| Terms AND
Conditions
TERMS
AND CONDITIONS
This is a PRIVATE Members only area. No materials are permitted to be shared with the general public unless expressly allowed. Upon joining, all members agree to be affiliate business partners, and all services offered to the affiliate are being delivered as a business to business transaction. If your business is not registered as a separate entity, then you will be considered a sole proprietor. Affiliate businesses are responsible for all reporting of income to local, state, and federal tax authorities.
This ("Agreement") is made and effective as of the recorded date that the member affiliate system shows as enrollment by and between Strong Family Fund, Inc. ("Developer/Service Provider") and [the Distributor] ("Member").
Developer/Service Provider has developed and licenses to users its software programs and services marketed under the names 4StepLoanMod, 4StepDebtMod, CreditRepairAce, B.O.S.S., Solutions Software Matrix Control Panel, Strong Family Fund Control Panel, Strong Family Fund Affiliate Program, Sale Reversals, Sale Delay, Attorney Program, Forensic Audits, Securitization Audits and all variations of the aforementioned (the "Software and/or Services").
Member desires to utilize the Software and/or Services.
NOW, THEREFORE, in consideration of the mutual promises set forth herein, Developer/Service Provider and Member agree as follows:
1. License.
Developer/Service Provider hereby grants to Member a perpetual, non-exclusive, limited license to use the Software and/or Services in the United States of America as set forth in this Agreement.
2. Restrictions.
Member shall not modify, copy, rebrand, re-label, duplicate, reproduce, license or sublicense the Software and/or Services, or transfer or convey the Software and/or Services or any right in the Software and/or Services to anyone else without the prior written consent of Developer/Service Provider.
3. Fee.
In consideration for the grant of the license and the use of the Software and/or Services, Member agrees to pay Developer/Service Provider the sum of license fee. Actual Member fee amount will vary depending on the Member-Level selected by Member. Basic membership does not have an associated fee. Member-Level fee amounts will be published from time to time by Developer/Service Provider.
4. Warranty of Title.
Developer/Service Provider hereby represents and warrants to Member that Developer/Service Provider is the owner of the Software or otherwise has the right to grant to Member the rights set forth in this Agreement. In the event any breach or threatened breach of the foregoing representation and warranty, Member's sole remedy shall be to require Developer/Service Provider or to either: i) procure, at Developer/Service Provider's expense, the right to use the Software, ii) replace the Software or any part thereof that is in breach and replace it with Software of comparable functionality that does not cause any breach, or iii) refund to Member the full amount of the license fee upon the return of the Software and all copies thereof to Developer/Service Provider.
5. Warranty of Functionality.
A. For a period of 60 days following delivery of the Software to Member (the "Warranty Period"), Developer/Service Provider warrants that the Software shall perform in all material respects according to the Developer/Service Provider's specifications concerning the Software when used with the appropriate computer equipment. In the event of any breach or alleged breach of this warranty, Member shall promptly notify Developer/Service Provider and return the Software to Developer/Service Provider at Member’s expense. Member’s sole remedy shall be that Developer/Service Provider shall correct the Software so that it operates according to the warranty. This warranty shall not apply to the Software if modified by anyone or if used improperly or on an operating environment not approved by Licensor.
B. In the event of any defect in the media upon which the Software is provided arising within 60 days of the date of delivery of the Software, upon return to Developer/Service Provider of the Software upon the original media, Developer/Service Provider shall provide Member a new copy of the Software.
C. DUE TO PROPRIETARY NATURE OF MOST MATERIAL SOLD, ALL SALES ARE FINAL, UNLESS OTHERWISE SPECIFICALLY OFFERED IN WRITING. IF APPLICABLE, RETURNS ARE SUBJECT TO A 15% RESTOCKING AND MERCHANT PROCESSING FEE AND DO NOT INCLUDE SHIPPING PAID.
THIS AGREEMENT IS NOT CANCELABLE FOR ANY REASON AFTER 72 HOURS OF DELIVERING INITIAL PROPRIETARY TRAINING MATERIALS AND/OR SOFTWARE BY EMAIL.
6. Software Maintenance.
A. Standard maintenance. During the Warranty Period, Developer/Service Provider shall provide to Member any new, corrected or enhanced version of the Software as created by Developer/Service Provider. Such enhancement shall include all modifications to the Software which increase the speed, efficiency or ease of use of the Software, or add additional capabilities or functionality to the Software, but shall not include any substantially new or rewritten version of the Software.
B. Optional maintenance. After expiration of the Warranty Period, Member may continue to receive maintenance support for successive twelve (12) month periods. The charge for such optional maintenance support shall be Developer/Service Provider's regular list price for maintenance and support for the Software as published from time to time by Developer/Service Provider. Licensor shall notify Developer/Service Provider in writing if it desires to receive optional maintenance. If Member fails to take optional maintenance and later elects to receive it, Developer/Service Provider reserves the right to charge Member its maintenance fees for the period of the lapse in maintenance. Developer/Service Provider may elect to discontinue maintenance at any time upon notice to Member, and refund of any then unearned maintenance fees.
7. Payment.
Payment of fee shall be made at the time Member enrolls in the Distribution Program, or purchases software and/or services. Delivery of the Member-Level Software will be available immediately after enrollment. Some Member-Level Software/Services will be delivered within 10 business days (after Member has provided all required information). Payment of any other amount owed by Member to Developer/Service Provider pursuant to this Agreement shall be paid within thirty (30) days following invoice from Developer/Service Provider. In the event any overdue amount owed by Member is not paid following ten (10) days written notice from Developer/Service Provider, then in addition to any other amount due, Developer/Service Provider may impose and Member shall pay a late payment charge at the rate of one percent (1%) per month on any overdue amount.
8. Taxes.
In addition to all other amounts due hereunder, Member shall also pay to Developer/Service Provider, or reimburse Developer/Service Provider as appropriate, all amounts due for property tax on the Software and for sales, use, excise taxes or other taxes which are measured directly by payments made by Member to Developer/Service Provider. In no event shall Member be obligated to pay any tax paid on the income of Developer/Service Provider or paid for Developer/Service Provider's privilege of doing business.
9. Warranty Disclaimer.
DEVELOPER/SERVICE PROVIDER'S WARRANTIES SET FORTH IN THIS AGREEMENT ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
10. Limitation of Liability.
Developer/Service Provider shall not be responsible for, and shall not pay, any amount of incidental, consequential or other indirect damages, whether based on lost revenue or otherwise, regardless of whether Developer/Service Provider was advised of the possibility of such losses in advance. In no event shall Developer/Service Provider's liability hereunder exceed the amount of license fees paid by Member, regardless of whether Member's claim is based on contract, tort, strict liability, product liability or otherwise.
11. Notice.
Any notice required by this Agreement or given in connection with it, shall be in writing and shall be given to the appropriate party by personal delivery or by certified mail, postage prepaid, or recognized overnight delivery services.
If to Developer/Service Provider:
Strong Family Fund, Inc.
9856 Ashburn Lake Drive
Tampa, FL 33610
If to Member:
Member Name on Record in Distributor Tracking System (Control Panel)
Member Email Address on Record in Distributor Tracking System (Control Panel)
12. Governing Law.
This Agreement shall be construed and enforced in accordance with the laws of the state of Florida.
13. No Assignment.
Neither this Agreement nor any interest in this Agreement may be assigned by Member without the prior express written approval of Developer/Service Provider.
14. Final Agreement.
This Agreement terminates and supersedes all prior understandings or agreements on the subject matter hereof. This Agreement may be modified only by a further writing that is duly executed by both parties.
15. Severability.
If any term of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then this Agreement, including all of the remaining terms, will remain in full force and effect as if such invalid or unenforceable term had never been included.
16. Headings.
Headings used in this Agreement are provided for convenience only and shall not be used to construe meaning or intent.
17. Force Majeure
Neither party shall be liable in damages or have the right to terminate this Agreement for any delay or default in performing hereunder if such delay or default is caused by conditions beyond its control including, but not limited to Acts of God, Government restrictions (including the denial or cancellation of any export or other necessary license), wars, insurrections and/or any other cause beyond the reasonable control of the party whose performance is affected.
18. Mailing List
All members agree that they will receive affiliate related mailings from time-to-time that will have varying subject matters. The only way to opt-out of manual mailings is to cancel your membership. This is done by sending an email to info@strongfamilyfund.com, and requesting your membership be canceled.
Automated mailings (i.e., weekly sales reports, new member additions, etc...) can be opted-out under your Profile under the Notifications section.
19. Amendment
No modification or claimed waiver of any provision of this Agreement shall be valid except by written amendment signed by authorized representatives of Licensor and Member.
20. Waiver of Rights as a Consumer, Borrower, and/or Homeowner
All members that purchase software and/or services (i.e., Sale Delay, Sale Reversal, Mortgage Audits, etc.) from the company OR from 3rd party entities that the company refers members to use, expressly agree to waive any protective rights that may be available to consumers, borrowers, and/or homeowners by local, state, and/or federal authorities that relate to any of the company’s products and/or services OR the products and services of 3rd party entities that the company refers members to use. Member agrees that all transactions between member and company OR 3rd party entities that the company refers members to use are of a business-to-business nature.
21. Waiver of Contractual Right
Waiver of any provision herein shall not be deemed a waiver of any other provision herein, nor shall waiver of any breach of this Agreement be construed as a continuing waiver of other breaches of the same or other provisions of this Agreement.
22. Confidential Information.
(a) Member shall not, and agrees to cause its Affiliates (i.e., agents, freelancers, contractors, employees and representatives) not to, use for personal benefit, disclose, communicate or divulge, or use for the direct or indirect benefit of any other person, firm, association, partnership, corporation or other entity the Company Confidential Information. All Company Confidential Information shall be the sole property of the Company, and Member hereby assigns to Company any rights Member may acquire (by whatever means) in such Company Confidential Information. Member agrees that no Company Confidential Information shall be used by Member or its Affiliates in any manner competitive with the business of Company or its Affiliates. Member agrees that neither Company nor its Affiliates shall have any liability to Member or its Affiliates resulting from the use of the Company Confidential Information.
(b) Each party agrees that it shall treat the other party’s Confidential Information with the same degree of care and security as it treats its own Confidential Information, but in no event shall such care and security be less than a reasonable standard.
(c) Each party also agrees to limit disclosure of and access to the other party’s Confidential Information to only those employees and representatives who are required to have access to such Confidential Information for the purpose of evaluating the possible business relationship and who are prior to such disclosure or access to the other party’s Confidential Information, informed of the confidential nature of the other party’s Confidential Information.
Exceptions.
(a) Confidential Information shall not include the following exceptions: (i) information as was known by the receiving party prior to disclosure by the disclosing party as evidenced by the written records of the receiving party prepared in the ordinary course of business prior to the date of disclosure; (ii) information disclosed to the receiving party by a third party, unless the third party was under a duty not to disclose or use the information or unless the third party was not in rightful possession of such information; or (iii) information generally known in the pertinent trade.
(b) In the event that the receiving party is requested or required (by oral questions, interrogatories, requests for information or documents in legal proceedings, subpoena, civil injunctive demand, or other similar process) to disclose any of the disclosing party’s Confidential Information, the receiving party shall provide the disclosing party with prompt written notice of any such request or requirement so that the disclosing party may seek a protective order or appropriate remedy and/or waive compliance with the provisions of this Agreement. If, in the absence of a protective order or other remedy or the recipient of a waiver by the disclosing party, the receiving party shall be legally compelled to disclose the disclosing party’s Confidential Information to any tribunal, the receiving party may, without liability hereunder, disclose to such tribunal, that portion of the disclosing party’s Confidential Information which is legally required to be disclosed.
Survival. The parties acknowledge that the execution of this Agreement does not guarantee that the parties will enter into or remain in a business relationship. Each party agrees to act in good faith regarding the due diligence activities and negotiations in connection with such possible business relationship. Each party agrees to be bound by the terms of this Agreement regardless of whether the parties enter into or remain in a business relationship. Each party agrees to return copies of any and all of the other party’s Confidential Information, and all analysis, compilations, studies, notes or other documents (including electronic media) to the extent containing such Confidential Information, to the other party promptly upon the first to occur of the following: (a) the written request of the other party, or (b) the termination of negotiations with respect to the possible business relationship between the parties.
23. Acceptance and Agreement
BY USING THIS Software AND THE ASSOCIATED FILES AND WRITTEN MATERIALS (the "Documentation"), YOU AGREE THAT ALL OF THE TERMS AND CONDITIONS ABOVE APPLY TO YOU AND ANYONE ELSE WHO USES THIS SOFTWARE, IF EITHER:
* PUT A CHECK IN A BOX INDICATING THAT YOU AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT, OR
* YOU LOGIN TO THE MEMBER'S AREA
* YOUR USER INFORMATION IS STORED IN THE SYSTEM DUE TO AN ACTION TAKEN BY YOU
Updated: 02/25/2016 |
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