1. These Terms and Conditions of Purchase (these “Terms”) govern your purchase of ProductivityDrivers products, subscriptions, and services (collectively, the “Offerings”) from ProductivityDrivers, Inc. (referred to as “ProductivityDrivers”, “Company”, “us”, “we”, or “our” as the context may require) or otherwise in online transactions linking to these Terms via a Company website (the “Website”). Please read them carefully. By placing an order for our Offerings, you accept and are bound by these Terms. References in these Terms to “you”, “your” and “Purchaser” refer to the person or entity procuring one or more Offerings pursuant to these Terms.
You may not order or obtain products or services from the Website if you (a) do not agree to these Terms, (b) are not at least 18 years of age, or (c) are prohibited from accessing or using the Website or any of the Website’s contents or Offerings by applicable law.
These Terms are subject to change by us without prior written notice at any time, in our sole discretion.
2. Prices and Payment Terms. All published prices for the Offerings are subject to change without notice and are stated in U.S. dollars. The price charged for a product or service will be the price in effect at the time the order is placed. Posted prices do not include applicable taxes, if any, or charges for shipping and handling, which will be added to your total in your shopping cart prior to final purchase. We are not responsible for pricing, typographical, or other errors in any offer by us and we reserve the right to cancel any orders arising from such errors. Purchases through the Website constitute Purchaser’s commitment to pay the amount indicated in Purchaser’s order.
3. Discounts; Special Offers. From time to time, we may offer limited time and quantity discounts and similar incentives. Such offers may be subject to additional terms and conditions as indicated and are void where prohibited. We may cancel and/or modify such offers at any time (except as to your orders in which you properly redeem the offer).
4. Delivery of Products and Services; License to Digital Content.
(a) The Weekly Coaching Conversation Manager Program (the “WCC Manager Program”) includes access via the Internet to such video and other digital content as is indicated at the time of purchase (the “Digital Content”). Purchasers will be provided access credentials to access the Digital Content via the Internet.
(b) Subject to these Terms, Purchasers of the WCC Manager Program are granted a limited, non-exclusive, revocable, non-transferable, and non-sublicenseable right to access the Digital Content via the Internet for your subscription term, if any.
(c) The Company reserves the right to modify or supplement the Digital Content included in the WCC Manager Program from time to time. The Company does not undertake to maintain hosting of the Digital Content indefinitely or in its present form. In the event that Company ceases to host the Digital Content, Company will provide Purchaser a reasonable opportunity to download one copy of the Digital Content for use consistent with these Terms.
(e) Purchaser shall:
(i) not transfer or share Purchaser’s log-in credentials with or provide access to third parties to the Digital Content, assign Digital Content licenses to any non-employee/owner of Purchaser, or otherwise rent, lease, sublicense, re-sell, distribute, transfer, copy or modify the Digital Content or any component thereof (except that Purchaser may download, copy and print Digital Content designed to be downloadable and printed, such as worksheets and the like (“Print Content”) as reasonably required and solely for their intended use by Purchaser);
(ii) not download (other than for the purposes of viewing through the Website as intended such as streaming videos) any Digital Content other than Print Content;
(iii) not submit or introduce viruses or any other malicious code to the Website;
(iv) comply with all applicable laws and regulations with respect to use of the Website and Digital Content;
(v) not translate, decompile, or create or attempt to create, by reverse engineering or otherwise, the Digital Content, the Website or the business management operating system also referred to as the Weekly Coaching Conversation SystemTM as reflected and embodied in the Digital Content (the “WCC System”);
(vi) not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit the Digital Content, the Website or the WCC System;
(vii) not use the Website, the WCC System or Digital Content for the purpose of building a similar or competitive product or service;
(viii) not delete, alter, or obscure any copyright, trademark or other proprietary rights notices from Digital Content or other materials from the Website;
(ix) not use the Website or Digital Content in any manner, or in connection with any content, data, hardware, software or other materials that infringes upon or violates any patent, copyright, trade secret, trademark, or other intellectual property right of any third party, or that constitutes a defamation, libel, invasion of privacy, or violation of any right of publicity or other third party right, or that is threatening, harassing or malicious.
(f) Purchaser is responsible for acquiring, installing, operating and maintaining the hardware and software environment, network connections, and telecommunication links, necessary to access and use the Digital Content through the Internet.
5. Satisfaction Guarantee; Returns and Refunds. If you are not satisfied with the WCC Manager Program, you may contact us within 30 days of your purchase at firstname.lastname@example.org or (888) 376-7656 to receive a full refund (excluding any sales tax charges). Your refund will be credited back to the same payment method used to make the original purchase on the Website. Certain Offerings require you to activate and assign a license to a particular person. While we will notify you of such requirement and provide instructions, your 30 day satisfaction guarantee will commence from the date of purchase, not the date of activation. We will not extend the satisfaction guarantee due to your failure to timely activate an Offering. Purchases are non-refundable following the 30 day satisfaction guarantee absent our material failure to provide the purchased Offerings (as determined in our sole discretion) or our express written approval.
6. Disclaimer. Your use of our Offerings is at your own risk and they are provided on an “as is” and “as available” basis, without any statements or warranties of any kind, either express or implied. Neither Company, its affiliates nor any person associated with them makes any statement, warranty or representation with respect to the completeness, security, reliability, quality, accuracy or availability of the Offerings. Without limiting the foregoing, neither Company, its affiliates nor anyone associated with them promises that the Offerings will be accurate, reliable, error-free or uninterrupted, that defects will be corrected, that the Offerings or the Website or the server on which they are hosted, are free of viruses or other harmful components, or that the Offerings will meet Purchaser’s needs or expectations or any particular result. Company and its affiliates hereby disclaim all warranties of any kind, whether express or implied, statutory or otherwise, including but not limited to any warranties of merchantability, non-infringement and fitness for particular purpose. No verbal, visual, or written representations, promises, guarantees, information, or advice about performance, achievement of a particular result or otherwise that is given by Company, its affiliates or their authorized representatives in any context shall create a warranty or be relied upon unless it is expressly provided in these Terms. This Section 7, does not apply to or limit the above 30 day satisfaction guarantee (the “Satisfaction Guarantee”) nor does it affect or limit any warranties that cannot be excluded or limited under applicable law.
7. Limitations of Liability. The remedies described above are your sole and exclusive remedies and our entire obligation and liability. Notwithstanding anything to the contrary contained in these Terms, the Company’s liability arising out of or relating to the Offerings, regardless of the form of action (whether contract, tort or otherwise and including without limitation active and passive negligence), shall be limited to the actual amount paid by you for the Offering. In no event shall Company be liable for any indirect, punitive, special, exemplary, incidental, consequential or other damages of any type or kind (including loss of data, revenue, profits, use or other economic advantage) arising out of, or in any way connected with the purchase of the Offerings, including the use or interruption in use of the Digital Content, any interruption, inaccuracy, error or omission in the Digital Content (regardless of cause), even if the Company has been previously advised of the possibility of such damages. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
8. Intellectual Property Ownership. You acknowledge and agree that the Company owns all right, title and interest in and to the WCC Manager Program, the Digital Content, the Website, and the WCC System and all intellectual property rights in the foregoing, (collectively, “PD Property”). All rights in PD Property not expressly granted to Purchaser in these Terms are reserved by PD. We will remain the sole and exclusive owner of all intellectual property rights in and to each Offering. You do not and will not have or acquire any ownership of these intellectual property rights in or to the Offerings, or of any intellectual property rights relating to the Offerings. References in these Terms to “purchase”, “sale”, “purchaser” and the like are not intended to transfer any right, title or interest in or to the Digital Content other than as is expressly provided in these Terms or the WCC System. 9. Availability of Website. Purchaser recognizes that the traffic of data through the Internet may cause delays during the accessing of Digital Content. Accordingly, Purchaser shall not hold the Company liable for delays that are ordinary in the course of Internet use or for delays not caused by the Company. Subscriber further acknowledges and accepts that the Website will not be available on a continual twenty-four hour basis due to such delays, or delays caused by the Company’s upgrading, modification, or standard maintenance of the Offerings and the systems through which they are hosted. The Company will use commercially reasonable efforts to enable the Digital Content to be accessible to paid Purchasers of the WCC Manager Program in good standing, except for scheduled maintenance and required repairs, and except for any interruption due to causes beyond the reasonable control of, or not reasonably foreseeable by the Company, including, but not limited to, any Force Majeure Event (as defined below). The foregoing undertaking shall not apply to the extent of any non-conformance caused by use of the Digital Content or the systems through which it is hosted in a manner contrary to the Company’s instructions and these Terms.
10. Force Majeure. We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms, for any failure or delay in our performance under these Terms when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.
11. Governing Law and Jurisdiction. All matters arising out of or relating to these Terms shall be construed and governed by the laws of the State of California, without regard to the principles of conflict of laws thereof. Purchaser agrees and accepts that any legal action or proceeding shall be brought in the federal or state courts for the State of California located in San Diego County, and Purchaser expressly waives any objection to personal jurisdiction, venue or forum non conveniens.
12. No third party beneficiaries. No person or entity not a party to these Terms will be deemed to be a third party beneficiary of these Terms or any provision hereof.
13. Assignment. You may not assign any of your rights or delegate any of your obligations under these Terms without our prior express written consent. Any purported assignment or delegation in violation of the foregoing is null and void.
14. No Waivers. The failure by us to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of the Company.
15. Notices. We may provide any notice to you under these Terms by: (i) sending a message to the email address you provide for contact purposes or (ii) by posting to the Website. Notices sent by email will be effective when we send the email and notices we provide by posting will be effective upon posting. It is your responsibility to keep your email address current. You may send notices or requests to us at email@example.com or by calling (888) 376-7656.
16. Severability. If any provision of these Terms is invalid, illegal, void or unenforceable, then that provision will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.