SharedTEAMS Membership Agreement
Please read these Terms of Service (“Agreement”, “Terms of Service”) carefully before joining SharedTEAMS Membership (“Membership”) as a Client (“Member”), of SharedTEAMS, LLC, a Florida corporation doing business as SharedTEAMS (“us”, “we”, “our”, or “Company”). This Agreement sets forth the legally binding Terms of Service for SharedTEAMS Membership between SharedTEAMS and the Member.
Any member may cancel their SharedTEAMS Membership any time without penalty. Cancellation requests must be provided at any time by sending a message to [email protected] or as a request through the membership platform. Unless executed within the first 14 days of membership, cancellations will not prompt a refund of the membership fee for the current month and the member will still be responsible for any additional hours or fees already incurred as part of the SharedTEAMS Membership services.
Following cancellation, members may not rejoin SharedTEAMS membership until 1 year has passed from the date of cancellation unless a start date is specified at the point of cancellation.
Membership Billing Structure
SharedTEAMS members are invoiced and charged on the 1st of each month as dues for that month’s membership package and any additional hour fees incurred over the previous month.
Unused project hours do not carry over into subsequent months.
Late payment exceeding 14 days shall be considered as constituting a material breach of the Contract entitling the Company (at its discretion) to cancel the Contract or to affirm the Contract and assert the usual remedies for breach.
Member Obligations and SharedTEAMS Rights to Terminate Membership
Members shall provide assistance and technical information to the SharedTEAMS, as reasonably requested in sufficient time to facilitate the execution of activities. The Member shall be obliged to inform the Company immediately of changes of domain names, websites, technical setup, and any other material information regarding the technical infrastructure which may affect the Services delivered by the SharedTEAMS. SharedTEAMS Members are expected to communicate and behave in a respectful and professional manner. SharedTEAMS reserves the right to terminate membership at any point for any reason without prior notice.
Members are responsible to maintain the confidentiality of your password and shall be responsible for all uses via your registration and/or login, whether authorized or unauthorized by you. You agree to immediately notify us of any unauthorized use or your registration, user account, or password.
Company Warranties and Liabilities
The Company shall use all reasonable endeavors to meet any performance dates specified in the Order but any such dates shall be estimates only and time shall not be of the essence for the provision of the Services. The Company shall not be liable for any delay in the delivery of the Services caused by a Force Majeure event or the Client’s failure to provide the Company with adequate delivery instructions or any other instructions relevant to the supply of the Services. The Company shall have the right to make any changes to the Services which are necessary to comply with any applicable law. The Company shall be entitled to use a Group Company or other subcontractors for the provision of the Services provided always that the Company shall remain liable to the Client for the performance of the Services as if it had carried them out itself.
SharedTEAMS will make an effort to ensure that project work is of high quality and in-line with industry best practices. SharedTEAMS shall have no liability for any losses or damages which may be suffered by the Client whether the same are suffered directly or indirectly or are immediate or consequential which fall into the following categories:
Any indirect or consequential loss arising under or in relation to the Contract even though the Company was aware of the circumstances in which such loss could arise; Loss of profits; loss of anticipated savings; loss of business opportunity or goodwill;
Loss of data; and Fraudulent clicks on any of the Client’s accounts managed by the Company.
SharedTEAMS shall not be liable for downtimes, interference in the form of hacking, virus, disruptions, interruptions, faulty third-party software, search engines, or websites on which a service is dependent or other deliveries from a third party. SharedTEAMS shall use its reasonable efforts to assist in remedial efforts if so requested by the Member.
Intellectual Property Rights
The Member shall indemnify SharedTEAMS against all damages, losses, and expenses suffered or incurred by SharedTEAMS as a result of the Materials which the Member has contributed or approved being in contravention of legislation, decency, marketing rules or any action that any such Materials infringe any Intellectual Property Rights of a third party.
The parties shall be obliged to notify the other party without undue delay of any claims raised against a party as described above.
A party (Receiving Party) shall keep in strict confidence all technical or commercial know-how, specifications, inventions, processes or initiatives which are of a confidential nature and have been disclosed to the Receiving Party by the other party (Disclosing Party), its employees, agents or subcontractors, and any other confidential information concerning the Disclosing Party’s business or its products or its services which the Receiving Party may obtain. The Receiving Party shall restrict disclosure of such confidential information to such of its employees, agents or subcontractors as need to know it for the purpose of discharging the Receiving Party’s obligations under the Contract, and shall ensure that such employees, agents or subcontractors are subject to obligations of confidentiality corresponding to those which bind the Receiving Party. This clause shall survive termination of the Contract.
During the term of the Agreement and for a period ending 5 years from the date of its conclusion, the Company shall take the same care as the Company uses with its own confidential information, to avoid, without the Client’s consent, the disclosure to any third party (except a subcontractor working on the Services who is subject to similar undertakings of confidentiality) of any of the Member’s business or operational information which the Member has designated as confidential.
The obligation in Clause 12.2 shall not apply to any information which is or becomes publicly available otherwise than through a breach of this agreement, is already or rightly comes into the Company’s possession without an accompanying obligation of confidence, is independently developed by the Company, or which the Company is required to disclose by law.
During the term of the Contract and for a period ending 5 years from termination thereof, the Client will not disclose to any persons within its organization that do not have a need to know, or to any third party, any information and non-Client materials provided by the Company concerning the method or approach the Company uses in providing the Services.
Each party agrees to comply with its respective obligations under the Data Protection Act 1998.
Neither party shall be held liable for a Force Majeure Event. If a party believes that a Force Majeure Event has occurred, such party shall immediately inform the other party of the start and end of the Force Majeure Event. Notwithstanding the other provisions of the present Terms, each party shall be entitled to terminate the Contract without liability to the other by written notice to the other party in the event that the performance of the Contract is impeded for more than 6 months due to a Force Majeure Event.
During the term of the Agreement and for a period of 3 years thereafter, the Client agrees not to employ or engage or offer to employ or engage anyone designated by the Company to work on the Services.
The failure of either party to enforce or to exercise at any time or for any period of time any right pursuant to these Terms does not constitute, and shall not be construed as a waiver of such terms or rights and shall in no way affect that party’s right later to enforce or to exercise it.
If any term of these Terms is found illegal, invalid or unenforceable under any applicable law, such term shall, insofar as it is severable from the remaining Terms, be deemed omitted from these Terms and shall in no way affect the legality, validity or enforceability of the remaining Terms which shall continue in full force and effect and be binding on the parties to the Contract.
The parties acknowledge and agree that the Agreement supersedes any prior agreement, understanding or arrangement between the parties, whether made orally or in writing and constitute the entire agreement between the Company and the Member relating to these Services. Therefore, except as expressly provided, all other conditions and warranties (implied, statutory or otherwise) are hereby excluded to the fullest extent permitted by law.
Law and Jurisdiction
The Company and the Member shall be obliged to attempt to settle any disputes arising between them including disputes relating to the existence or validity of the Contract through negotiation provided always that either party shall be entitled at all times to exercise any of its other remedies including through taking legal action.
The Contract shall be governed by and construed in accordance with Florida law and the parties hereby agree to submit to the non-exclusive jurisdiction of the Florida courts.
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