(ONLINE MARKETING SERVICES / TERMS AND CONDITIONS)
PocketHive Technologies provides a range of marketing modules. All Order Forms are subject to acceptance by PocketHive Technologies, in its sole discretion. The Order Form, the Marketing Services Terms, and the documents and/or links referenced in such documents are together referred to as "the Agreement" products and services for businesses. The Order Form sets forth which Marketing Services are being purchased by the client who signed the Order Form, the costs for such Marketing Services, and other relevant details. These Online Marketing Services Terms and Conditions are incorporated by reference into and made a part of any Order Form submitted to PocketHive Technologies and govern the relationship between you and PocketHive Technologies. These Marketing Services Terms also apply to any Marketing Services you may sign-up for without an Order Form, such as free trials or other limited-time offers, online or off.
If you are accepting on behalf of your employer or another entity, you represent and warrant that (i) you have full legal authority to bind your employer or such legal entity to this Agreement, (ii) you have read and understand this Agreement and (iii) you agree, on behalf of the Client, to this Agreement.
PLEASE REVIEW THIS AGREEMENT CAREFULLY, INCLUDING THE DISPUTE RESOLUTION PROVISION IN SECTION 15, WHICH DESCRIBES HOW CERTAIN DISPUTES WILL BE RESOLVED BETWEEN US, AND THAT NO CLASS ACTIONS MAY BE BROUGHT UNDER THIS AGREEMENT. IF YOU WANT TO OPT-OUT OF THIS DISPUTE RESOLUTION PARADIGM, SECTION 15 IN THE EXTENDED POLICY HERE DESCRIBES THE PROCEDURES YOU MUST FOLLOW TO DO SO.
1. Marketing Services. The Marketing Services include, but are not limited to the following products:
Marketing Modules and or Product Packages (which includes: (DIB) Data Informed Branding™, (CIM) Client Identity Management Services™, PocketSocial™, Vista Analytics™, PocketPlaces™, PocketSpaces™ or PocketLandmarks™, PocketCoupons™, Standard Package, Pro Package, Enterprise Package)
a) Identification of Fees. You agree to pay the amounts set forth in the Order Form in accordance with Section 3 or as may be further explained in the Product Terms (the "Fees"). The Fees are and can generally, not always, divided into product fees, service fees and set-up fees. Product fees are the recurring fees that you will be charged for the specific product you have purchased as shown on the Order Form. Service fees are for the delivery of any premium services that PocketHive Technologies may, from time to time, offer. Set-up fees are one-time fees for the set-up of campaigns or other services. PocketHive Technologies reserves the right to change any of the Fees at any time, provided that such changes will not take effect until a new Order Form has been executed and delivered to PocketHive Technologies by you.
b) Promotional Credits. If PocketHive Technologies offers any special promotions that provide you with a credit or other incentives in connection with purchasing Marketing Services or Product Packages (the "Promotional Credits"), and you cancel one or more of the Marketing Services prior to completion of the Initial Term (other than for cause, as set forth below), then in addition to any other cancellation penalties you may be subject to, you will be required to repay to PocketHive Technologies the full amount of the Promotional Credit(s).
3. Payment Terms.
General. Once an Order Form has been accepted by PocketHive Technologies, you will be responsible for payment in full of all Fees, except as may otherwise be provided in Section 4(c) hereof. The Fees shown are not inclusive of sales, use or similar taxes which may be applicable. If applicable, sales, use and similar taxes shall be your sole responsibility and may be assessed on the invoice. Please note that the sales tax shown on an Order Form is only an estimate. The actual amount of sales tax will be determined at the time that payment is made. All payments are due in U.S. dollars.
Payment. You shall pay for all amounts payable under this Agreement either by credit card (the "Client Card"), ACH (electronic debit from your bank account) or such other form of payment as PocketHive may, in its sole discretion, permit. You will be required to agree to the applicable payment authorization form(s), which also permit PocketHive to recover any Promotional Credits (as set forth above) and collect any Cancellation Fees (as defined below) in the authorized manner. With PockeHive Technologies prior approval, under certain circumstances you may pay by check. In the case of payment through ACH, no amounts owing are considered paid until the electronic debit has been received by PocketHive Technologies bank.
Timing of Payment. Fees, as identified on the Order Form, are due in advance of each month. Client may have the option to purchase discounted packages on a yearly, twelve (12) month schedule in advance. Many of our programs and packages are month-to-month as more fully described in the Product Terms. We can however begin anytime. If there are Set-Up Fees (as set forth on the Order Form), such Fees shall be paid in advance together with all amounts owed for the first month. PocketHive Technologies shall have the right to charge the Client Card or debit from your account through ACH for Fees in accordance with these Marketing Services Terms and the Product Terms. You understand and acknowledge that all amounts owed must be paid in advance and that, in addition to being in breach of your contractual obligations, your campaign or service may be paused or terminated if timely payment is not received.
Term. The Agreement shall commence upon execution of an Order Form and, unless otherwise provided in the Product Terms, shall continue until canceled in accordance with the terms of this Agreement. Free trials and other limited time offers signed up for without an Order Form have limited terms and will automatically conclude unless the Marketing Service is purchased via an Order Form at the end of the trial period.
Cancellation. Unless otherwise provided in the Product Terms, you may cancel any Marketing, Product, Module or Service Agreement at any time for any reason. We require a 30 day advance, documented and recorded notice in writing. You can do this by emailing us at firstname.lastname@example.org.
i. If you have not completed the entire month set forth on the Order Form (the "Initial Term"), cancellation will be effective at that time PocketHive receives notice, plus the 30 days in following month, at which point agreement will be fully terminated and void.
ii. If you have completed the Initial Term, cancellation will be effective after PocketHive Technologies receives your Cancellation Request (for example if you request cancellation while you are in the middle of the 3rd Month, the cancellation will be effective after completion (and payment) through and including the 3rd Month plus 30 days). Any and all outstanding balances, excluding campaigns running up and through the time of cancellation plus 30 days, will be returned to you in full at that time. PocketHive Technologies may cancel at any time for any reason on written notice to you via email, upon the conclusion of a Month.
a) Cancellation Fee. Unless otherwise provided in the Product Terms, if you wish to cancel any Marketing Service immediately without completing the applicable term described above, you may do so with no / any fees incurred.
b) Termination for Cause. Either you or PocketHive Technologies may terminate the Agreement (which will terminate all current Order Forms) on 30 days prior written notice (the "Notice Period") if the other party is in material breach of its obligations hereunder and such breach has not been materially cured by the conclusion of the Notice Period. For the avoidance of doubt, PocketHive Technologies makes no guarantees with respect to the performance of any campaign or any other service and therefore such performance shall not be a basis for termination pursuant to this Section.
c) Campaign Pauses. PocketHive Technologies may pause a campaign at any time for operational reasons. You may also request a pause in a campaign, however, it will be in PocketHive Technologies sole discretion to determine if a campaign pause is appropriate. If you request to pause your campaign and the campaign is paused for more than 30 days, you will have to pay an additional Campaign set-up Fee of $150.00 to restart the campaign. PocketHive Technologies may charge the Client Card or shall be permitted to cause payment to be made through ACH for the Cancellation Fee or PocketHive Technologies may invoice you for such additional set-up Fee, which invoice must be paid within fifteen (15) business days after the invoice date.
d) No Refunds. You understand and agree that you will not be entitled to any refunds of amounts already paid to PocketHive Technologies, unless you properly terminate under Section 4(e) or PocketHive Technologies terminates under the last sentence of Section 4(b), in which case you shall only be entitled to a refund for the unspent balance of the then applicable Monthly Payment (as defined in the applicable Product Terms) or equivalent, which shall be your sole remedy.
e) Collection of Amounts Owed. Any amounts not paid by you when due shall bear interest at the rate of 1.5% per month (or the highest rate permitted by law, if less). You agree to pay all costs of collection (including attorneys' fees and costs and all other legal and collection expenses) incurred by PocketHive Technologies in connection with its enforcement of its rights under the Agreement.
f) Effect of Termination; Survival. You understand and acknowledge that due to the nature of the Internet, certain information regarding you that was posted on the Internet as part of the Marketing Services may continue to be available on the Internet following termination of Marketing Services and/or the Agreement. All provisions of the Agreement that by their sense or nature should survive termination of the Agreement (including, without limitation, all limits of liability, indemnity obligations, and confidentiality obligations) shall survive. Without limiting the generality of the foregoing, in the event of any termination, you shall remain liable for any amounts due to PocketHive Technologies as of the effective date of termination.