These Terms and Conditions (this “Agreement”), and any amendments to such, governs your participation as a user (the “Client” “you” or “your”) of this website or associate websites, products or services associated with “www.myprs.online” (the “Site”). The Client covenants and agrees as a condition precedent to accessing and utilizing this Site and the services available on this Site to be bound by this Agreement, as may be amended by Prestige Research Solutions LLC, an Idaho limited liability company (hereinafter “PRS”), from time-to-time.
- “Client” means any individual who uses the Site and is party to this Agreement personally, and/or through a representative or agent, including the person who completes and signs this Agreement, who uses this Site, or who purchases services through the Site.
- No other person is authorized to access or discuss the Client’s account with PRS, or request work, unless PRS has received written authorization from the Client for this additional person to have account access.
- The Client who signs or accepts this form is fully responsible for all account charges incurred by anyone whom the Client authorizes on the account.
- “Website” means the website for Prestige Research Solutions LLC, as operated by PRS and situated at www.myprs.online, referred to herein as the “Site”.
- “Services” means all services and products offered and provided by PRS, including, but not limited to, third-party personal asset research.
- “PRS” means Prestige Research Solutions LLC, including all of its members, affiliates, directors, officers, employees, owners, and agents.
- “Client” means any individual who uses the Site and is party to this Agreement personally, and/or through a representative or agent, including the person who completes and signs this Agreement, who uses this Site, or who purchases services through the Site.
2. RULES ABOUT GENERAL MEMBER CONDUCT
- Among the other rules as set forth in these Terms and Conditions, Client’s may not:
- Interfere with the PRS Site
- Use profanity on the site
- Infringe on PRS’S intellectual property, or the intellectual property of other clients or third-parties
- Create a new account, or buy and sell on other existing accounts, to avoid restrictions or limits
- Make offers to buy or sell content created by PRS outside of PRS
- Falsely report that another member has violated a PRS policy
3. PRS SERVICES
- The Client will be issued a unique username and password to access portions of the Site, neither of which may be used by any person other than the Client. You must take reasonable security precautions. You must protect the confidentiality of your password, and you should change your password periodically. We recommend that you create a complex password which includes at least one symbol and a capital letter.
- It is expressly agreed that the parties intend by this Agreement to establish a relationship between PRS and the Client, but that it is not the intention of either party to undertake a joint venture or to make the Client in any sense an agent, employee, or partner of PRS. The parties expressly agree that this Agreement does not in any way create a partnership, nor have the parties granted to each other any right or authority to assume or create any obligation of responsibility, express or implied, on behalf of or in the name of the other, or to bind the other in any manner whatsoever.
- It is further agreed that the Client has no authority to create or assume in PRS’S name or on its behalf any obligation, express or implied, or to act or purport to act as its agent or representative for any purpose whatsoever and the Client shall not hold itself out as having any such authority.
4. ACCEPTABLE USE POLICY
- Client agrees to use the Services in compliance with applicable law and PRS’S Acceptable Use Policy (the “AUP”). Client agrees that PRS may, in its reasonable commercial judgment consistent with industry standards, amend the AUP from time-to-time to further detail or describe reasonable restrictions and conditions on Client’s use of the Services. Amendments to the AUP are effective on the earlier of PRS’S notice to Client that an amendment has been made, or the first day such notice is posted to the Site. In the event of a dispute between PRS and Client regarding the interpretation of the AUP, PRS’S commercially reasonable interpretation of the AUP shall govern.
- Client agrees that the following uses are not acceptable uses under the AUP. The following list is nonexclusive, and PRS reserves the right to amend this list at any time at its sole discretion. You may not publish or transmit via PRS’S Service or its Site any content that PRS reasonably believes:
- Constitutes child pornography;
- Constitutes pornography;
- Is excessively violent, incites violence, threatens violence, or contains harassing content or hate speech; Is unfair or deceptive under the consumer protection laws of any jurisdiction, including chain letters and pyramid schemes;
- Is defamatory or violates a person’s privacy;
- Creates a risk to a person’s safety or health, creates a risk to public safety or health, compromises national security, or interferes with an investigation by law enforcement;
- Improperly exposes trade secrets or other confidential or proprietary information of another person;
- Is intended to assist others in defeating technical copyright protections;
- Infringes on another person’s trademark, service mark, copyright, patent, or other property right;
- Promotes illegal drugs, violates export control laws, relates to illegal gambling, or illegal arms trafficking;
- Is otherwise illegal or solicits conduct that is illegal under laws applicable to you or to PRS;
- Is otherwise malicious, fraudulent, discriminatory or may result in retaliation against PRS by offended viewers; or
- Is directly opposed to or contrary to the religious and moral principles or beliefs of PRS and its users.
- PRS is under no duty, and does not by this AUP undertake a duty, to monitor or police our Clients’ activities and disclaims any responsibility for any misuse of the PRS Site.
- You may not engage in illegal, abusive, or irresponsible behavior on the Site, including, but not limited to: Unauthorized access to or use of data or services, systems or networks, including any attempt to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures (including those belonging to PRS and its Clients) without express authorization of the owner of the system or network; monitoring data or traffic on any network or system without the authorization of the owner of the system or network; Interference with service to any user, host or network including, without limitation, mail bombing, flooding, deliberate attempts to overload a system and broadcast attacks; Use of an Internet account or computer without the owner’s authorization, including, but not limited to Internet scanning (tricking other people into releasing their passwords), password robbery, security hole scanning, and port scanning; forging of any TCP-IP packet header or any part of the header information in an e-mail or a newsgroup posting; or any conduct that is likely to result in liability against the PRS network.
- Client agrees to not use the PRS trade name or trademark in any way whatsoever without PRS’S express written authorization. Client acknowledges that use of the PRS name without its written consent is strictly prohibited.
5. YOUR ACCOUNT
- You may need your own PRS account to use certain PRS Services, and you may be required to be logged in to the account and have a valid payment method associated with it. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your account, and you agree to accept responsibility for all activities that occur under your account or password. PRS sells products to adults, who can purchase with a credit card or other permitted payment method. If you are under 18, you may use the PRS Services only with involvement of a parent or guardian. PRS reserves the right to refuse service, terminate accounts, terminate your rights to use PRS Services, remove or edit content, or cancel orders in its sole discretion.
6. LICENSE AND ACCESS
- Subject to your compliance with these Conditions of Use and any Service Terms, and your payment of any applicable fees, PRS or its content providers grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and make use of the PRS Services. This license does not include any resale use of any PRS Service, or its contents; any collection and use of any product listings, descriptions, or prices; any derivative use of any PRS Service or its contents; or any use of data mining, robots, or similar data gathering and extraction tools. All rights not expressly granted to you in these Conditions of Use or any Service Terms are reserved and retained by PRS or its licensors, suppliers, publishers, rightsholders, or other content providers. No PRS Service, nor any part of any PRS Service, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of PRS. PRS supports anti-stalking laws. Please be advised that it is against the law to use the information obtained from the PRS Service to stalk or harass others. The PRS Service is intended for legitimate business purposes only and is furnished in strict confidence for the exclusive use of our clients. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of PRS without express written consent. You may not use any meta tags or any other “hidden text” utilizing PRS’S name or trademarks without the express written consent of PRS. You may not misuse the PRS Services. The licenses granted by PRS terminate if you do not comply with these Conditions of Use or any Service Terms.
7. ACCOUNT CHARGES AND BILLING
- Payments made to PRS are typically nonrefundable. However, PRS reserves the right to issue refunds in its sole discretion if Client follows the guidelines outlined in Section 7.2 below for refund requests. If a payment is bounced, refused, canceled, or charged back for any reason, a fifty $50.00 charge will be added to the Client’s account and Client remains liable for entire account balance.
- Payment refunds are issued in PRS’S sole discretion. Any refund request must be made within thirty (30) days that payment was received by providing written request via email to the email address listed at the bottom of this page. The written request for payment refund must contain the following information:
- Your name and contact information;
- Date the payment was made;
- Your account information;
- Your method of payment; and
- Your reasons for requesting a refund.
- If PRS, in its sole discretion, provides you a payment refund, the refund will be received through your original method of payment within forty-five (45) days of providing you notice that your refund request was granted.
- Fees are payable in advance to the Service Commencement Date via two methods, as detailed in Sections 7.3.1 and 7.3.2 below. Past due balances accrue finance charges at the rate of fifteen percent (15%) per month until the balance is paid in full. Client shall select one of the following payment methods:
- Retainer Payment Method. In consideration of PRS Services, we require a retainer in the amount of one thousand ($1,000.00), which will be applied to our billable charges. The retainer will be held in a non-interest bearing trust account. We will draw down on your retainer, based on our Fee Schedule, to satisfy our billing statements, copies of which will be sent to you. When your retainer is exhausted, we will so advise you and you agree to pay all further statements within fifteen (15) days and replenish your retainer to the full amount of $1,000.00. Any unused portion of the retainer will be refunded at the end of this Agreement.
- One-Time Payment Method. Client shall pay the fees via credit card, check, or cashier’s check, as set out in the applicable Fee Schedule on the Site. Payment to PRS of such fees shall constitute payment in full for the performance of the PRS Services. Unless otherwise agreed to in writing by both parties, said fee will be payable within fourteen (14) days of receipt by the Client of an invoice from PRS but in no event more than fifteen (15) days after completion of the PRS Services performed.
- If the Order provides for credit/debit card billing, Client authorizes PRS to bill subsequent fees to the credit/debit card 30 days prior or after the first day of each successive billing cycle during the Term of this Agreement; otherwise PRS will invoice Client via electronic mail to the Primary Client Contact listed on the Order. Invoiced fees may be issued on or before the 1st day of each billing cycle, and the fees shall be due on the 15th day following invoice date. Payments must be made in United States dollars. Client is responsible for providing PRS with changes to billing information (such as credit card expiration, change in billing address). Fees not disputed within sixty (60) days of due date are conclusively deemed accurate.
- While an account is past due, Client’s access to their account may be disabled without notice. Past-due accounts are sent to a collections agent 60 days past the invoice date. Client agrees to pay PRS’S reasonable reinstatement fee of $50.00 following a suspension of service for non-payment, and to pay PRS’S reasonable costs of collection of overdue amounts, including collection agency fees, attorney fees and court costs.
- I hereby authorize PRS to charge my provided credit card the balance currently due on my account automatically in the event that payment is not received within fifteen (15) days of sending the corresponding invoice.
- Being the authorized cardholder or the Client, by signing below or by continued use of this Site, I understand and agree to the terms set forth in this Agreement, agree to pay, and specifically authorize to charge my credit card for the services provided. I further agree that in the event my credit card becomes invalid, I will provide a new valid credit card upon request, to be charged for the payment of any outstanding balances owed. I furthermore confirm that I have received all services and goods to satisfactory conditions.
8. FEE INCREASE
- PRS may increase its fees for Services by giving notice to Client of the new fees at least sixty (60) days in advance, and if Client does not give a notice of cancellation as provided in Section 18 below, the Client shall be deemed to have accepted the new fee schedule.
9. GUARANTEES, DISCLAIMERS OF WARRANTIES, AND LIMITATION OF LIABILITY
- Should the Client, or anyone not affiliated with Prestige Research Solutions LLC, make any changes to the Site or to the server on which the Site resides, or upload any files to the server where the Site resides, PRS disclaims all responsibility for any problems with the appearance and functionality of the Site, including typos, code errors, etc. Time spent addressing these and any other Site issues will be billed at our current hourly rate.
- The Client is responsible for notifying PRS via email if the Client makes any change to the Site code. If the Client changes Site code without informing us, we may overwrite or correct those changes, intentionally or inadvertently, and this may cause extra expense to the Client.
- CLIENT UNDERSTANDS AND ACKNOWLEDGES THAT THE INFORMATION PROVIDED BY THE PRS SERVICES IS OBTAINED AND COMPILED FROM INDEPENDENT PUBLIC SOURCES AND PRS MAKES NO REPRESENTATIONS OR WARRANTIES IN REGARD TO THE COMPLETENESS OR ACCURACY OF SUCH INFORMATION. THE PRS SERVICES AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) AND OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE PRS SERVICES ARE PROVIDED BY PRS ON AN “AS IS” AND “AS AVAILABLE” BASIS, UNLESS OTHERWISE SPECIFIED IN WRITING. PRS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE PRS SERVICES, OR THE INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE PRS SERVICES, UNLESS OTHERWISE SPECIFIED IN WRITING. YOU EXPRESSLY AGREE THAT YOUR USE OF THE PRS SERVICES IS AT YOUR SOLE RISK.
- TO THE FULL EXTENT PERMISSIBLE BY LAW, PRS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. PRS DOES NOT WARRANT THAT THE PRS SERVICES, INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE PRS SERVICES, PRS’S SERVERS OR ELECTRONIC COMMUNICATIONS SENT FROM PRS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. TO THE FULL EXTENT PERMISSIBLE BY LAW, PRS WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF ANY PRS SERVICE, OR FROM ANY INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH ANY PRS SERVICE, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, UNLESS OTHERWISE SPECIFIED IN WRITING. IN THE EVENT OF A DISPUTE REGARDING THE SERVICES PROVIDED UNDER THIS AGREEMENT, ANY RECOVERY IS LIMITED TO THE AMOUNTS PAID BY CLIENT FOR SERVICES RENDERED.
- NEITHER PRS NOR ANY OF ITS RESPECTIVE OFFICERS, DIRECTORS, PARTNERS, EMPLOYEES, AGENTS, ADVISORS OR REPRESENTATIVES WARRANT THE ACCURACY, ADEQUACY, OR COMPLETENESS OF THE INFORMATION PROVIDED IN THE PRS SERVICES AND EACH EXPRESSLY DISCLAIMS LIABILITY FOR ERRORS OR OMISSIONS IN THE PRS SERVICES.
10. SITE OWNERSHIP
- PRS may utilize code, images, videos or other products previously created or obtained by PRS. Any such products are, and shall remain, the exclusive property of PRS or their owner, although the Client shall have license to display and utilize such items solely on the Site we create for them. Prestige Research Solutions LLC retains full ownership of the Services and products that it owns, and the exclusive right to copy, implement, distribute, modify, and sell them.
- The Client guarantees that PRS has full ownership or right to use any text, images, etc. that the Client provides for the Site. We are not responsible for any liability arising from the use of copyrighted or trademarked items provided by the Client.
- PRS reserves the right to display the Client’s name on the Site.
- If PRS determines, in its sole discretion, that the Client’s account in the Site has been used in a manner which PRS considers to be fraudulent or which might bring the reputation or standing of PRS into disrepute either with the general public or with the Clients or potential Clients of PRS, or otherwise that the Client has engaged in activities which might be considered fraudulent, PRS may but will not be obligated to (a) suspend or terminate the Client’s membership or contract for use of the Site, without notice and (b) release to any third party, information relating to the identity and location of the Client if required to do so in order to enforce these terms and conditions.
12. DMCA COPYRIGHT INFRINGEMENT TAKEDOWN NOTICE
- PRS will respond to legitimate requests under the Digital Millennium Copyright Act (“DMCA”), and it retains the right to remove user content on PRS that it deems to be infringing on the copyright of others. If you become aware of user content on PRS that infringes Client’s copyright rights, you may submit a properly formatted DMCA request (see 17 U.S.C. § 512) to PRS.
- Misrepresentations of infringement can result in liability for monetary damages. Client is hereby advised to consult an attorney before taking any action pursuant to the DMCA. Any DMCA request should be sent to this contact information:Copyright Agent:
Taylor Law Offices, PLLC (the “Copyright Agent”)
1112 W. Main St. Ste. 101
Boise, ID 83702
- Please send the Copyright Agent above the following information:
- The electronic or physical signature of the owner of the copyright or the person authorized to act on the owner’s behalf;
- Identification of the copyrighted work claimed to have been infringed, or a representative list of such works;
- The URL or Internet location of the materials claimed to be infringing or to be the subject of infringing activity, or information reasonably sufficient to permit us to locate the material;
- Your name, address, telephone number and email address;
- A statement by you that you have a good faith belief that the disputed use of the material is not authorized by the copyright owner, its agent or the law; and
- A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf.
- If we remove Client’s user content in response to a copyright or trademark notice, PRS will notify Client via PRS’S email system and offer to provide Client with a copy of the notice. If Client believes that Client’s user content was wrongly removed due to a mistake or misidentification of the material, Client can file a counter-notice with PRS copyright agent that includes the required information under 17 U.S.C. § 512(g)(3).
- Upon receiving a proper counter-notice, PRS will forward it to the complaining party and tell them PRS will restore Client’s content within ten (10) business days. If that party does not notify PRS that they have filed an action to enjoin Client’s use of that content on PRS Site before that period passes, PRS will consider restoring Client’s user content to the Site.
- It is PRS’S policy to close the accounts of users it identifies as repeat infringers. PRS applies this policy at its discretion and in appropriate circumstances, such as when a user has repeatedly been charged with infringing the copyrights or other intellectual property rights of others.
13. THIRD PARTY RELATIONSHIPS
- PRS does not guarantee Client server accessibility with its hosted outgoing (SMTP) mail server; which could be denied access due to Client’s internet service provider, anti-virus software, or computer settings may block usage of this server. In such cases, PRS suggests using the ISP’s outgoing mail server.
- PRS’S hosting accounts include third-party software, such as webmail and message board programs. Such software is developed and supported by third parties independent of Prestige Research Solutions LLC, and PRS makes no guarantees about the functionality or reliability of such software. PRS does not provide tech support for such software.
14. COVENANTS, REPRESENTATIONS AND WARRANTIES
- The Client represents and warrants that:
- It is at least 18 years of age and it has the authority and capacity to enter into and to be bound by this Agreement;
- none of the Client’s information contains false or deceptive material; and
- it is not now a party to any agreement or business relationship which may conflict with this Agreement.
- The Client covenants and agrees that:
- it will, at all times, comply with all laws applicable in the jurisdiction where the Client is situated or where the Client directly or indirectly conducts its business;
- it will not enter into any agreement or business relationship or otherwise incur any obligation which might, in the opinion of PRS, conflict with this Agreement;
- it will, at all times, comply with the terms of this Agreement, and the PRS Policies, as updated, amended and replaced by PRS, from time-to-time, in its sole discretion;
- it will not, without the express written consent of PRS, use or permit any person for who it is in law responsible to use any third-party trade-names or trade-marks;
- it will at all times comply with the terms and conditions of any agreement in which the Client elects to participate; and
- it will, at all times and from time-to-time provide PRS with written confirmation of a valid physical address, telephone number, electronic mail address and such other identifying or financial information as PRS may reasonably require.
- Client covenants and agrees to indemnify and save harmless PRS and its respective members, directors, officers, employees, agents and affiliates (collectively, the “Indemnified Group”) from and against any and all claims or judgments, including all associated legal fees, expenses and disbursements actually incurred, arising out of any breach of this Agreement or the exercise by the Client of any right under this Agreement or any act or omission of the Client, a person, entity or anyone for whom the Client is in law responsible, including without limitation any damages, losses, special, consequential or otherwise, arising in any manner (including those arising from or incidental to any liability or other lawsuit, claim, demand or other action brought) as a consequence of any act or omission of the Client or any person for whom the Client is in law responsible, whether or not the Indemnified Group or any of them are named as a party defendant in any such proceedings and whether or not the Indemnified Group or any of them are alleged to be negligent or otherwise responsible for any damage or injury to persons or property. The obligation of the Client to defend and indemnify as set out in this paragraph will survive any termination of this Agreement for any reason and will not be otherwise limited by any other term or condition of this or any Agreement.
- Client has the responsibility and obligation of immediately notifying PRS of any potential lawsuit, actual lawsuit, violation of law, legality issues or any violation of code which would impact PRS or another Client in any way within five (5) business days, or the non-disclosing party shall assume any and liability and obligation for any and all damages, costs, attorney fees and any other such liability regardless of any liability on PRS’S part.
16. DISCLOSURE OF INFORMATION
- PRS may, from time-to-time, disclose to Client certain information relating to PRS’S business; business and marketing plans, strategies and methods which may not be standard industry practice or which are not generally known in the industry; or studies, charts, plans, tales or compilations of business and industrial information acquired or prepared by or on behalf of PRS (all collectively referred to as the “Confidential Information”). Client acknowledges that Confidential Information will be provided at the sole discretion of PRS, and nothing in this Agreement obligates PRS to disclose or grant to the Client access to any Confidential Information.
- Unless expressly authorized in writing by PRS, Client covenants and agrees:
- Client acknowledges that PRS remains the sole and exclusive owner of all right, title and interest in and to the Confidential Information.
- Client agrees that the Confidential Information will not be copied or otherwise reproduced without the express prior written consent of PRS.
- Client acknowledges and agrees that:
- the provisions of this Section and Client’s agreement with the same are of the essence and constitute a material inducement to PRS to enter into this Agreement;
- the provisions of this Section shall be construed independently of any other provision of this Agreement, and the existence of any claim or cause of action the Client may have against PRS, whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by PRS of the provisions of this Section;
- that any breach of this Section would cause irreparable harm to PRS for which damages might not be an adequate remedy, and Client therefore agrees that in the event of any such breach PRS will be entitled to seek, in addition to any other right accruing to PRS under this Agreement or otherwise in law or equity, injunctive relief against Client without the necessity of proving actual damages; and
- notwithstanding any other provision of this Agreement, this Section shall survive the termination of this Agreement, however caused.
- Client agrees to indemnify and hold harmless PRS against any and all loss, costs or expenses, inclusive of court costs and legal/attorney fees, which PRS may incur as the direct or indirect result of any unauthorized disclosure of the Confidential Information by Client or any person for whom Client is responsible, in law.
- The service term of the Agreement shall begin on the date that Client first accesses the Site (the “Service Commencement Date”). The Term automatically renews annually from the Service Commencement Date unless terminated in accordance with the following section.
- Client agrees that PRS may suspend services to Client without notice and without liability if: (i) PRS reasonably believes that its Services are being used in violation of the AUP; (ii) Client fails to cooperate with any reasonable investigation of any suspected violation of the AUP; (iii) PRS reasonably believes that the suspension of service is necessary to protect its network or its other Clients, or (iv) as requested by a law enforcement or regulatory agency.
- Client shall pay PRS’S reasonable reinstatement fee of $50.00 if service is reinstituted following a suspension of service under this subsection.
- Client must provide cancellation notice at least thirty (30) days prior to the automatic yearly renewal date.
- The Agreement may be terminated by Client without further notice and without liability if PRS fails in a material way to provide the service in accordance with the terms of the Agreement and does not cure the failure within thirty (30) days of Client’s written notice describing the failure in reasonable detail.
- The Agreement may be terminated by PRS prior to the expiration of the Initial Term or any Renewal Term without further notice
and without liability as follows:
- Upon ten (10) days-notice if Client is overdue on the payment of any amount due under the Agreement;
- Client materially violates any other provision of the Agreement, including the AUP, and fails to cure the violation within fourteen (14) days of a written notice from PRS describing the violation in reasonable detail;
- Upon one (1) days-notice if Client’s Service is used in violation of a material term of the AUP more than once, or
- Upon one (1) days-notice if Client violates Section 5 (Client Information) of this Agreement.
- Either party may terminate this agreement upon ten (10) days advance notice if the other party admits insolvency, makes an assignment for the benefit of its creditors, files for bankruptcy or similar protection, is unable to pay debts as they become due, has a trustee or receiver appointed over all or a substantial portion of its assets, or enters into an agreement for the extension or readjustment of all or substantially all of its obligations.
- The Agreement will be interpreted, construed and enforced in all respects in accordance with the laws of the state of Idaho, excluding its conflict of law rules. The Client agrees to the exclusive jurisdiction of the Judicial District Court of Idaho, County of Kent, with respect to any dispute arising as a direct or indirect consequence of this Agreement.
- From time-to-time, PRS may amend, supplement or replace this Agreement or the PRS Policies in part or in whole, with no notice to the Client. If the Client has not terminated this Agreement, the Client will be deemed to have consented to the same by continued use of the Site and/or Services.
- Any notice or other communication (“Notice”) permitted or required by this Agreement by PRS will be in writing and given by personal delivery or transmitted by facsimile or electronic mail to the receiving party at the address on file for the Client or the physical or electronic mail of the upper management of PRS. Any such Notice will be deemed to have been received on the date on which it was transmitted by facsimile or delivered or received by physical mail.
- No term or condition of this Agreement will be deemed waived and no breach excused, unless such waiver or consent excusing the breach is in writing and signed by the non-breaching party.
- In the event that any term, covenant, provision or condition of this Agreement is declared indefinite, invalid, illegal or unenforceable by a court having jurisdiction, then this Agreement with respect to the remaining terms, covenants, provisions, or conditions will continue in force and effect and the indefinite, invalid, illegal or unenforceable term shall be rewritten as closely as possible while still being enforceable, if possible, if not, then it shall be struck.
- This Agreement will inure to the benefit of and be binding upon the respective successors, heirs and assigns of PRS and the Client.
- This Agreement constitutes the entire agreement between the parties with respect to the subject matter of this agreement, supersedes any previous or contemporaneous representations, negotiations, understandings, and agreements, oral or written. It serves as an amendment to any other written, and only written, agreement between the parties.
If you have questions about these Terms and Conditions or the practices of this site, please contact:
PRS Liability Group via email at: firstname.lastname@example.org
In accordance with the Electronic Signatures in Global and International Commerce Act of 2000, electronic contracts and signatures are as valid as paper contracts in all states, regardless of where the parties live or where the contract is executed. Your electronic signature on this registration form is legally valid and binding.
PRS RESERVES THE RIGHT TO CHANGE THESE TERMS AND CONDITIONS AT ANY TIME. ALL CHANGES WILL BE POSTED TO THIS PAGE. *THANK YOU AND WELCOME TO Prestige Research Solutions LLC*