer is responsible for all fees applicable to the Services, including any one-time implementation fees (“Fees”). All Fees are due and payable as set forth on the invoice and, unless otherwise agreed in writing, payments are due thirty (30) days from the invoice date. Customer agrees to notify Company of any fee dispute within fifteen (15) days of the invoice date and Customer agrees to work in good faith to promptly resolve any dispute and pay fees within fifteen (15) days following resolution of the dispute. When applicable, Customer authorizes Company (i) to take steps to determine whether a debit/credit card number provided is valid, and (ii) charge such card in accordance with the billing frequency specified in the Order. Company reserves the right to terminate its agreement with Customer immediately in the event any payment information is found at any time to be inaccurate, incomplete and/or not current. Company shall not be responsible for any overdraft charges or other fees that may be incurred due to Company use of Customer’s card for payment hereunder. Company reserves the right to update the price for Services at any time after the Initial Term. Company will notify Customer of any price changes by publishing on its website, emailing, quoting or invoicing Customer. Price changes will be effective as of the next billing cycle.

5.3. Additional Services. Customer may order additional Services at any time. Unless otherwise agreed in the applicable Order, any additional Services ordered by Customer following the Effective Date are subject to these Terms and Conditions, and shall be coterminous with the Terms and Conditions for existing Services. 

5.4. Late Payments. Company reserves the right, in its discretion, to (i) suspend or terminate the Services or any portion thereof for non-payment of undisputed Fees, and (ii) impose a charge to restore archived data from delinquent accounts. Customer agrees to reimburse Company for all reasonable costs and expenses incurred in collecting delinquent amounts. 

5.5. Taxes and Withholding. Customer shall be responsible for all applicable taxes (including but not limited to withholding tax, sales tax, services tax, value-added tax (VAT), goods and services tax (GST), tariffs, Universal Services Fund (USF) fees (collectively, “Taxes”) imposed by any government entity or collecting agency based on the Services, except those Taxes based on Company net income, and/or those Taxes for which Customer has provided a certificate confirming Customer is otherwise exempt. If Customer fails to satisfy its Tax obligations herein, Customer agrees to reimburse Company for any Taxes paid on Customer’s behalf and indemnify and hold Company harmless against any claim, liability and/or penalties resulting therefrom.

6.1. Customer is solely responsible for (i) the configuration of Customer’s Services account, (ii) the operation, performance, and security of Customer’s equipment, networks and other computing resources used to connect to the Services, (iii) ensuring all users exit or log off from the Services at the end of each session, (iv) maintaining the confidentiality of Customer’s accounts, user id’s, and passwords used in conjunction with the Services, and (v) all uses of the Services by Customer and its users. Company reserves the right to suspend the Services or terminate its agreement with Customer if Customer misuses or otherwise shares login information among users. Customer will notify Company immediately of any unauthorized use of its account or any other breach of security. Company will not be liable for any loss that Customer may incur as a result of a third party using its password or account, and Customer may be held liable for any such losses incurred by Company and/or another party. Company reserves the right to review Customer’s account to confirm compliance with applicable Use Levels, and to terminate or suspend Customer’s access for overuse and/or misuse. Customer agrees to pay for any overage in excess of permitted Use Levels.

7.1. You affirm, represent, and warrant that, through your use on the Services, Any Customer Sites do not relate to the following:

Pornography or sexually explicit content 

The occult

Hate speech

Racism

Pharmaceuticals

Purchase and use of illegal narcotics

Medicinal and recreational cannabis products

Cryptocurrency

Illegal activities of any kind

You also represent and warrant the content contained or distributed by Customer Sites does not violate the intellectual property rights of third parties. Company reserves the right to make the final decision regarding what is appropriate.

7.2. The Services are for professional/business use only, and may not be used for any other purpose.

7.3. You understand and agree to not place an unreasonable burden on the server hosting the Website or the Services, and to not interfere with the running of the Website or Services, and to not attempt unauthorized access to any portion of the Website.

7.4. You agree not to use bots, click-farms, fake click-throughs, or any other automated or manual techniques to fake, simulate or otherwise generate user activity on the Websites, the Service or Customer Sites with the intention of creating exaggerated or misleading user activity.

7.5. Except to the extent permitted by applicable law, Customer agrees, on behalf of itself and its users, not to (i) modify, distribute, prepare derivative works of, reverse engineer, reverse assemble, disassemble, decompile or attempt to decipher any code relating to the Websites, Services, and/or Company’s technology; (ii) knowingly or negligently access or use the Websites or Services in a manner that abuses or disrupts the Company’s networks, security systems, user accounts, or Services of Company or any third party, or attempt to gain unauthorized access to any of the above through unauthorized means, (iii) market, offer to sell, and/or resell the Services to any unauthorized third party; (iv) use the Services in violation of Company policies, applicable laws, ordinances or regulations; (v) use the Websites or Services directly or indirectly for competitive benchmarking or other competitive analysis if Customer is a direct competitor of the applicable Service; or (vi) make any representations with respect to Company or these Terms and Conditions (including, without limitation, that Company is a warrantor or co-seller of any of Customer’s products and/or services). Company shall have sole and exclusive discretion to determine the applicability of the restrictions set forth above and any violations thereof.

7.6. Company further reserves the right to suspend or terminate your use of the Websites and Services without prior notice for a violation of any of the provisions in this section.