TERMS OF SERVICE

These Terms of Service apply to use of the TruZeus website and Applications located at http://www.truzeus.com (the “Site”). The Site is the property of TruZeus. Your use of the TruZeus website http://www.truzeus.com (hereinafter referred to as “TruZeus” or “truzeus.com”) and services and tools (“Services”) are governed by the following terms of service as applicable to truzeus.com. If you utilize truzeus.com, you shall be subject to the policies that are applicable to the website for such services and usage. By mere use of the website you shall be contracting with TRUZEUS, and these Terms of Service constitute your binding obligations.

When you use any of the services provided by truzeus.com, including but not limited to, (e.g., users reviews), you will be subject to the rules, guidelines, policies, terms, and conditions applicable to such service, and they shall be deemed to be incorporated into this Terms of Use and shall be considered as part and parcel of this Terms of Use. TruZeus reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms of Use, at any time. It is your responsibility to check these Terms of Use periodically for changes. Your continued use of the Site following the posting of changes will mean that you accept and agree to the changes. As long as you comply with these Terms of Use, TruZeus grants you a personal, non-exclusive, non-transferable, limited privilege to enter and use the Site.

ACCESSING, BROWSING OR OTHERWISE USING THE SITE INDICATES YOUR AGREEMENT TO ALL THE TERMS OF SERVICE IN THIS AGREEMENT, SO PLEASE READ THIS AGREEMENT CAREFULLY BEFORE PROCEEDING.

ACCEPTANCE AND CHANGES

Your access to and use of truzeus.com is subject exclusively to these Terms and Service. You will not use the Website for any purpose that is unlawful or prohibited by these Terms of Service. By using the Website you are fully accepting the terms, conditions, service, cancellations and disclaimers contained in this notice. If you do not accept these Terms of Service you must immediately stop using the Website.

The Service shall be made available for acceptance at agreed stages. At each agreed stage changes to the Service shall only be permitted to the extent that such changes are consistent with the brief. Beyond completion of the final Master we will allow the ‘Three Hour Rule’. By this it is meant that any change or alteration to the final Master that we deem will take less than three man-hours will not be charged.

Other than as stated in the clause above, changes to the brief or otherwise that result in additional work being carried out will be chargeable at the relevant daily rate; this shall include the following:

Changes that result from inaccurate on misleading information having been supplied by you in preparation of the brief;
Changes that result from your failure to obtain consent from any third parties or employees necessary in the delivery of the Service;
Changes that result from a significant change to the brief;
Additions to the original brief in the form of extra variations or edits of the originally planned piece such as shorter ‘highlights’ edits or specific web versions that are not agreed at the outset.

USE OF THE WEBSITE “www.Truzeus.com”

You agree, undertake and confirm that your use of Truzeus.com shall be strictly governed by the following binding principles:

You shall not use, display, upload, modify, publish, transmit, update or share any information that:

belongs to another person and to which You do not have any rights to;
involves the transmission of “junk mail,” “chain letters,” or unsolicited mass mailing or “spamming”;
infringes upon or violates any third party’s rights [(including, but not limited to, intellectual property rights, rights of privacy (including without limitation unauthorized disclosure of a person’s name, email address, physical address or phone number) or rights of publicity];
tries to gain unauthorized access or exceeds the scope of authorized access (as defined herein and in other applicable Codes of Conduct or End User Access and License Agreements) to the Sites or to profiles, blogs, communities, account information, bulletins, friend request, or other areas of the Sites or solicits passwords or personal identifying information for commercial or unlawful purposes from other users;
engages in commercial activities and/or sales without Truzeus.com’s prior written consent such as contests, sweepstakes, barter, advertising and pyramid schemes, or the buying or selling of “virtual” items related to the Sites. Throughout this Terms of Use, Truzeus.com “prior written consent” means a communication coming from Truzeus.com Legal department, specifically in response to your request, and specifically addressing the activity or conduct for which you seek authorization;
interferes with another user’s use and enjoyment of Truzeus.com Website or any other individual’s user and enjoyment of similar services;
infringes any patent, trademark, copyright or other proprietary rights or third party’s trade secrets or rights of publicity or privacy or shall not be fraudulent or involve the sale of counterfeit or stolen items;
deceives or misleads the addressee/ users about the origin of such messages or communicates any information which is grossly offensive or menacing in nature;
impersonate another person;
contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; or contains any Trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, detrimentally interfere with, diminish value of, surreptitiously intercept or expropriate any system, data or personal information;
shall not be false, inaccurate or misleading;
shall not, directly or indirectly, offer, attempt to offer, trade or attempt to trade in any item, the dealing of which is prohibited or restricted in any manner under the provisions of any applicable law, rule, regulation or guideline for the time being in force.
shall not create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers;

WEBSITE CONTENTS

All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code (collectively, “Content”), including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such Content, contained on Truzeus.com is owned, controlled or licensed by or to Truzeus.com, and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws.

Except as expressly provided in these Terms of Use, no part of Truzeus.com and no Content may be copied, reproduced, re-published, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including “mirroring”) to any other computer, server, website or other medium for publication or distribution or for any commercial enterprise, without TruZeus’s express prior written consent.

You may use information on Truzeus.com products and services purposely made available by Truzeus.com for downloading from the Site, provided that you (1) not remove any proprietary notice language in all copies of such documents, (2) use such information only for your personal, non-commercial informational purpose and do not copy or post such information on any networked computer or broadcast it in any media, (3) make no modifications to any such information, and (4) not make any additional representations or warranties relating to such documents.

You shall be responsible for any notes, messages, e-mails, billboard postings, photos, drawings, profiles, opinions, ideas, images, videos, audio files or other materials or information posted or transmitted to the Sites (collectively, “Content”). Such Content will become the property of Truzeus.com and you grant TruZeus the worldwide, perpetual and transferable rights in such Content. Truzeus.com shall be entitled to, consistent with our Privacy Policy, use the Content or any of its elements for any type of use forever, including but not limited to promotional and advertising purposes and in any media whether now known or hereafter devised, including the creation of derivative works that may include Content you provide. You agree that any Content you post may be used by Truzeus.com, consistent with our Privacy Policy and Rules of Conduct on Site as mentioned herein, and you are not entitled to any payment or other compensation for such use.

PROPRIETARY RIGHTS

You hereby acknowledge and agree that TruZeus is the owner of highly valuable proprietary information, including without limitation, the patented compatibility matching system, compatibility profiles, medias and relationship questionnaires (collectively, “Confidential Information”). TruZeus owns and hereby retains all proprietary rights in the Services and the Site, including but not limited to, all Confidential Information.

You will not post, copy, modify, transmit, disclose, show in public, create any derivative works from, distribute, make commercial use of, or reproduce in any way any (I.) Confidential Information or (ii.) other copyrighted material, trademarks, or other proprietary information accessible via the Services, without first obtaining the prior written consent of the owner of such proprietary rights.

INTELLECTUAL PROPERTY INFRINGEMENT POLICY

It is the policy of TruZeus.com to take appropriate action where necessary to uphold and recognize all relevant State, Federal and International laws in connection with material that is claimed to be infringing any trademark, copyright, patent and all or any other Intellectual Property laws. If you are an intellectual property rights owner and you believe that TruZeus.com sells, offers for sale, or makes available goods and/or services that infringe your intellectual property rights, and then send the following information in its entirety to the support page on the website or to our physical address: TruZeus – ________________________________________.

Information required

An electronic or physical signature of the person authorized to act on behalf of the owner of an exclusive that is allegedly infringed;
A description of the allegedly infringing work or material;
A description of where the allegedly infringing material is located on the site (product(s) URL);
Information reasonably sufficient to allow us to contact you, such as your address, telephone number and e-mail 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 or other proprietary right owner, its agent, or the law;
Identification of the intellectual property rights that you claim are infringed by the Website(e.g. “XYZ copyright”, “ABC trademark, Reg. No. 123456, registered 1/1/04”,etc);

A statement by you that the above information and notification is accurate, and under penalty of perjury, that you are the copyright owner or authorized to act on behalf of the owner whose exclusive right is allegedly infringed.

LINKS TO THIRD PARTY WEBSITES

TruZeus Website may include links to third party websites that are controlled and maintained by others. Any link to other websites is not an endorsement of such websites and you acknowledge and agree that we are not responsible for the content or availability of any such sites.

You also agree that TruZeus will not be liable for any loss or damage of any sort incurred as the result of any such dealings, including the sharing of the information you supply to TruZeus with advertisers or sweepstakes sponsors, or as the result of the presence of such advertisers on the Services.

COPYRIGHT

All copyright, trademarks and all other intellectual property rights in the Website and its content (including without limitation the Website design, text, graphics and all software and source codes connected with the Website) are owned by or licensed to TruZeus or otherwise used by TruZeus as permitted by law.

In accessing the Website you agree that you will access the content solely for your personal, non-commercial use. None of the content may be downloaded, copied, reproduced, transmitted, stored, sold or distributed without the prior written consent of the copyright holder. This excludes the downloading, copying and/or printing of pages of the Website for personal, non-commercial home use only.

LINKS TO AND FROM OTHER WEBSITES

Throughout this Website you may find links to third party websites. The provision of a link to such a website does not mean that we endorse that website. If you visit any website via a link on this Website you do so at your own risk.

Any party wishing to link to this website is entitled to do so provided that the conditions of service below are observed:

you do not seek to imply that we are endorsing the services or products of another party unless this has been agreed with us in writing;
you do not misrepresent your relationship with this website; and
the website from which you link to this Website does not contain offensive or otherwise controversial content or, content that infringes any intellectual property rights or other rights of a third party.

By linking to this Website in breach of our terms, you shall indemnify us for any loss or damage suffered to this Website as a result of such linking.

PRIVACY

We view protection of Your privacy as a very important principle. We understand clearly that you and Your Personal Information is one of our most important assets. We store and process Your Information on computers that may be protected by physical as well as reasonable technological security measures and procedures in accordance with Information Technology Act 2000 and rules there under. Our current Privacy Policy is available at http://www.truzeus.com/privacy-policy. If you object to your Information being transferred or used in this way please do not use Truzeus.com Website.

DISCLAIMERS AND LIMITATION OF LIABILITY

The Website is provided on an AS IS and AS AVAILABLE basis without any representation or endorsement made and without warranty of any kind whether express or implied, including but not limited to the implied warranties of satisfactory quality, fitness for a particular purpose, non-infringement, compatibility, security and accuracy.

To the extent permitted by law, TruZeus will not be liable for any indirect or consequential loss or damage whatever (including without limitation loss of business, opportunity, data, profits) arising out of or in connection with the use of the Website.

TruZeus makes no warranty that the functionality of the Website will be uninterrupted or error free, that defects will be corrected or that the Website or the server that makes it available are free of viruses or anything else which may be harmful or destructive.

Nothing in these Terms of Service shall be construed so as to exclude or limit the liability of TruZeus for death or personal injury as a result of the negligence of TruZeus or that of its employees or agents.

TRADEMARK, COPYRIGHT AND RESTRICTION

This site is controlled and operated by TruZeus. All material on this site, including images, illustrations, audio clips, and video clips, are protected by copyrights, trademarks, and other intellectual property rights that are owned and controlled by us or by other parties that have licensed their material to us. Material on Truzeus.com web site owned, operated, licensed or controlled by us is solely for your personal, non-commercial use. You must not copy, reproduce, republish, upload, post, transmit or distribute such material in any way, including by e-mail or other electronic means and whether directly or indirectly and you must not assist any other person to do so. Without the prior written consent of the owner, modification of the materials, use of the materials on any other web site or networked computer environment or use of the materials for any purpose other than personal, non- commercial use is a violation of the copyrights, trademarks and other proprietary rights, and is prohibited. Any use for which you receive any remuneration, whether in money or otherwise, is a commercial use for the purposes of this clause.

COPYRIGHT COMPLAINT

We at TruZeus respect the intellectual property of others. In case you feel that your work has been copied in a way that constitutes copyright infringement you can write to us via our support page on the website or send us an email via info@truzeus.com.

PAYMENTS

TruZeus payment terms will be set out in the relevant quotation issued by us to you. Where payment terms are not set out in the relevant quotation:

Payment is due 14 days after the invoice date and is of the essence. We will not consider payment to be received until it is represented by cleared funds. Time for payment shall be of the essence. We reserve the right to charge 3% interest per month on any unpaid balances. Any fees incurred by us in recovering payment will be chargeable.
Payment to be made in US Dollars and any other agreed form or currency.

Where possible we will provide a temporary invoice in respect of the Service. Where the quote exceeds $2000 we reserve the right to invoice for the production component of the Service immediately following its completion.

If payment is overdue and/or you are in breach of your obligations set out in this agreement we reserve the right (without prejudice to any other right or remedy available to us) to stop or postpone delivery or performance under this agreement and we will not be liable for any loss you may suffer as a result of application of this clause. We shall have a general lien or right of retention on materials supplied by you to us until payment has been made.

Payment is to be made in full without any discount deduction, set off or abatement. We reserve the right to appropriate any payment made by you and apply it in total or partial satisfaction of any debt due from you to us.

TASK CANCELLATION POLICY

If for any reason client directs TruZeus to stop work on a project, Client must provide written notification. Client agrees to pay for all services provided and costs incurred to date of written notice. In no case will the fee paid to TruZeus be less than that of the deposit.

The total liability of either party to the other party under this agreement (other than a payment obligation for use of the services or the platform), from all causes of action and under all theories of liability will be, limited to the fees actually received by the company under this agreement during the twelve (12) months prior to the date of the event giving rise to the liability. Neither the company (or any of its suppliers or licensors) nor client will be liable for any indirect, incidental, special or consequential damages, including, without limitation, lost profits, loss of use, loss of data or goodwill, arising from the use of the services or the platform or the purchase of any service there from, even if the company has been advised of the possibility of such damages. Even if the company and/or client are aware of the possibility of such damages, the parties acknowledge and agree that this limitation of liability is an essential element of the basis of the bargain between the parties.

TERMINATION

This Agreement may be terminated by either party if the other party commits a material breach of the terms hereof and fails to remedy the breach within 14 days of receiving written notification from the terminating party specifying the breach and requiring its remedy. TruZeus may terminate this Agreement, effective upon 7 days’ written notice to the Client, if TruZeus has requested Client input or feedback needed for the Services and more than three weeks have elapsed without the Client providing the requested input or feedback, unless the Client provides the requested input or feedback prior to the effective date of termination provided in the notice.

Upon termination of this Agreement, or a postponement of the Services requested by the Client and agreed to by TruZeus, for any reason, TruZeus may invoice the Client, and the Client will pay TruZeus, for all Services rendered and costs and expenses incurred to the date of termination or postponement. Any advance payment of fees will be credited against the amount due.

NOTICES

Any notice required to be given under this Agreement must be given in writing by email, with a hard copy of the notice delivered by personal delivery or sent by a major overnight delivery service, for delivery in either case no later than the close of the second business day following the email notice. Notices will be deemed given on the first business day after the email was sent, as determined in The United States. Notices sent to TruZeus must be sent to info@truzeus.com, with the subject line containing “Legal Notice”, and with the hard copy sent to the address given on the “Contact Us” page at www.truzeus.com (or successor page or site). Notices sent to the Client must be sent to the email address provided by the Client in this Agreement or to such other email address as the Client may from time to time designate by notice, and the hard copy may be sent to the address, if any, provided by the Client for notice purposes or, if the Client has not provided such an address, to any other physical address provided by the Client to TruZeus.

ORDER ACCEPTANCE

Please note that there may be certain orders that we are unable to accept and must cancel. Truzeus.com reserves the right, at sole discretion, to refuse or cancel any order for any reason. Some situations that may result in your order being cancelled include limitations on quantities available for purchase, inaccuracies or errors in product or pricing information, or problems identified by our credit and fraud avoidance department. We may also require additional verifications or information before accepting any order. We will contact you if all or any portion of your order is cancelled or if additional information is required to accept your order.

CANCELLATION OF ORDER

TruZeus reserves the right to cancel any order without any explanation for doing so, under situation where TruZeus is not able to meet the requirement of the order placed or order so placed/cancelled does not comply with the TruZeus policy or for any reason. However, TruZeus will ensure that any communication of cancellation of an order is intimated within appropriate time to the concerned person and any applicable refund will be made in reasonable time.

INDEMNITY

You agree to indemnify and hold TruZeus and its employees and agents harmless from and against all liabilities, legal fees, damages, losses, costs and other expenses in relation to any claims or actions brought against TruZeus arising out of any breach by you of these Terms of Service or other liabilities arising out of your use of this Website.

SEVERANCE

If any of these Terms of Service should be determined to be invalid, illegal or unenforceable for any reason by any court of competent jurisdiction then such Term or Condition shall be severed and the remaining Terms of Service shall survive and remain in full force and effect and continue to be binding and enforceable.

The parties hereby agree that each provision herein will be treated as a separate and independent clause, and the unenforceability of any one clause will in no way impair the enforceability of any of the other clauses herein. Moreover, if one or more of the provisions contained in this Agreement is for any reason held to be excessively broad as to scope, activity, subject or otherwise unenforceable at law, such provision or provisions will be construed by the appropriate judicial body by limiting or reducing it or them, so as to be enforceable to the maximum extent compatible with applicable law.

WAIVER

If you breach these Conditions of services and we take no action, we will still be entitled to use our rights and remedies in any other situation where you breach these Conditions of Service

GOVERNING LAW

These Terms of Service shall be governed by and construed in accordance with the law of The United States of America and you hereby submit to the exclusive jurisdiction of the States Courts.

OUR CONTACT DETAILS

Please feel free to send any questions or comments (including all inquiries unrelated to copyright infringement) regarding this Site to the support page on the website or call: 1855TRUZEUS.

Last Revised: 02/20/2017

Terms Of Service

TERMS OF SERVICE