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Terms of Use
Key Marketing's
UNIVERSAL TERMS OF SERVICE FOR
Key Marketing's SERVICES or PRODUCTS
This Agreement ("Agreement") is by and between Key Marketing
("Key Marketing") a/an Louisiana corporation and you, your
heirs, agents, successors and
assigns ("You"), and is made effective as of the date of
electronic execution. This Agreement sets forth the terms and
conditions of Your use of Key Marketing's
services or products (“Services or Products”) and explains Key
Marketing's obligations to You and Your obligations to Key
Marketing in relation to the Services or Products You purchase.
This Agreement as well as any additional Key Marketing policies,
together with all modifications thereto, constitute the complete
and exclusive agreement between You and Key Marketing concerning
Your use or purchase of Key Marketing's Services or Products,
and supersede and govern all prior proposals, agreements, or
other communications. All Key Marketing policies and agreements
specific to particular Services or Products are incorporated
herein and made part of this Agreement by reference, including
the dispute policy (“UDRP”). By purchasing Key Marketing's
Services or Products, You acknowledge that You have read,
understood, and agree to be bound by all terms and conditions of
this Agreement and any other policies or agreements made part of
this Agreement by reference, as well as any new, different or
additional terms, conditions or policies which Key Marketing may
establish from time to time, and any agreements that Key
Marketing is currently bound by or will be bound by in the
future. In addition to transactions entered into by You on Your
behalf, You also agree to be bound by the terms of this
Agreement for transactions entered into on Your behalf by anyone
acting as Your Agent, and transactions entered into by anyone
who uses the account You've established with Key Marketing,
whether or not the transactions were in Your behalf You
acknowledge that Key Marketing's acceptance of any application
or order made by You for Services or Products provided by Key
Marketing will take place at Key Marketing's office in St.
Tammany Parish, Lacombe, Louisiana.
A. GENERAL TERMS APPLICABLE TO ALL SERVICES OR PRODUCTS
1. TERM OF AGREEMENT; MODIFICATIONS.
You agree that Key Marketing may modify this Agreement and the
Services from time to time. You agree to be bound by any changes
Key Marketing may
reasonably make to this Agreement when such changes are made. If
You have purchased Services or Products from Key Marketing, the
term of this Agreement
shall continue in full force and effect as long as You take
advantage of and use the Services or Products. In the event You
terminate Your usage, Key Marketing
will not refund any amounts You have paid. You agree that Key
Marketing shall not be bound by any representations made by
third parties who You may use to
purchase Services or Products from Key Marketing , and that any
statement of a general nature, which may be posted on Key
Marketing’s Web site or contained in Key Marketing’s promotional
materials, will not bind Key Marketing. Key Marketing may, at
times, offer certain promotions with different charges and
features.
2. ACCURATE INFORMATION.
You agree to maintain accurate information by providing updates
to Key Marketing, as needed, while You are using Key Marketing’s
Services. You agree You will notify Key Marketing within five
(5) business days when any change of the information You
provided as part of the application and/or registration process
changes. Failure by You, for whatever reason, to respond within
five (5) business days to any inquiries made by Key Marketing to
determine the validity of information provided by You will
constitute amaterial breach of this Agreement. You agree that
Key Marketing may use and rely on any such information provided
by You for all purposes in connection with Your Services,
subject to Key Marketing s Privacy Policy . If You provide any
information that is inaccurate, not current, false, misleading
or incomplete, or if Key Marketing has reasonable grounds to
suspect that Your information is inaccurate, not current, false,
misleading or incomplete, Key Marketing has the absolute right,
in its sole discretion, to terminate its Services and close Your
account.
3. PRIVACY.
You can view Key Marketing’s Privacy Policy here , which is
incorporated herein by reference, as it is applicable to all
Company Services. Or Products The Privacy Policy provides Your
rights and Company’s responsibilities with regard to Your
personal information. Company will not use Your information in
any way inconsistent with the purposes and limitations provided
in the Privacy Policy.
4. ACCOUNT SECURITY.
You agree You are entirely responsible for maintaining the
confidentiality of Your customer number/login, password, credit
card number, and shopper PIN (collectively, the "Account Access
Information"). You agree You are entirely responsible for any
and all activities that occur under Your account. You agree to
notify Key Marketing immediately of any unauthorized use of Your
account or any other breach of security. You agree Key Marketing
will not be liable for any loss that You may incur as a result
of someone else using Your Account Access Information, either
with or without Your knowledge. You further agree You could be
held liable for losses incurred by Key Marketing or another
party due to someone else using Your Account Access Information.
For security purposes, You should keep Account Access
Information in a secure location and take precautions to prevent
others from gaining access to Your Account Access Information.
You agree that You will be responsible for all activity in Your
account, whether initiated by You, or by others on Your behalf,
or by any other means. Key Marketing specifically disclaims
liability for any activity in Your account, whether authorized
by You or not.
5. NO UNLAWFUL CONDUCT OR IMPROPER USE.
As a condition of Your use of Key Marketing’s Services or
Products, You agree not to use them for any purpose that is
unlawful or prohibited by these terms and conditions, and You
agree to comply with any applicable local, state, federal and
international laws, government rules or requirements. You agree
You will not be entitled to a refund of any fees paid to Key
Marketing if, for any reason, Key Marketing takes corrective
action with respect to Your improper or illegal use of its
Services. Key Marketing reserves the right at all times to
disclose any information as Key Marketing deems necessary to
satisfy any applicable law, regulation, legal process or
governmental request, or to edit, refuse to post or to remove
any information or materials, in whole or in part, in Key
Marketing's sole discretion If You have purchased Services Key
Marketing has no obligation to monitor Your use of the Services.
Key Marketing reserves the right to review Your use of the
Services and to cancel the Services in its sole discretion. Key
Marketing reserves the right to terminate Your access to the
Services at any time, without notice, for any reason whatsoever.
Key Marketing reserves the right to terminate Services if Your
usage of the Services results in, or is the subject of, legal
action or threatened legal action, against Key Marketing or any
of its affiliates or partners, without consideration for whether
such legal action or threatened legal action is eventually
determined to be with or without merit.
6. FEES AND PAYMENT.
As consideration for the Services or Products purchased by You
and provided to You by Key Marketing, You agree to pay Key
Marketing at the time You order. All fees are due immediately
and are non-refundable unless otherwise expressly noted, even if
Your Services are suspended, terminated, or transferred prior to
the end of the Services term. Key Marketing expressly reserves
the right to modify pricing through email notification and/or
notice on its Web site. Payment may be made by You by providing
either a valid credit card, an online check, a personal check,
or using Pay Pal. If for any reason Key Marketing is unable to
charge Your Payment Method for the full amount owed Key
Marketing for the Services provided, or if Key Marketing is
charged a penalty for any fee it previously charged to Your
Payment Method, You agree that Key Marketing may pursue all
available remedies in order to obtain payment. If You pay by
credit card and if for any reason Key Marketing is unable to
charge Your credit card with the full amount of the Services
provided, or if Key Marketing is charged back for any fee it
previously charged to the credit card You provided, You agree
that Key Marketing may pursue all available remedies in order to
obtain payment. You agree that among the remedies Key Marketing
may pursue in order to effect payment, shall include but will
not be limited to, immediate cancellation without notice to You
of any Services still in effect or renewed on Your behalf. Go
Daddy reserves the right to charge a reasonable administrative
fee for administrative tasks outside the scope of its regular
Services, including additional costs that it may incur in
providing the Services and pass along to You. These include, but
are not limited to, customer service issues that cannot be
handled over email but require personal service, fees incurred
by third parties You have elected to use as payment methods,
including PayPal and disputes that require legal services. These
charges will be billed to the Payment Method we have on file for
You. You may change Your Payment Method at any time by
contacting Key Marketing by email, phone, fax or regular U.S.
Mail While all transactions are processed in US dollars, Key
Marketing may provide an estimated conversion price to
currencies other than US dollars. You acknowledge and agree that
the pricing displayed during the checkout process is an
estimate. Due to potential slight time delays between actual
purchase and the payment settlement, the actual price charged
may fluctuate. Key Marketing makes no representations or
warranties that the estimated price will be the same or
substantially similar to the actual price You will pay and You
waive any and all claims based upon any discrepancy between the
estimate and the actual price and the price paid and any
subsequent refund. In addition, you may be charged VAT, based on
the country indicated in Your billing address section. Any
amounts to be charged will appear during the checkout process.
A. PAY BY PAYPAL
By using Key Marketing’s pay by PayPal, Inc. (“PayPal”) option
(“Pay by PayPal”), You can purchase Key Marketing Services or
Products using PayPal. In consideration for the Services or
Products purchased by You and provided to You by Key Marketing,
You agree to allow PayPal to debit the full amount of this
transaction from Your PayPal account balance or the Preferred
Funding Source You established with PayPal, which is
non-refundable. It is Your responsibility to keep Your PayPal
Account current, to have available funds in it and to have Your
PayPal Account backed by a valid credit card. You agree that
PayPal and Key Marketing will not be responsible for payments
that fail to go through as a result of Your Funding Source no
longer existing, or holding insufficient funds If for any reason
PayPal is unable to withdraw the full amount owed for the
Services or Products provided, You agree that PayPal and Key
Marketing may pursue all available remedies in order to obtain
payment. You agree that if the transaction is returned unpaid,
You will pay a service charge of $25.00 or the maximum amount
allowed by law, which may be debited from Your account by PayPal
or charged to Your Preferred Funding Source.
By clicking the box labeled “I agree” to the terms of the Pay by
PayPal terms, You authorize the information provided to be used
for the creation of an electronic funds transfer (EFT), and You
authorize a debit of THE FULL AMOUNT of Your order from Your
PayPal Account or Preferred Funding Source.
7. REPRESENTATIONS AND WARRANTIES.
You, or the individuals who electronically execute this
Agreement on behalf of You hereby represent and warrant that
they have the right, power, legal capacity and appropriate
authority to enter into this Agreement, and that they own and
have not transferred to any other person or entity any of the
rights, claims or interests that are the subject of this
Agreement. You represent and warrant that You are 18 years of
age or older, or that You have an agent authorized by law to
represent You who is 18 years of age or older who is entering
into this Agreement on Your behalf. You warrant that each action
You make is being done so in good faith and that You have no
knowledge of it infringing upon or conflicting with the legal
rights of a third party or a third party's trademark or trade
name.
Key Marketing expressly reserves the right to deny, cancel or
transfer any Service that it deems necessary, in its discretion,
to protect the integrity and stability of Key Marketing, to
comply with any applicable laws, government rules or
requirements, requests of law enforcement, in compliance with
any dispute resolution process, or to avoid any liability, civil
or criminal, on the part of Key Marketing, as well as its
affiliates, subsidiaries, officers, directors and employees. Key
Marketing also reserves the right to freeze a account during
resolution of a dispute.
8. LIMITATION OF LIABILITY .
IN NO EVENT SHALL KEY MARKETING BE LIABLE TO YOU OR ANY OTHER
PERSON FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL,
EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFIT OR
GOODWILL, FOR ANY MATTER, WHETHER SUCH LIABILITY IS ASSERTED ON
THE BASIS OF CONTRACT, TORT (INCLDUDING NEGLIGENCE), BREACH OF
WARRANTIES, EITHER EXPRESS OR IMPLIED, ANY BREACH OF THIS
AGREEMENT OR ITS INCORPORATED AGREEMENTS AND POLICIES YOUR
INABILITY TO USE THE SERVICES OR PRODUCTS, EVEN IF Key Marketing
HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Some states may not allow such a broad exclusion or limitation
on liability for damages as contained herein. In such states,
Key Marketing’s liability is limited to the full extent
permitted by law. You agree that in no event shall Key
Marketing’s maximum aggregate liability exceed the total amount
paid by You for the particular Service or Product in dispute
purchased from Key Marketing.
9. DISCLAIMER OF WARRANTIES . XXXXXXXXXXX
Key Marketing EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND,
WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE
IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE AND NON-INFRINGEMENT. SUCH SERVICES ARE PROVIDED ON AN
"AS IS" AND "AS AVAILABLE" BASIS. Key Marketing MAKES NO
WARRANTY THAT ITS SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT
THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR
FREE, OR THAT DEFECTS WILL BE CORRECTED. Key Marketing MAKES NO
REPRESENTATIONS REGARDING THE USE, OR RESULTS OF, ANY OF THE
SERVICES IT PROVIDES, IN TERMS OF THEIR CORRECTNESS, ACCURACY,
RELIABILITY, OR OTHERWISE. SOME JURISDICTIONS DO NOT ALLOW THE
DISCLAIMER OF IMPLIED WARRANTIES, IN WHICH EVENT THAT FOREGOING
DISCLAIMER MAY NOT APPLY TO YOU.
10. INDEMNIFICATION.
You agree to defend, indemnify and hold harmless Key Marketing
and its contractors, agents, employees, officers, directors,
shareholders, and affiliates from any loss, liability, damages
or expense, including reasonable attorneys' fees, resulting from
any third party claim, action, proceeding or demand related to
Your (including Your agents affiliates, or anyone using Your
account, services or products with Key Marketing whether or not
on Your behalf, and whether or not with Your permission) use of
the Services or Products You purchased from Key Marketing or
Your breach of this Agreement or incorporated agreements and
policies. In addition, You agree to indemnify and hold Key
Marketing harmless from any loss, liability, damages or expense,
including reasonable attorneys' fees, arising out of any breach
of any representation or warranty provided herein, any
negligence or willful misconduct by You, or any allegation that
Your account infringes a third person's copyright, trademark or
proprietary or intellectual property right, or misappropriates a
third person's trade secrets. This indemnification is in
addition to any indemnification required of You elsewhere.
Should Key Marketing be notified of a pending law suit, or
receive notice of the filing of a law suit, Key Marketing may
seek a written confirmation from You concerning Your obligation
to indemnify Key Marketing . Your failure to provide such a
confirmation may be considered a breach of this agreement. You
agree that Key Marketing shall have the right to participate in
the defense of any such claim through counsel of its own
choosing. You agree to notify Key Marketing of any such claim
promptly in writing and to allow Key Marketing to control the
proceedings. You agree to cooperate fully with Key Marketing
during such proceedings. You agree to cooperate fully with Key
Marketing during such proceedings. You agree You will not be
entitled to a refund of any fees paid to Key Marketing if, for
any reason, Key Marketing takes corrective action with respect
to Your improper or illegal use of its services. You also agree
that if Key Marketing is notified that a complaint has been
filed with a governmental, administrative or judicial body,
regarding a Traffic Facts account of Yours with Key Marketing,
that Key Marketing, in its sole discretion, may take
whatever action Key Marketing deems necessary regarding further
modification, assignment of and/or control of your account to
comply with the actions or requirements of the governmental,
administrative or judicial body until such time as the dispute
is settled.
11. GOVERNING LAW, VENUE; WAIVER OF TRIAL BY JURY.
This agreement shall be deemed entered into in the State of
Louisiana with Key Marketing. You agree that the laws and
judicial decisions of St. Tammany Parish, Louisiana, shall be
used to determine the validity, construction, interpretation and
legal effect of this Agreement. You agree that any action
relating to or arising out of this Agreement shall be brought in
the courts of Tammany Parish, Louisiana. For the adjudication of
disputes concerning any open invoices, you agree to submit to
jurisdiction and venue in the 22nd District Court or JOP Court,
located in St. Tammany Parish, Louisiana.
You agree to waive the right to trial by jury in any proceeding
that takes place relating to or arising out of this Agreement.
12. NOTICES.
You agree that all notices (except for notices concerning breach
of this Agreement) from Key Marketing to You may be posted on
our Web site. Notices concerning breach will be sent either to
the email or postal address You have on file with Key Marketing.
In either case, delivery shall be deemed to have been made five
(5) days after the date sent. Notices from You to Key Marketing
shall be made either by email, sent to the address provided on
the Key Marketing Web site, or first class mail to Key
Marketing's address at: Key Marketing, Attn: Legal Counsel,
27313 Hwy. 190, Lacombe, LA 70445.
13. HEADINGS.
The headings in the Agreement are descriptive only and in the
event of a conflict between a heading and the underlying terms
of this Agreement, the terms of this Agreement shall control.
14. ENTIRE AGREEMENT.
You agree that this Agreement including the policies and
agreements it refers to (i.e. our Dispute Resolution Policy,
etc.) constitute the complete and only Agreement between You and
Key Marketing regarding the Services contemplated herein.
15. SEVERABILITY.
You agree that the terms of this Agreement are severable. If any
part of this Agreement is determined to be unenforceable or
invalid, that part of the agreement will be interpreted in
accordance with applicable law as closely as possible, in line
with the original intention of both parties to the Agreement.
The remaining terms and conditions of the Agreement will remain
in full force and effect.
16. WAIVER.
The failure of Key Marketing to enforce any of the provisions
within this Agreement or its incorporated agreements and
policies against You or others shall not be construed to be a
waiver of the right of Key Marketing thereafter to enforce such
provisions.
17. FORCE MAJEURE.
Key Marketing will make every effort to maintain its high
quality of service. However, certain technical difficulties and
other factors outside of its control may, from time to time,
result in temporary service interruptions. You agree not to hold
Key Marketing liable for any of the consequences of such
interruptions.
18. NO THIRD PARTY BENEFICIARIES.
Nothing in this Agreement, express or implied, is intended to
confer upon any third party any rights, remedies, obligations,
or liabilities under or by reason of this
Agreement, except as expressly provided in this Agreement.
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