These TERMS OF SERVICE (this “Agreement”) concern the Essential Planner Company website (together with its pages and features, the “Site”) and all associated services described below (the “Services”).
This Agreement is made and entered into by and between you and any person helping you access or use the Site or the Services, whether as a guest or a registered user (collectively, “you” or “your”), on the one side, and Essential Planner Company, LLC (“Essential Planner Co.”), on the other side.
You and Essential Planner Co. are sometimes referred to herein each as a “Party”, and collectively as the “Parties”.
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ACCESSING OR USING THE SITE BECAUSE IT CONSTITUTES A LEGALLY BINDING CONTRACT BETWEEN YOU AND ESSENTIAL PLANNER CO. THIS INCLUDES THE “DISPUTE RESOLUTION” CLAUSE CONTAINED IN THIS AGREEMENT, WHICH PROVIDES FOR BINDING ARBITRATION AND WAIVERS OF JURY TRIALS AND CLASS ACTIONS.
YOU ARE AUTOMATICALLY ACCEPTING AND AGREEING TO THE MOST RECENT VERSION OF THIS AGREEMENT WHENEVER YOU ACCESS OR USE THE SITE OR THE SERVICES; AND YOUR CONTINUING ACCESSOR USE OF ANY OF THE FOREGOING REAFFIRMS YOUR ACCEPTANCE AND AGREEMENT IN EACH INSTANCE.
IF YOU DO NOT ACCEPT AND AGREE TO THIS AGREEMENT IN ITS ENTIRETY, THEN YOU ARE STRICTLY PROHIBITED FROM ACCESSING OR USING THE SITE OR THE SERVICES.
ESSENTIAL PLANNER CO. MAY SUPPLEMENT, AMEND, OR OTHERWISE MODIFY THIS AGREEMENT AT ANY TIME. SUCH MODIFICATIONS WILL BE POSTED ON THIS OR ANOTHER PAGE OF THE SITE, AS ESSENTIAL PLANNER CO. DEEMS APPROPRIATE IN ITS SOLE DISCRETION, AND SUCH MODIFICATIONS SHALL BE DEEMED EFFECTIVE AS OF THEIR STATED EFFECTIVE OR MODIFICATION DATES. IT IS YOUR RESPONSIBILITY TO CAREFULLY REVIEW THIS AGREEMENT EACH TIME YOU ACCESS OR USE THE SITE OR THE SERVICES.
The Site is offered only to users eighteen (18) years of age or older, or otherwise the age of majority in each user’s respective jurisdiction, and who have accepted this Agreement. By accessing or using the Site, you represent and warrant to Essential Planner Co. that you meet these eligibility requirements. You agree to comply with all applicable laws for accessing and using the Site.
B. Express Consent to Video Materials and Services Information. YOU HEREBY EXPRESSLY CONSENT TO ESSENTIAL PLANNER CO.’S DISCLOSURE TO ITS AFFILIATES AND OTHER THIRD PARTIES OF INFORMATION THAT IDENTIFIES YOU AS HAVING REQUESTED OR OBTAINED SPECIFIC VIDEO MATERIALS OR SERVICES FROM ESSENTIAL PLANNER CO. BY GIVING SUCH CONSENT, YOU AGREE THAT NO SUCH DISCLOSURE SHALL VIOLATE THE VIDEO PRIVACY PROTECTION ACT OR ANY OTHER APPLICABLE LAWS, RULES, OR REGULATIONS.
Description of Services
The following further describes a few of the various Services offered or provided on or through the Site. Essential Planner Co. reserves the right, but not the obligation, to change or otherwise alter the operation, features, and content of the Services as Essential Planner Co. sees fit in its sole discretion from time to time.
Platform for Product Purchases: The Services include the provision of a platform that allows you to purchase select products provided by Essential Planner Co. or third parties on or through the website (e.g., certain books, merchandise, and event tickets).
Relationship: IN NO EVENT SHALL THIS AGREEMENT, THE PERFORMANCE OF A PARTY’S RIGHTS OR OBLIGATIONS UNDER THIS AGREEMENT, THE SITE, A PARTY’S ACCESS OR USE OF THE SITE OR THE SERVICES, OR A PARTY’S OFFERING, MARKETING, PROVISION, PERFORMANCE, ACCEPTANCE OR USE OF ANY PRODUCT OR SERVICE ON, THROUGH, OR IN RELATION TO THE SITE CREATE ANY TYPE OF FIDUCIARY, EMPLOYMENT, FRANCHISE, AGENCY, PARTNERSHIP, INDEPENDENT CONTRACTOR, OR JOINT VENTURE RELATIONSHIP BETWEEN ESSENTIAL PLANNER CO., YOU OR ANY OTHER USER OF THE SITE.
e. Parental Control. THE SERVICES MAY INCLUDE THE PUBLICATION, DISTRIBUTION OR TRANSMISSION OF CERTAIN CONTENT THAT MAY NOT BE SUITABLE FOR CHILDREN. SUCH CONTENT IS INTENDED ONLY FOR PERSONS WHO ARE AT LEAST EIGHTEEN (18) YEARS OF AGE. ESSENTIAL PLANNER CO. IS NOT RESPONSIBLE FOR POLICING, AND DOES NOT TRACK OR POLICE, THE AGE OR MATURITY OF ITS VIEWERS. THAT RESPONSIBILITY FALLS ON YOU OR THE PARENT OR LEGAL GUARDIAN OF ANY CHILD WHO MAY VIEW SUCH CONTENT. IN OTHER WORDS, VIEWER DISCRETION IS ADVISED.
Certain portions of the Site may be configured for, and Essential Planner Co. may offer the Site through, certain computers, tablets, smart phones or other electronic devices (“Device(s)”), and this Agreement shall apply with equal force and measure to your access and use of the Site through such Devices. You are responsible for obtaining and updating theDevice, software, operating system, carrier and network access necessary to properly access and use the Site. Essential Planner Co. does not guarantee that the Site or any portions thereof willfunction on or in connection with any particular Device, software, operating system, carrier, or network. If you access or use the Site through a particular Device, then you hereby acknowledge and agree that information about your use of the Site through that Device or its carrier or network (such as, by way of example only, the identity of your Device, or your Device’s carrier or network) may be communicated to Essential Planner Co. and/or certain third parties (such as, by way of example only, your Device’s carrier or network).
ALL OR ANY PART OF THE VOICE, MESSAGE AND DATA FEES, RATES, CHARGES AND TAXES OF YOUR DEVICE’S CARRIER OR NETWORK, OR ANOTHER THIRD PARTY, MAY APPLY TO YOUR ACCESS OR USE OF THE SITE. ESSENTIAL PLANNER CO. IS NOT RESPONSIBLE FOR, AND YOU FURTHER ACCEPT FULL RESPONSIBILITY FOR, ALL DEVICE CARRIER AND NETWORK FEES, RATES, CHARGES AND TAXES WHICH MAY APPLY, IFANY.
The Site and all elements and derivatives of the Site (including, without limitation, all content, information, source codes, object codes, data, instructions, documentation, and expressions), as well as all copyrights, trademarks, trade secrets, and other intellectual properties of the foregoing, are owned, licensed, or permissibly used by Essential Planner Co. In no event shall you have or retain any rights, title, or interests in or to theforegoing other than those limited rights expressly granted to you under this Agreement. No rights or permissions granted to you under this Agreement are coupled with an interest. Nothing contained in this Agreement shall be construed as a waiver or limitation of Essential Planner Co.’s or it's licensors’ respective rights and remedies under applicable law. For the avoidance of doubt, this Agreement permits you to use the Site for your personal, non-commercial use only.
Rights, Permissions, and Consents
a. License of the Site. Subject to the terms and conditions of this Agreement, Essential Planner Co. grants you a limited, non-exclusive, personal, freely-revocable, non-transferable, and non-sub-licensable license to access and view the various publicly displayed pages of the Site, and to view the information and content found thereon. You must not access or usefor any commercial purposes any part of the Site or any services or materials (including, without limitation, the Services) available on or through the Site. Your unauthorized use of the Site, or any breach by you of this Agreement, automatically terminates this license.
b. License of User Materials. All names, videos, photographs, information, statements, communications, and any other content that you submit to or publish on, through, or in relation to the Site, including those which you submit to or publish on any online social media account (e.g., Facebook, Twitter, Instagram) that you own and link or otherwise associate with the Site, if any and as applicable, is hereinafter defined as the “User Materials”. You hereby grant Essential Planner Co. an irrevocable, non-exclusive, royalty-free, fully-paid, transferable, sub-licensable, perpetual, and universe-wide license for Essential Planner Co. to host, store, reproduce, transmit, distribute, sell, resell, license, sublicense, market, modify, adapt, create derivative works, communicate, publish, syndicate, publicly perform, publicly display, archive, and otherwise use and exploit all or any part of such User Materials and any elements and derivatives thereof in any language, manner, medium, or form, whether now known or herein after devised, as Essential Planner Co. sees fit in its sole discretion.
c. Reservation of Rights. Nothing in this Agreement restricts or limits Essential Planner Co.’s rights, title, or interests in or to the Site, the Services, the User Materials, or any elements or derivatives of the foregoing.
D. Warnings; Disclaimers. PLEASE NOTE THAT THE USER MATERIALS MIGHT BECOME THE SUBJECT OF PUBLIC DISCLOSURE. THUS, ESSENTIAL PLANNER CO. IS NOT RESPONSIBLE FOR, AND EXPRESSLY DISCLAIMS ANY LIABILITY ARISING FROM OR IN CONNECTION WITH, ITS USE OF ANY USER MATERIALS IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT.
Suspension or Termination of Service; Disclaimer
Essential Planner Co. has the right, but not the obligation, to suspend or terminate the function or existence of all or any part of the Site. ESSENTIAL PLANNER CO. SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOSS OR DAMAGE THAT IS CAUSED BY OR ARISES FROM OR IN CONNECTION WITH ANY SUCH SUSPENSION OR TERMINATION (INCLUDING, WITHOUT LIMITATION AND BY WAY OF EXAMPLE ONLY, REFUNDS, LOST PROFITS, LOST OPPORTUNITIES, MONETARY DAMAGES, DISRUPTION IN OR LOSS OF SERVICE, OR LOSS OF CONTENT).
Products and Services
Essential Planner Co. or its affiliates or licensees might offer, sell, license, orotherwise make available various products or services (which may include Essential Planner Co.’s own products and services or the products and services of third parties) on, through, or in relation to the Site, some of which might only be made available to you upon completion and submission of an online form or other instructions provided to you by Essential Planner Co. or which may be available exclusively online or in limited quantities on or through the Site. Essential Planner Co. has the right to refuse its products and services to you or to any geographic region or jurisdiction, including if it suspects that you are in any way involved in fraudulent or illegal activity and may contact your payment method issuer, law enforcement, or others and share information relating to your payments, as applicable, if Essential Planner Co. believes doing so will prevent a violation of the law or financial loss. Prices for, and descriptions of, any productsor services offered on or through the Site are subject to change without notice and in the sole discretion of Essential Planner Co.
Essential Planner Co. reserves the right to discontinue any product or component of a product (such as a cover design) at any time.
a. Sales Transactions. Sales transactions conducted on or through the Site will take place through a third-party online shopping cart system (the “Shopping Cart”) and will be subject any additional terms and conditions of the third-party vendor hosting the Shopping Cart (hosted through the e-commerce platform Shopify, Inc.). Once you proceed to “check-out” or the like, you will be able to review your order, update quantities, remove items, and enter promotional codes, if any, as applicable.
b. Cancellation of Transactions. Essential Planner Co. reserves the right to refuse any order you place. Essential Planner Co. may, in its sole discretion, limit or cancel quantities purchased per person, per household, or per order. These restrictions may include orders placed by or under the same User Account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that Essential Planner Co. makes a change to or cancels any of your orders, Essential Planner Co. may attempt to notify you by contacting the billing address, phone number, or email provided at the time the order was placed. Essential Planner Co. further reserves the right to limit or prohibit orders that, in Essential Planner Co.’s sole discretion, appear to be placed by dealers, resellers, or distributors.
c. Payment Authorization. If you provide Essential Planner Co. with your payment information, then you authorize Essential Planner Co. to do the following as Essential Planner Co. deems necessary, although Essential Planner Co. has no obligation to do so: (i) share your payment information with its third-party payment processing vendor(s); (ii) obtain your updated payment information from your payment issuer and/or Essential Planner Co.’s third-party payment processing vendor(s); and(iii) use your payment information to charge payments that accrued under your accounts with Essential Planner Co. in accordance with this Agreement.
d. Payment Obligations. You agree that you are responsible for the payment of all amounts that accrue under your account(s) with Essential Planner Co., the Site, if any.
e. Waiver of Claims in Connection with Unauthorized Payments. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AGREE TO WAIVE ALL CLAIMS AGAINST ESSENTIAL PLANNER CO. AND ITS AFFILIATES RELATED TO ANY UNAUTHORIZED PAYMENTS MADE ON, THROUGH, OR IN RELATION TO YOUR ACCOUNT(S) WITH ESSENTIAL PLANNER CO., ESSENTIAL PLANNER CO.’S THIRD-PARTY SELLERS AND PAYMENT PROCESSING VENDOR(S), ANY OTHER THIRD-PARTY PROVIDERS, OR ANY OTHER PERSON OR ENTITY, REGARDLESS OF WHETHER THEY ARE AUTHORIZED OR UNAUTHORIZED.
f. Limited Refunds. All payments of any amounts made on, through, or regarding the Site or any products offered, marketed, sold or provided on, through, or in relation to the Site (including, without limitation, the Services) are final, irrevocable, and not subject to or eligible for refund or return, in whole or in part, unless otherwise expressly stated in this Agreement or as provided in the Site’s Refund Policy.
a. Express Consent. YOU HEREBY EXPRESSLY CONSENT TO ESSENTIAL PLANNER CO., ITS AFFILIATES, AND ANY OF THEIR RESPECTIVE VENDORS SENDING YOU ANY TYPE OF ELECTRONIC MESSAGE (INCLUDING, WITHOUT LIMITATION, ADVERTISEMENTS AND OTHER COMMERCIAL E-MAILS, INFORMATIONAL E-MAILS, AND ELECTRONIC NOTICES, UPDATES, AND NEWSLETTERS),WHETHER THROUGH THE SITE OR BY E-MAIL, ONLINE SOCIAL MEDIA, OR ANY OTHER ELECTRONIC MEDIA MEANS OR FORMS. BY GIVING SUCH CONSENT, YOU AGREE THAT NO SUCH COMMUNICATION SHALL VIOLATE THE CAN-SPAM ACT OR ANY OTHER APPLICABLE LAWS, RULES, OR REGULATIONS. VOICE, MESSAGE, AND DATA FEES, RATES, CHARGES, AND/OR TAXES MAY APPLY TO YOU, AND YOU ARE RESPONSIBLE FOR PAYMENT OF THE SAME.
b. Opt-Out. You may opt-out of receiving any electronic messages from Essential Planner Co. at any time by any reasonable means, including, without limitation and by way of example, by sending an e-mail to email@example.com with the subject line “Opt-Out of Electronic Communications”. You acknowledge that opting out of receiving any such communications may impact your receipt, the success, and/or the performance of all or any part of the Site and/or your ability to receive certain messages or notifications from Essential Planner Co.
Essential Planner Co. does not accept unsolicited materials or ideas for content. You acknowledge and agree that neither Essential Planner Co., nor any of Essential Planner Co.’s parents, subsidiaries, or other affiliates, nor any of their respective officers, directors, managers, owners, partners, agents, employees, representatives, trustees, assigns, transferees, contractors, vendors, or licensees are responsible or liable to you for the similarity of any information or content submitted, published, provided, or made available by you on, through, or in relation to the Site.
You shall not engage in any of the following activities at any time with respect to the Site: (a) the impersonation of any person or entity; (b) any act that infringes or otherwise violates the intellectual property, privacy, or publicity rights of any person or entity (including, without limitation, the copyrights, trademarks, patents, and trade secrets held by Essential Planner Co. or its licensors with respect to the Site); (c) the reproduction of the Site or any communications, information or content found there on or therein, in whole or in part, or the creation of any derivative works of the foregoing (unless expressly authorized by Essential Planner Co. herein); (d) the publication of any content that is objectionable or illegal (including, without limitation, content that is indecent, obscene, infringing, an invasion of privacy, defamatory, disparaging, false, deceptive, misleading, untruthful, fraudulent, threatening, or abusive); (e) the publication of a person’s or entity’s personal information or private facts without his/her/its prior written consent; (f) the publication of any machine, computer, or randomly generated content; (g) supplying or publishing any information or statements on, through, or in relation to the Site that is false, misleading, deceptive, or incorrect; (h) any act intended or designed to drive traffic to or boost the search rankings of third-party websites, networks, platforms, servers, or applications; (i) the systematic retrieval or copying of any information or content found on, through, or in relation to the Site or its servers to directly or indirectly create or compile, in whole or in part, a collection, compilation, database, or directory; (j) the use of any software, program, process, device, application, or routine (including, by way of example only, robots, scrapers, spiders, viruses, spyware, and malware) to monitor, copy, disrupt, damage, injure, interfere with or impermissibly access, in whole or in part, the Site or its servers; (k) any act that involves or concerns decrypting, security bypassing or circumventing, hacking, data mining, data scraping, data harvesting, reverse engineering, decompiling, disassembling, attempting to derive source code, modifying, copying or the like on, through, or in relation to the Site or its servers; (l) any act that overloads, unreasonably disrupts, or unreasonably interferes with the infrastructure of the Site or its servers; (m) any act that gains or attempts to gain unauthorized access to computer systems, networks, information, or materials on, through, or in relation to the Site or its servers; or (n) any other act that Essential Planner Co. becomes aware of and believes in good faith is improper, illegal, or harmful to the Site, its servers, or any person, entity, or property.
Links to Other
Essential Planner Co. reserves the right, but not the obligation, to take down or otherwise exclude from the Site, without notice or recourse, any communications, statements, names, photographs, information, and/or content made or submitted by you or others on or through the Site that Essential Planner Co. believes, at any time and in its sole discretion, to be infringing or otherwise in violation of the proprietary rights, the right of privacy, or the right of publicity of any person or entity; defamatory, disparaging, or embarrassing of or towards any person or entity; profane, indecent or obscene; derogatory in terms of race, nationality, religion, gender, gender identification, sexual orientation or otherwise; threatening; abusive; false, misleading or deceptive; or otherwise illegal or something that Essential Planner Co. considers unsuitable for the Site or its users.
User Representations, Warranties, and Covenants
You represent, warrant and covenant to Essential Planner Co. that: (a) you are a natural person and of eighteen (18) years of age or older, or otherwise the age of majority in your jurisdiction; (b) you have read and understand this Agreement in its entirety; (c) you have the full right and authority to enter into and abide by the terms and conditions of this Agreement; (d) you understand and acknowledge that, by accepting this Agreement, you are giving up certain legal rights and remedies; (e) you voluntarily accept and agree to, and will fully comply with, the terms and conditions of this Agreement; (f) you will not violate any applicable international, federal, state, or local laws which may concern the Site, the Site’s servers or any information, communications, or content found on or through them; (g) you are the exclusive owner of all rights, title, and interests in and to the User Materials (including, without limitation, all copyrights, trademarks, patents, trade secrets, rights of publicity, and rights of privacy) and/or, if applicable, have secured all necessary rights and permissions from all subjects depicted in, and all persons and entities who contributed to, the User Materials to allow for your performance and grant of rights hereunder; (h) the User Materials are wholly original to you; (i) the User Materials do not and will not infringe upon or otherwise violate the proprietary, publicity, or privacy rights of any person or entity; (j) the User Materials do not and will not defame, disparage, embarrass, or disclose confidential, private, or personal information about or belonging to any person or entity; (k) nothing contained in the User Materials is or will be, or contains or will contain, links to material that is profane, indecent, obscene, threatening, abusive, illegal, false, misleading or any form of spam, malware, virus, bug, bot, spyware, or other malicious or tracking technology; (l) Essential Planner Co. is not required to seek the permission of or compensate any third party to exercise any of the rights granted by you under this Agreement; (m) no obligation, disability, agreement, or adverse claim exists that may restrict your performance or grant of rights hereunder; (n) all information you provide to Essential Planner Co. in connection with your access or use of the Site and/or the Services is truthful and accurate; and (o) you are not listed on any United States government list of prohibited or restricted parties.
Disclaimers and Limitations.
a. YOUR ACCESS OR USE OF THE SITE OR ANY PRODUCTS OR SERVICES MADE AVAILABLE TO YOU ON, THROUGH, OR IN RELATION TO THE SITE IN ANY WAY IS DONE AT YOUR OWN RISK. THE SITE, THOSE PRODUCTS, THE SUCCESS OR PERFORMANCE OF THE SITE OR THOSE PRODUCTS AND SERVICES, AND ALL INFORMATION, COMMUNICATIONS, CONTENT AND FEATURES OFFERED, MARKETED, SOLD, PROVIDED, LICENSED OR MADE AVAILABLE ON,THROUGH, OR IN RELATION TO THE SITE OR THOSE PRODUCTS AND SERVICES ARE PROVIDED TO YOU ON AN “AS IS”, “WHERE IS”, “AS AVAILABLE”, AND “WITH ALL FAULTS” BASIS AND WITHOUT ANY WARRANTY. ESSENTIAL PLANNER CO. DOES NOT MAKE, NOR HAS ESSENTIAL PLANNER CO. MADE, ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND OR NATURE (WHETHER DIRECT OR INDIRECT, ORAL OR WRITTEN, OR EXPRESS OR IMPLIED) TO YOU WITH RESPECT TO THE SITE, ANY OF THOSE PRODUCTS AND ANY SUCH INFORMATION, COMMUNICATIONS, CONTENT, AND FEATURES OR THEIR SUCCESS, PERFORMANCE, FUNCTIONALITY, QUALITY, COMPLETENESS, ACCURACY, RELIABILITY, MARKETABILITY, OR SAFETY THAT EXTENDS BEYOND THE FACE OF THIS AGREEMENT OR THAT HAS BECOME ANY BASIS OF ANY BARGAIN.
b. Disclaimer About System Delays. YOU UNDERSTAND AND ACKNOWLEDGE THAT THE SITE MAY BE SUBJECT TO LIMITATIONS, DELAYS AND OTHER PROBLEMS INHERENT IN THE USE OF THIRD-PARTY COMMUNICATION NETWORKS AND FACILITIES THAT ARE OUTSIDE OF ESSENTIAL PLANNER CO.’S CONTROL. ACCORDINGLY, ESSENTIAL PLANNER CO. SHALL NOT BE RESPONSIBLE FOR, AND EXPRESSLY DISCLAIMS, ANY DELAYS, FAILURES, LOSSES, INJURIES, LIABILITIES OR DAMAGES ASSOCIATED WITH THE SITE WHICH RESULT FROM ANY SYSTEM DELAYS, DOWNTIMES, INTERRUPTIONS, OR OTHER FAILURES OF, OR PROBLEMS WITH, THE SITE WHICH ARE OUTSIDE OF ESSENTIAL PLANNER CO.’S CONTROL (INCLUDING, WITHOUT LIMITATION, SCHEDULED MAINTENANCE OR NETWORK FAILURE).
c. Disclaimer About Certain Information, Communications and Content. ANY OPINIONS, ADVICE, REVIEWS, STATEMENTS, OFFERS, OR OTHER INFORMATION, COMMUNICATIONS OR CONTENT FOUND ON, THROUGH OR IN RELATION TO ESSENTIAL PLANNER CO., THE SITE, THE SERVICES, OR ANY THIRD-PARTY PROVIDERS (INCLUDING, WITHOUT LIMITATION, ONLINE FORUMS, OTHER WEBSITES, ADVERTISEMENTS, AND SOCIAL MEDIA PAGES) ARE THOSE OF THEIR RESPECTIVE AUTHORS, AND NOT NECESSARILY THOSE OF ESSENTIAL PLANNER CO.; THUS, THEY SHOULD NOT NECESSARILY BE RELIED UPON. SUCH AUTHORS ARE SOLELY RESPONSIBLE FOR THE ACCURACY OF SUCH INFORMATION, COMMUNICATIONS, OR CONTENT. ESSENTIAL PLANNER CO. DOES NOT GUARANTEE, ADOPT OR ENDORSE THE ACCURACY, COMPLETENESS, RELIABILITY, OR USEFULNESS OF ANY SUCH INFORMATION, COMMUNICATIONS, OR CONTENT, EVEN IF ESSENTIAL PLANNER CO. IS THE AUTHOR. ESSENTIAL PLANNER CO. IS NOT RESPONSIBLE FOR THE ACCURACY, COMPLETENESS, RELIABILITY OR USEFULNESS OF ANY SUCH INFORMATION, COMMUNICATIONS OR CONTENT.
UNDER NO CIRCUMSTANCES SHALL ESSENTIAL PLANNER CO. BE LIABLE TO YOU OR ANY THIRD PARTIES FOR ANY LOSS OR DAMAGE CAUSED BY OR ARISING FROM OR IN CONNECTION WITH YOUR RELIANCE ON ANY SUCH INFORMATION, COMMUNICATIONS, OR CONTENT.
d. Limitation of Liability. IN NO EVENT SHALL ESSENTIAL PLANNER CO., ANY OF ESSENTIAL PLANNER CO.’S PARENTS, SUBSIDIARIES, OR OTHER AFFILIATES, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MANAGERS, OWNERS, PARTNERS, AGENTS, EMPLOYEES, REPRESENTATIVES, TRUSTEES, ASSIGNS, TRANSFEREES, CONTRACTORS, VENDORS, OR LICENSEES BE HELD LIABLE TO (OR BE OBLIGATED TO INDEMNIFY) YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, PUNITIVE,OR SPECIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LEGAL COSTS, ATTORNEY FEES, LOST PROFITS, REPLACEMENT COSTS, OR REPAIR COSTS) CAUSED BY OR ARISING FROM OR IN CONNECTION WITH: (I) YOUR ACCESS OR USE OF THE SITE, OR YOUR INABILITY TO ACCESSOR USE THE SITE; (II) ANY PRODUCTS MADE AVAILABLE ON, THROUGH, OR IN RELATION TO THE SITE; (III) ANY STATEMENTS, CONTENT, OR CONDUCT OF ANY THIRD PARTY ON, THROUGH OR IN RELATION TO THE SITE OR ANY SUCH PRODUCTS OR SERVICES; (IV) ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR PERSONAL INFORMATION; (V) ANY HACKING, DENIAL OF SERVICE ATTACKS, DATA SECURITY BREACHES OR OTHER THIRD-PARTY CONDUCT THAT MAY LEAD TO A COMPROMISE OF YOUR PERSONAL INFORMATION OR DAMAGE TO YOUR DEVICE(S), SOFTWARE, OPERATING SYSTEM(S), FILE(S), CARRIER(S) OR NETWORK(S); (VI) ANY TRANSMISSION, DOWNLOAD OR INFECTION OF ANY SOFTWARE, SYSTEM, PROGRAM, FILE, PROCESS, DEVICE, APPLICATION OR ROUTINE (INCLUDING, WITHOUT LIMITATION AND BY WAY OF EXAMPLE ONLY, ROBOTS, SCRAPERS, SPIDERS, VIRUSES, SPYWARE AND MALWARE) THAT MAY LEAD TO A COMPROMISE OF YOUR PERSONAL INFORMATION OR DAMAGE TO YOUR DEVICE(S), SOFTWARE, OPERATING SYSTEM(S), FILE(S), CARRIER(S), OR NETWORK(S); (VII) THE FACT THAT YOU HAVE RELIED ON ANY INFORMATION, CONTENT OR COMMUNICATIONS PUBLISHED ON, THROUGH OR IN RELATION TO THE SITE OR ANY SUCH PRODUCTS; OR (VIII) ANY ACTS, ERRORS OR OMISSIONS OF ANY THIRD-PARTY PROVIDERS. IF YOU ARE DISSATISFIED WITH THE SITE OR ANY PRODUCTS OFFERED, SOLD, LICENSED, OR MADE AVAILABLE ON, THROUGH, OR IN RELATION TO THE SITE, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE YOUR ACCESS AND USE OF THE SITE AND SUCH PRODUCTS
e. Limitation of Remedies. IF ESSENTIAL PLANNER CO. BREACHES OR OTHERWISE VIOLATES THISAGREEMENT, THEN IN NO EVENT SHALL YOU BE ENTITLED TO RECOVER ANY SPECIAL,INCIDENTAL, CONSEQUENTIAL, SPECULATIVE, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF OR IN RELATION TO SUCH BREACH OR OTHER VIOLATION, EVEN IF ESSENTIAL PLANNER CO. HAS BEEN NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.
f. No Injunctive Relief. IF ESSENTIAL PLANNER CO. BREACHES OR OTHERWISE VIOLATES THIS AGREEMENT, THEN YOU SHALL NOT BE ENTITLED TO SEEK OR OBTAIN, AND YOU DO HEREBY WAIVE, ANY TYPE OF INJUNCTIVE RELIEF AGAINST THE SITE AND/OR ANY PRODUCTS MADE AVAILABLE ON, THROUGH, OR IN RELATION TO THE SITE (INCLUDING,WITHOUT LIMITATION, THE SERVICES) AS A RESULT OF SUCH BREACH OR OTHER VIOLATION. FOR THE AVOIDANCE OF DOUBT, THE FOREGOING LIMITATION ON INJUNCTIVE RELIEF DOES NOT LIMIT YOUR ABILITY TO SEEK OR RECOVER ANY MONETARY REMEDIES AUTHORIZED BY LAW IN THE EVENT OF ANY SUCH BREACH OR OTHER VIOLATION (EXCEPT FOR THOSE WHICH ARE OTHERWISE EXPRESSLY PRECLUDED BY THIS AGREEMENT); PROVIDED, HOWEVER, THAT ANY SUCH NON-PRECLUDED CAUSE OF ACTION OR CLAIM IN CONNECTION WITH SUCH MONETARY REMEDIES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION OR CLAIM ACCRUES, OR ELSE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
g. Consumer Protections. The disclaimers and limitations set forth in this Section 17 are notintended to limit liability or alter your rights as a consumer that cannot be limited oraltered under applicable law.
General Release of Claims
You hereby release and hold harmless Essential Planner Co., Hollis Co.’s parents, subsidiaries, and other affiliates, and their respective officers, directors, managers, owners, partners, agents, employees, representatives, trustees, assigns, transferees, contractors, vendors, and licensees from and against all claims that you have or may have against them for infringement, violation of the rights of privacy or publicity, defamation, disparagement, unpaid benefits, unpaid wages, overtime, discrimination, personal injury, property damage, negligence, and/or any other legal theory arising from or in connection with the Site, the products or services made available on, through, or in relation to the Site (including, without limitation, the Services), and/or the rights and privileges granted or conveyed by you under this Agreement (including, without limitation, those rights and privileges relating to the User Materials and/or any elements, derivatives, or marketing of the foregoing). Further, you waive your right to, and in no event shall you seek to, (a) enjoin Essential Planner Co., any of Essential Planner Co.’s officers, directors, members, managers, owners, partners, agents, employees, representatives, parents, subsidiaries, affiliates, successors, trustees, assigns, transferees, contractors, vendors, or licensees or (b) exercise any of the rights or privileges granted or conveyed by you under this Agreement (including, without limitation, the User Materials). You also hereby waive any rights you may have under Section 1542 of the California Civil Code and any other statute or common law principle of similar effect, which provides: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party”.
Essential Planner Co. shall not be liable for delays in performance caused by any act of God, fire or other casualty, accident, strike, shortage of labor or materials, governmental action, industrial disturbance, or any other cause beyond Essential Planner Co.’s reasonable control, and the time for Essential Planner Co.’s performance shall be extended by the period of any such delay. Essential Planner Co. reserves the right to apportion its production among its customers as it may determine.
If this Agreement is terminated for any or no reason, then all rights granted to you under this Agreement shall automatically revert back to Essential Planner Co., and the following shall survive in perpetuity: (a) all defined terms under this Agreement; (b) all rights and privileges under this Agreement which were granted to or accrued in favor of Essential Planner Co., any of Essential Planner Co.’s parents, subsidiaries, or other affiliates, or any of the irrespective officers, directors, managers, owners, partners, agents, employees, representatives, trustees, assigns, transferees, contractors, vendors, or licensees as of the date of this Agreement’s termination; (c) all payments which accrued as of the date of termination; (d) all disclaimers, limitations of liability and limitations of remedies; and (e) all representations, warranties, covenants, certifications, releases, indemnifications, and promises made by you under this Agreement.
b. Arbitration Rules. The arbitration shall be conducted before a single arbitrator under the then-current JAMS Comprehensive Arbitration Rules & Procedures (the “JAMS Rules”),as supplemented by the Federal Rules of Civil Procedure and the Federal Rules of Evidence if and where applicable as a gap-filler. If there is any conflict between a provision of the JAMS Rules, the Federal Rules of Civil Procedure, the Federal Rules of Evidence, or this Agreement, then the conflicting provision of this Agreement shall control and govern over the JAMS Rules, the Federal Rules of Civil Procedure and the Federal Rules of Evidence, and the JAMS Rules shall control and govern over the Federal Rules of Civil Procedure and the Federal Rules of Evidence. The construction, interpretation, and enforcement of this section 23 is governed by the Federal Arbitration Act, 9 U.S.C. §§ 1 et seq.
c. Arbitration Process, Location, and Procedures. The Party initiating the arbitration proceeding shall serve a written notice of arbitration on the other Party in accordance with the JAMS Rules. The arbitration shall be held in Travis County, Texas, UnitedStates of America. The arbitration shall be conducted in the English language. Thearbitrator shall be selected in accordance with the JAMS Rules, unless otherwise agreedto by the parties to the arbitration. All issues or questions concerning either the scope of this arbitration clause or the arbitrability of any of the Disputes shall be referred to and finally decided by the arbitrator. The arbitrator may construe or interpret, but shall not vary or ignore, the terms and conditions of this Agreement and shall be bound by applicable law.
d. Arbitration Decisions and Awards. The arbitrator shall render a written final decision on the subject Dispute as soon as practicable and, in any event, not more than forty-five (45) calendar days after the close of evidence and briefing. The arbitrator’s decision shall be written, shall be in accordance with applicable law, and shall be supported by written findings of fact and conclusions of law setting forth the basis for his/her decision. The arbitrator shall have no authority to award punitive, exemplary, or consequential damages, unless such an award is authorized by applicable law. The arbitrator shall have the authority to award attorney fees and expenses if such an award is permitted under this Agreement or applicable law. Subject to any applicable rights of appeal, the final decision of the arbitrator shall be binding and conclusive upon all of the Parties who have been served with proper written notice of the arbitration proceeding as required by this section 23. Judgment on any award rendered by the arbitrator may be confirmed in any state or federal court having jurisdiction thereof that is located in the State of Texas ,United States of America, and may be entered in and enforced by any domestic, foreign, or international court having appropriate subject matter jurisdiction. Any decision, judgment, ruling, finding, award, or other determination of the arbitrator and any information disclosed in the course of any arbitration hereunder shall be kept confidential by the Parties, and any court order to enforce the decision, judgment, ruling, finding, award, or other determination of the arbitrator shall be filed under seal.e. Arbitration Fees and Expenses. JAMS’s administrative and filing fees, the arbitrator’s fees and expenses and all other fees and expenses charged by JAMS and/or the arbitrator to administer or conduct the arbitration shall be shared equally among all parties to the arbitration; provided, that the prevailing party of the arbitration may recover an award of its share of such fees and expenses if such an award is permitted under this Agreement or applicable law.f. Litigation; Waiver. In the event a particular Dispute is not subject to arbitration (whether by decision of an arbitrator with binding authority, or otherwise according to this Agreement or applicable law), each Party hereby irrevocably submits to the exclusive personal jurisdiction and venue of the state courts of Dallas County, Texas, United States of America and the United States federal courts in the Northern District of Texas, for the litigation of said Dispute, and covenant and agree that neither of thefore going is an inconvenient venue or forum.
g. Waiver of Jury Trial and Class Action. REGARDLESS OF WHETHER A PARTICULAR DISPUTE IS SUBJECT TO ARBITRATION OR LITIGATION, AND TO THE FULLEST EXTENT PERMITTED BYLAW, EACH PARTY DOES HEREBY WAIVE HIS/HER/ITS RIGHT TO A TRIAL BY JURY, TO PARTICIPATE AS THE MEMBER OF A CLASS IN ANY PURPORTED CLASS ACTION OR OTHER PROCEEDING, OR TO NAME UNNAMED MEMBERS IN ANY PURPORTED CLASS ACTION OR OTHER PROCEEDING.
Unless otherwise expressly stated in this Agreement, Essential Planner Co. may give or deliverall other notices to you by means of a general notice posted on this or another page of the Site, as applicable, or by email to your email address as you may provide to Essential Planner Co. on or through the Site, and such notices shall be deemed effective as of their stated effective dates.
In no event shall this Agreement, the performance of a Party’s rights or obligations under this Agreement, the Site, or a Party’s access or use of the Site create any type of fiduciary, franchise, agency, employment, independent contractor, partnership, or joint venture relationship between you and Essential Planner Co.
a. Electronic Signatures. IF YOUR ACCEPTANCE OF THIS AGREEMENT IS FURTHER EVIDENCED BY YOUR AFFIRMATIVE ASSENT TO THE SAME (E.G., BY A “CHECK THE BOX” ACKNOWLEDGMENT PROCEDURE), THEN THAT AFFIRMATIVE ASSENT IS THE EQUIVALENT OF YOUR ELECTRONIC SIGNATURE TO THIS AGREEMENT. HOWEVER, FOR THE AVOIDANCE OF DOUBT, YOUR ELECTRONIC SIGNATURE IS NOT REQUIRED TO EVIDENCE OR FACILITATE YOUR ACCEPTANCE AND AGREEMENT TO THIS AGREEMENT, AS YOU AGREE THAT THE CONDUCT DESCRIBED IN THIS AGREEMENT AS RELATING TO YOUR ACCEPTANCE AND AGREEMENT TO THIS AGREEMENT ALONE SUFFICES.
b. Excused Performance. Essential Planner Co. is hereby excused for any failure to perform under this Agreement to the extent that its performance is prevented by any reason outside of its reasonable control or that may be characterized as a force majeure event.c. No Waiver. No failure or delay to exercise any right, remedy, power, or privilege arising from or in connection with this Agreement will operate or be construed as a waiver thereof, except as otherwise expressly stated in this Agreement. Any waiver authorized on one occasion is effective only in that instance and only for the purpose stated, and does not operate as a waiver on any future occasion.
d. Assignment and Delegation. You shall not assign, delegate, or otherwise transfer any ofyour rights or obligations under this Agreement without Essential Planner Co.’s prior written consent in each instance.
e. Construction and Interpretation. This Agreement shall be construed to have been drafted by all of the Parties, so that any rule of construction or interpretation that construes or interprets ambiguities against the drafter shall have no force or effect.
f. Headings. Section headings are inserted in this Agreement for reference and convenience only and shall not interpret, define, limit, or describe the scope, intent, terms, or conditions of this Agreement.
g. Severability. If any term or condition of this Agreement is deemed invalid or unenforceable by the arbitrator or (if applicable) a court of law with binding authority, then the remaining terms and conditions shall not be affected, and said arbitrator or court of law shall reform the invalidated or unenforceable term or condition to the maximum extent permitted under the law and consistent with the intent of this Agreement.
Please direct any questions you may have about the Site or this Agreement to firstname.lastname@example.org with a subject line of “Question About Terms of Service”. The foregoing contact information may change from time to time by supplementation, amendment, or modification of this Agreement.
This Agreement was last updated on November 3, 2019.