Last Updated on September 17, 2018
1. Agreement to Terms
2. Description of Services
GoDaddy MSH Inc.’s subscription services aim to provide you with both a team and the technology to improve your social media presence. The subscription service plans may include the following features: social profile optimization; review responses; custom posts to social media; branded email campaigns; and reporting and insights. The exact features available to you are dependent upon plan purchased.
i. Social Profile Optimization. We will create or upgrade all of your social media pages, with unlimited periodic updates to keep your business relevant and up-to-date. This can include a professional photo shoot for your business to create a portfolio of professionally shot and edited photos to use across your social media sites.
ii. Unlimited Review Responses. We will track reviews about your business on Google, Yelp and Facebook and will respond to every review, whether positive or negative. You can even chose to review and approve every response before we post them. Additionally, we monitor for reviews that violate the guidelines of Yelp, Google or Facebook and flag those reviews for you.
iii. Custom Posts to Social Media. We will work with you to create a unique marketing plan and then execute with custom posts on Facebook, Instagram, and Twitter. Custom posts may also include on-demand social media campaigns related to a time-sensitive special, promotion or even that your business is running. The number of posts per week vary based on the subscription services plan.
iv. Branded Email Campaigns. Our team will design branded email campaigns for promotions, event updates, or any type of special offering to send to your subscriber list.
v. Reporting and Insights. We give you the ability to track data on every piece of content we publish and how consumers engage with the content. This data is shared with you through performance review kits.
3. Modification of Terms, Site, or Services
GoDaddy MSH Inc. may, in its sole and absolute discretion, change or modify these Terms at any time, and such changes or modifications shall be effective immediately upon posting on the Site. Your use of the Services after such changes or modifications have been made shall constitute your acceptance of these Terms as last revised. If you do not agree to be bound by these Terms as last revised, do not use (or continue to use) the Services. It is therefore very important that you keep your Account information current. GoDaddy MSH Inc. assumes no liability or responsibility for your failure to receive an email notification if such failure results from an inaccurate email address. In addition, GoDaddy MSH Inc. may terminate your use of Services for any violation or breach of any of the terms of these Terms by you. GODADDY MSH INC. RESERVES THE RIGHT TO MODIFY, CHANGE, OR DISCONTINUE ANY ASPECT OF THIS SITE OR THE SERVICES, INCLUDING WITHOUT LIMITATION PRICES AND FEES FOR THE SAME, AT ANY TIME.
You may use the Services only if you are 18 years or older and capable of forming a binding contract with GoDaddy MSH Inc. and are not barred from using the Services under applicable law. You represent and warrant that you (a) have not previously been suspended by GoDaddy MSH Inc. or removed from the Site; (b) are not a competitor of GoDaddy MSH Inc.; and (c) have full power and authority to enter into these Terms of Service and in doing so will not violate any other agreement to which you are a party. If you are entering into these Terms on behalf of a corporate entity, you represent and warrant that you have the legal authority to bind such corporate entity to the Terms. In that if, after your electronic acceptance of the Terms, GoDaddy MSH Inc. finds that you do not have the legal authority to bind such corporate entity, you will be personally responsible for the obligations contained in these Terms, including, but not limited to, the payment obligations. GoDaddy MSH Inc. shall not be liable for any loss or damage resulting from GoDaddy MSH Inc.’s reliance on any instruction, notice, document, or communication reasonably believed by GoDaddy MSH Inc. to be genuine and originating from an authorized representative of your corporate entity. If there is reasonable doubt about the authenticity of any such instruction, notice, document or communication, GoDaddy MSH Inc. reserves the right (but undertakes no duty) to require additional authentication from you. You further agree to be bound by the terms of these Terms for transactions entered into by you, anyone acting as your agent and anyone who uses you’re Account or the Services, whether or not authorized by you.
5. Registration/Your Account
If you want to use certain features of the Services you’ll have to create an account (“Account”), which you can do by contacting our representatives. In creating an account, you will be required to provide certain information about yourself and establish your login credentials. It’s important that you provide us with accurate, complete, and up-to-date information for your Account and you agree to update such information, as needed, to keep it accurate, complete and up-to-date. If you don’t, we might have to suspend or terminate your Account. You agree that you won’t disclose your Account password to anyone and you’ll notify us immediately of any breach of security or unauthorized use of your Account. You’re responsible for all activities that occur under your Account, whether or not you know about them. GoDaddy MSH Inc. will not be liable for any loss you incur due to any unauthorized use of your Account. You, however, may be liable for any loss GoDaddy MSH Inc. or others incur caused by your Account, whether caused by you, or by an authorized person, or by an unauthorized person. You may be able to create a “Business Account” for a group of Accounts for your employees and/or independent contractors providing services to your business (“Authorized Users”). To the extent you create a Business Account, each Authorized User must have his/her own Account. You and your Account administrator(s) will determine the access and policy controls for your Authorized Users within your Business Account (each with their own unique login credentials). You are responsible for all actions taken under an Authorized User’s Account, whether or not such action was authorized by an Authorized User. You are responsible for the security of each Authorized User’s Account and will not share (and will instruct each Authorized User not to share) such Account details with any other person or entity or otherwise permit any other person or entity to access or use the Services.
6. Use and Availability of the Services
We grant you, and your Authorized Users, permission to use the Services subject to your compliance with these Terms of Service, and during the applicable subscription term (“Subscription Term”). You access and use the Site at your own risk. Subject to these Terms, we’ll use commercially reasonable efforts to provide Services during the applicable Subscription Term. You will promptly inform of any issue regarding the Services of which you become aware. You acknowledge and agree that from time to time this Site may be inaccessible or inoperable for any reason including, but not limited to, equipment malfunctions; periodic maintenance, repairs or replacements that we undertake from time to time; or causes beyond our reasonable control or that are not reasonably foreseeable including, but not limited to, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures. You acknowledge and agree that we have no control over the availability of this Site or the Service on a continuous or uninterrupted basis, and that we assume no liability to you or any other party with regard thereto.
7. Unauthorized Access
We reserve the right to exercise whatever lawful means we deem necessary to prevent unauthorized access to or use of the Site, including, but not limited to, technological barriers, IP mapping, and contacting your Internet Service Provider (ISP) regarding such unauthorized use.
8. Subscription Payment and Term
By purchasing or subscribing to the Services, you agree to a minimum Subscription Term of three (3) months, during which you are obliged to maintain a subscription at the same or greater price than the subscription selected in the first month. A valid credit card is required for paying the subscription fees. Subscriptions are billed on a monthly basis at the beginning of each subscription month and are non-refundable. Please note that our fees are subject to change, although we will give you at least a month’s notice before any new fees take effect. Other than as required by applicable law, GoDaddy MSH Inc. does not retain hard copies or electronic versions of mandate, standing order or standing instruction forms and/or any signed consents relating to your usage of our automatic renewal services, and we are therefore unable to provide any such document upon request. You may change your automatic renewal settings at any time by emailing email@example.com. IN ORDER TO ENSURE THAT YOU DO NOT EXPERIENCE AN INTERRUPTION OR LOSS OF SERVICES, ALL SERVICES ARE OFFERED ON AUTOMATIC RENEWAL. EXCEPT FOR REASONS DESCRIBED BELOW IN THIS SECTION, AUTOMATIC RENEWAL AUTOMATICALLY RENEWS THE APPLICABLE SERVICE UPON EXPIRATION OF THE THEN CURRENT TERM FOR A RENEWAL PERIOD EQUAL IN TIME TO THE MOST RECENT SERVICE PERIOD. FOR EXAMPLE, IF YOUR LAST SERVICE PERIOD IS FOR ONE MONTH, YOUR RENEWAL PERIOD WILL TYPICALLY BE FOR ONE MONTH. HOWEVER, IN THE EVENT RENEWAL WITH THE PAYMENT METHOD ON FILE FAILS, GODADDY MSH INC. MAY ATTEMPT TO RENEW THE APPLICABLE SERVICE FOR A PERIOD LESS THAN THE ORIGINAL SUBSCRIPTION PERIOD TO THE EXTENT NECESSARY FOR THE TRANSACTION TO SUCCEED. UNLESS YOU DISABLE THE AUTOMATIC RENEWAL OPTION WITHIN TWO BUSINESS DAYS BEFORE YOUR NEXT BILLING DATE, GoDaddy MSH Inc. WILL AUTOMATICALLY RENEW THE APPLICABLE SERVICE WHEN IT COMES UP FOR RENEWAL AND WILL TAKE PAYMENT FROM ANY PAYMENT METHOD YOU HAVE ON FILE WITH GODADDY MSH INC. AT GODADDY MSH INC.’S THEN CURRENT RATES, WHICH YOU ACKNOWLEDGE AND AGREE MAY BE HIGHER OR LOWER THAN THE RATES FOR THE ORIGINAL SERVICE PERIOD. IF YOU DO NOT WISH FOR ANY SERVICE TO AUTOMATICALLY RENEW, YOU MAY ELECT TO CANCEL RENEWAL, IN WHICH CASE, YOUR SERVICES WILL TERMINATE UPON EXPIRATION OF THE THEN CURRENT TERM, UNLESS YOU MANUALLY RENEW YOUR SERVICES PRIOR TO THAT DATE (IN WHICH CASE THE SERVICES WILL AGAIN BE SET TO AUTOMATIC RENEWAL). IN OTHER WORDS, SHOULD YOU ELECT TO CANCEL YOUR PRODUCT AND FAIL TO MANUALLY RENEW YOUR SERVICES BEFORE THEY EXPIRE, YOU MAY EXPERIENCE AN INTERRUPTION OR LOSS OF SERVICES, AND GODADDY MSH INC. SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY REGARDING THE SAME.
9. Proprietary Rights
9.1. Content • “Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services. • “GoDaddy MSH Inc.” means any Content created or licensed by GoDaddy MSH Inc. (including, without limitation, Content created for you or with your input). • “Customer Content” means any Content that Account holders (including you) provide to be made available through the Services. 9.2. Content Ownership GoDaddy MSH Inc. does not claim any ownership rights in any Customer Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your Customer Content. Subject to the foregoing, GoDaddy MSH Inc. and its licensors exclusively own all right, title and interest in and to the Services and GoDaddy MSH Inc. Content, including all associated intellectual property rights. You acknowledge that the Services and GoDaddy MSH Inc. Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content. 9.3. Rights in Customer Content Granted by You By making any Customer Content available through Services you hereby grant to GoDaddy MSH Inc. a non-exclusive, transferable, sublicenseable, worldwide, royalty-free license to use, copy, modify, create derivative works based upon, publicly display, publicly perform and distribute your Customer Content in connection with operating and providing the Services and Content to you and to other Account holders. You are solely responsible for all your Customer Content. You represent and warrant that you own all your Customer Content or you have all rights that are necessary to grant us the license rights in your Customer Content under these Terms. You also represent and warrant that neither your Customer Content, nor your use and provision of your Customer Content to be made available through the Services, nor any use of your Customer Content by GoDaddy MSH Inc. on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. You assume all risks associated with your Content, including anyone’s reliance on its accuracy, completeness or usefulness, or any disclosure by you of information in your Content that makes you personally identifiable. You can remove your Customer Content by contacting us and requesting that it be deleted. However, in certain instances, some of your Customer Content (including, without limitation, posts or comments that have been made) may not be completely removed and copies of your Customer Content may continue to exist on the Services in archive or backup form. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your Customer Content. 9.4. Photographs, Videos and Recordings To the extent you request that we photograph, film and/or record you, we may do so and any such photos, videos or recordings will be considered GoDaddy MSH Inc. Content and will be owned exclusively by GoDaddy MSH Inc. To the extent such photos, videos or recordings contain any third party’s name, image, likeness or voice, you represent and warrant that you will obtain all necessary permissions and releases from such third party. In the event you wish to use such photos, videos or recordings in connection with your business outside of the Services, upon your request, we may choose to grant you a non-exclusive, non-transferable, non-sublicenseable, worldwide license to use, copy, modify, create derivative works based upon, publicly display, publicly perform, and display certain of those photos, videos, or recordings subject to the payment of a fee. 9.5. Rights in Content Granted by GoDaddy MSH Inc. Subject to your compliance with these Terms, GoDaddy MSH Inc. grants you a limited, non-exclusive, non-transferable, non-sublicensable license to download, view, copy, display and print the GoDaddy MSH Inc. Content solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes. 9.6. Content Disclaimer In accessing or using the Services, you may be exposed to Content that is offensive, indecent, inaccurate, objectionable, or otherwise inappropriate. GoDaddy MSH Inc. does not endorse such Content and cannot vouch for its accuracy. 9.7. Feedback We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You can submit Feedback by emailing us at firstname.lastname@example.org. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.
10. Access Rights
As part of the Services, you may choose to allow GoDaddy MSH Inc. to manage third-party profiles, applications or websites on your behalf (“Third-Party Services”) using usernames and passwords that you provide to log in to the Third-Party Services (such information comprising a “Third-Party Login”). You hereby grant GoDaddy MSH Inc. the right to (1) create, access and manage the Third-Party Services in your name using GoDaddy MSH Inc. Content, Customer Content and publicly available information; (2) post, at GoDaddy MSH Inc.’s discretion, Customer Content or GoDaddy MSH Inc. Content to the Third-Party Services in your name, including but not limited to Content that mentions, discusses, or promotes third parties; (3) access, collect, read, analyze, and otherwise use on your behalf the information available on the Third-Party Services; (4) host, using the resources of GoDaddy MSH Inc. or its affiliates, the Third-Party Services, to the extent necessary to provide the Services; and (5) use and store Third-Party Logins to accomplish any of the foregoing. YOU ACKNOWLEDGE AND AGREE THAT WHEN GODADDY MSH INC. IS CREATING, ACCESSING AND MANAGING THE THIRD-PARTY SERVICES, GODADDY MSH INC. IS ACTING AS YOUR AGENT, AND NOT AS THE AGENT OF OR ON BEHALF OF THE THIRD PARTY THAT MAINTAINS THE THIRD-PARTY SERVICES. Your access to the Third-Party Services is governed solely by the agreement between you and the operator of the Third-Party Services. Upon termination of your use of GoDaddy MSH Inc.’s services, you retain the right to access and control the Third-Party Services not hosted by GoDaddy MSH Inc. or its affiliates, as well as Customer Content. At any time, including upon termination of your use of Services, GoDaddy MSH Inc. may delete, disable, alter, remove, retain, or otherwise dispose of the Third-Party Services, if any, hosted by GoDaddy MSH Inc. or its affiliates. GoDaddy MSH Inc. may continue to access, collect, read, analyze, and otherwise use the Third-Party Services for the purpose of data collection until you inform GoDaddy MSH Inc. otherwise.
11. General Prohibitions and GoDaddy MSH Inc.’s Enforcement Rights
You acknowledge and agree that: i. Your use of the Services, including any Customer Content you submit, will comply with these Terms and all applicable local, state, national and international laws, rules and regulations. ii. You will not collect or harvest (or permit anyone else to collect or harvest) any Customer Content or any non-public or personally identifiable information about any person or entity without their express prior written consent. iii. You will not use the Services in a manner (as determined by GoDaddy MSH Inc. in its sole and absolute discretion) that: o Is illegal, or promotes or encourages illegal activity; o Promotes, encourages or engages in child pornography or the exploitation of children; o Promotes, encourages or engages in terrorism, violence against people, animals, or property; o Promotes, encourages or engages in any spam or other unsolicited bulk email, or computer or network hacking or cracking; o Violates the Ryan Haight Online Pharmacy Consumer Protection Act of 2008 or similar legislation, or promotes, encourages or engages in the sale or distribution of prescription medication without a valid prescription; o Violates the Fight Online Sex Trafficking Act of 2017 or similar legislation, or promotes or facilitates prostitution and/or sex trafficking; o Infringes on the intellectual property rights of any other person or entity; o Violates the privacy or publicity rights of another User or any other person or entity, or breaches any duty of confidentiality that you owe to another User or any other person or entity; o Interferes with the operation of the Services; o Contains or installs any viruses, worms, bugs, Trojan horses or other code, files or programs designed to, or capable of, disrupting, damaging or limiting the functionality of any software or hardware; or o Contains false or deceptive language, or unsubstantiated or comparative claims, regarding GoDaddy MSH Inc. or GoDaddy MSH Inc.’s Services. iv. You will not copy or distribute in any medium any part of the Services, except where expressly authorized by GoDaddy MSH Inc. v. You will not modify or alter any part of the Services or any of its related technologies. vi. You will not access GoDaddy MSH Inc. Content or Customer Content through any technology or means other than through the Services, or as GoDaddy MSH Inc. may designate. vii. You agree to accept as a risk the loss of any and all of your Customer Content. viii. You will not re-sell or provide the Services for a commercial purpose, including any of GoDaddy MSH Inc.’s related technologies, without GoDaddy MSH Inc.’s express prior written consent. ix. You will not to circumvent, disable or otherwise interfere with the security-related features of the Services (including without limitation those features that prevent or restrict use or copying of any GoDaddy MSH Inc. Content or Customer Content) or enforce limitations on the use of the Services, the GoDaddy MSH Inc. Content or the Customer Content therein. x. You agree to provide government-issued photo identification and/or government-issued business identification as required for verification of identity when requested. xi. You are aware that GoDaddy MSH Inc. may from time-to-time call you about your Account, and that, for the purposes of any and all such call(s), you may be subject to call recording and hereby consent to the same, subject to any applicable laws and our restrictions and obligations thereunder, including, where permissible, to record the entirety of such calls regardless of whether GoDaddy MSH Inc. asks you on any particular call for consent to record such call. You further acknowledge and agree that, to the extent permitted by applicable law, any such recording(s) may be submitted as evidence in any legal proceeding in which GoDaddy MSH Inc. is a party, by providing your telephone or mobile number, you consent to receive marketing telephone calls from or on behalf of GoDaddy MSH Inc. that may be initiated by an automatic telephone dialing system and/or use an artificial or prerecorded voice. You understand that providing consent is not a condition of purchasing any good or service from GoDaddy MSH Inc. Similarly, by providing your mobile number, you consent to receive marketing text messages from or on behalf of GoDaddy MSH Inc. that may be sent by an automatic telephone dialing system. You understand that providing consent is not a condition of purchasing any good or service from GoDaddy MSH Inc.. Message and data rates may apply. Further, you will not: • Attempt to access or search the Services or Content or download Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by GoDaddy MSH Inc. or other generally available third-party web browsers; • Use the Services or Content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms; • Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services or Content to send altered, deceptive or false source-identifying information; • Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or Content; • Collect or store any personally identifiable information from the Services from other users of the Services without their express permission; • Impersonate or misrepresent your affiliation with any person or entity; or • Encourage or enable any other individual to do any of the foregoing. Although we’re not obligated to monitor access to or use of the Services or Content or to review or edit any Content, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. WE RESERVE THE RIGHT, BUT ARE NOT OBLIGATED, TO REMOVE OR DISABLE ACCESS TO ANY CONTENT, AT ANY TIME AND WITHOUT NOTICE, IF WE, AT OUR SOLE DISCRETION, CONSIDER ANY CONTENT TO BE OBJECTIONABLE OR IN VIOLATION OF THESE TERMS. WE HAVE THE RIGHT TO INVESTIGATE VIOLATIONS OF THESE TERMS OR CONDUCT THAT AFFECTS THE SERVICES. WE MAY ALSO CONSULT AND COOPERATE WITH LAW ENFORCEMENT AUTHORITIES TO PROSECUTE USERS WHO VIOLATE THE LAW.
12. DMCA/Copyright Policy
GoDaddy MSH Inc. respects copyright law and expects its users to do the same. Please see GoDaddy MSH Inc.’s Copyright and IP Policy at www.mainstreethub.com/copyright-policy/, for further information.
13. Links to Third Party Websites or Resources
The Services may contain links to third-party websites or resources. We provide these links only as a convenience and are not responsible for the content, products or services on or available from those websites or resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party websites or resources.
14. Cancellation, Termination, and End-of-Life
You are solely responsible for cancelling your subscription, pursuant to Section 8 (Subscription Payment and Term) of these terms. You may cancel your subscription or your Account at any time by contacting your dedicated account manager via telephone at least two (2) days before your next billing date. Email and voicemail messages to GoDaddy MSH Inc. are not a recognized method of cancellation. We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. You will not receive a refund for any partial-term cancellation or termination. Although GoDaddy MSH Inc. makes great effort to maximize the lifespan of all its Services, there are times when a Service or feature that we offer will be discontinued or reach its End-of-Life (“EOL”). If that is the case, that product or service will no longer be supported by GoDaddy MSH Inc., in any way, effective on the EOL date. Notice and Migration. In the event that any Service or feature we offer has reached or will reach EOL, we will attempt to notify you thirty or more days in advance of the EOL date. It is your responsibility to take all necessary steps to replace the Service or feature by migrating to a new Service before the EOL date, or by entirely ceasing reliance on said Service or feature before the EOL date. In either case, GoDaddy MSH Inc. will either offer a comparable Service or feature for you to migrate to for the remainder of the term of your purchase, a prorated in-store credit, or a prorated refund, to be determined by GoDaddy MSH Inc. in its sole and absolute discretion. GoDaddy MSH Inc. may, with or without notice to you, migrate you to the most up-to-date version of the Service or feature, if available. You agree to take full responsibility for any and all loss or damage arising from any such migration. No Liability. GoDaddy MSH Inc. will not be liable to you or any third party for any modification, suspension, or discontinuance of any of the Services or features we may offer or facilitate access to.
15. Disclaimer of Representations and Warranties
YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES SHALL BE AT YOUR OWN RISK AND THAT THE SERVICES ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”. GODADDY MSH INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. GoDaddy MSH Inc., ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND GoDaddy MSH Inc. ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY GoDaddy MSH Inc., ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS (INCLUDING WITHOUT LIMITATION ITS CALL CENTER OR CUSTOMER SERVICE REPRESENTATIVES), AND THIRD PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THE SERVICES, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THESE TERMS OR YOUR USE OF THE SERVICES.
16. Limitation of Liability
IN NO EVENT SHALL GoDaddy MSH Inc., ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS, BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING ANY THAT MAY RESULT FROM (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (III) THE SERVICES, (IV) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, (V) THIRD-PARTY CONDUCT OF ANY NATURE WHATSOEVER, (VI) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL CONTENT, PERSONAL INFORMATION, FINANCIAL INFORMATION OR OTHER INFORMATION AND DATA STORED THEREIN, (VII) ANY INTERRUPTION OR CESSATION OF SERVICES, (VIII) ANY VIRUSES, WORMS, BUGS, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR FROM THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (IX) ANY CUSTOMER CONTENT OR CONTENT THAT IS DEFAMATORY, HARASSING, ABUSIVE, HARMFUL TO MINORS OR ANY PROTECTED CLASS, PORNOGRAPHIC, “X-RATED”, OBSCENE OR OTHERWISE OBJECTIONABLE, AND/OR (X) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT GoDaddy MSH Inc. IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL GoDaddy MSH Inc.’S TOTAL AGGREGATE LIABILITY EXCEED THE AMOUNTS YOU HAVE PAID TO GoDaddy MSH Inc. FOR USE OF THE SERVICES OR CONTENT OR $100.00 U.S. DOLLARS IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO GoDaddy MSH Inc., AS APPLICABLE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THESE TERMS OR YOUR USE OF THE SERVICES.
You agree to protect, defend, indemnify and hold harmless GoDaddy MSH Inc. and its officers, directors, employees, agents, and third party service providers from and against any and all claims, demands, costs, expenses, losses, liabilities and damages of every kind and nature (including, without limitation, reasonable attorneys’ fees) imposed upon or incurred by GoDaddy MSH Inc. directly or indirectly arising from (i) your use of and access to the Services; (ii) your violation of any provision of these Terms; and/or (iii) your violation of any third-party right, including without limitation any intellectual property or other proprietary right. The indemnification obligations under this section shall survive any termination or expiration of these Terms or your use of the Services.
18. Compliance with Local Laws
GoDaddy MSH Inc. makes no representation or warranty that the content available on the Services are appropriate in every country or jurisdiction, and access to the Services from countries or jurisdictions where its content is illegal is prohibited. Users who choose to access the Services are responsible for compliance with all local laws, rules and regulations.
19. Disputes, Binding Individual Arbitration and Waiver of Class Actions and Class Arbitrations
PLEASE READ THIS SECTION CAREFULLY. FOLLOW THE INSTRUCTIONS BELOW IF YOU WISH TO OPT OUT OF THE PROVISIONS REQUIRING YOU TO RESOLVE DISPUTES THROUGH INDIVIDUAL ARBITRATION. (A) Disputes. The terms of this Section shall apply to all Disputes between you and GoDaddy MSH Inc.. For the purposes of this Section, “Dispute” shall mean any dispute, claim, or action between you and GoDaddy MSH Inc. arising under or relating to any GoDaddy MSH Inc.Services or Products, GoDaddy MSH Inc.’s websites, these Terms, or any other transaction involving you and GoDaddy MSH Inc., whether in contract, warranty, misrepresentation, fraud, tort, intentional tort, statute, regulation, ordinance, or any other legal or equitable basis, and shall be interpreted to be given the broadest meaning allowable under law. YOU AND GoDaddy MSH Inc. AGREE THAT “DISPUTE” AS DEFINED IN THESE TERMS SHALL NOT INCLUDE ANY CLAIM OR CAUSE OF ACTION BY YOU OR GoDaddy MSH Inc. FOR (i) TRADE SECRET MISAPPROPRIATION, (ii) PATENT INFRINGEMENT, (iii) COPYRIGHT INFRINGEMENT OR MISUSE, AND (iv) TRADEMARK INFRINGEMENT OR DILUTION. Moreover, notwithstanding anything else in these Terms, you agree that a court, not the arbitrator, may decide if a claim falls within one of these four exceptions. (B) Binding Arbitration. You and GoDaddy MSH Inc. further agree: (i) to arbitrate all Disputes between the parties pursuant to the provisions in these Terms; (ii) these Terms memorialize a transaction in interstate commerce; (iii) the Federal Arbitration Act (9 U.S.C. §1, et seq.) governs the interpretation and enforcement of this Section; and (iv) this Section shall survive termination of these Terms. ARBITRATION MEANS THAT YOU WAIVE YOUR RIGHT TO A JUDGE OR JURY IN A COURT PROCEEDING AND YOUR GROUNDS FOR APPEAL ARE LIMITED. The arbitrator may award you the same damages as a court sitting in proper jurisdiction, as limited by the Limitation of Liability set forth in Section 16 of this Agreement and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. In addition, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court. The decision of the arbitrator shall be final and enforceable by any court with jurisdiction over the parties. (C) Small Claims Court. Notwithstanding the foregoing, you may bring an individual action in the small claims court of your state or municipality if the action is within that court’s jurisdiction and is pending only in that court. (D) Dispute Notice. In the event of a Dispute, you or GoDaddy MSH Inc. must first send to the other party a notice of the Dispute that shall include a written statement that sets forth the name, address and contact information of the party giving it, the facts giving rise to the Dispute, and the relief requested (the “Dispute Notice”). The Dispute Notice to GoDaddy MSH Inc. must be addressed to: GoDaddy MSH Inc. c/o GoDaddy, 14455 N. Hayden Rd., Scottsdale, AZ 85260, Attn.: Legal Department (the “GoDaddy MSH Inc. Notice Address”). The Dispute Notice to you will be sent by certified mail to the most recent address we have on file or otherwise in our records for you. If GoDaddy MSH Inc. and you do not reach an agreement to resolve the Dispute within sixty (60) days after the Dispute Notice is received, you or GoDaddy MSH Inc. may commence an arbitration proceeding pursuant to this Section. Following submission and receipt of the Dispute Notice, each of us agrees to act in good faith to seek to resolve the Dispute before commencing arbitration. (E) WAIVER OF CLASS ACTIONS AND CLASS ARBITRATIONS. YOU AND GoDaddy MSH Inc. AGREE THAT EACH PARTY MAY BRING DISPUTES AGAINST THE OTHER PARTY ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, INCLUDING WITHOUT LIMITATION FEDERAL OR STATE CLASS ACTIONS, OR CLASS ARBITRATIONS. NEITHER YOU NOR GoDaddy MSH Inc. WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR IN ANY OTHER PROCEEDING IN WHICH EITHER PARTY ACTS OF PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. NO ARBITRATION OR OTHER PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED ARBITRATIONS OR PROCEEDINGS. (F) Arbitration Procedure. If a party elects to commence arbitration, the arbitration will be administered by the American Arbitration Association (“AAA”) and governed by the Consumer Arbitration Rules of the AAA (“AAA Rules”) in conjunction with the rules set forth in these Terms, except that AAA may not administer any multiple claimant or class arbitration, as the parties agree that the arbitration shall be limited to the resolution only of individual claims. The AAA Rules are at www.adr.org or by calling 1-800-778-7879. If there is a conflict between the AAA Rules and the rules set forth in these Terms, the rules set forth in these Terms shall govern. You may, in arbitration, seek any and all remedies otherwise available to you pursuant to federal, state, or local laws, as limited by the Limitation of Liability set forth in Section 15 of this Agreement. All Disputes shall be resolved by a single neutral arbitrator, and both parties shall have a reasonable opportunity to participate in the selection of the arbitrator. The arbitrator is bound by these Terms. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of these Terms, including, but not limited to, any claim that all or any part of these Terms is void or voidable. The arbitrator shall also have exclusive authority to rule on his or her own jurisdiction, including any objections with respect to the existence, scope, or validity of the arbitration agreement or to the arbitrability of any claim or counterclaim. Notwithstanding this broad delegation of authority to the arbitrator, a court may determine the limited question of whether a claim or cause of action is for (i) trade secret misappropriation, (ii) patent infringement, (iii) copyright infringement or misuse, or (iv) trademark infringement or dilution, which are excluded from the definition of “Disputes” as stated above. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. You may choose to engage in arbitration hearings by telephone. Arbitration hearings not conducted by telephone shall take place in a location reasonably accessible from your primary residence (or principal place of business if you are a small business), or in Maricopa County, Arizona, at your option. (G) Initiation of Arbitration Proceeding. If either you or GoDaddy MSH Inc. decide to arbitrate a Dispute, we agree to the following procedure: i. Write a Demand for Arbitration. The demand must include a description of the Dispute and the amount of damages sought to be recovered. You can find a copy of a Demand for Arbitration at http://www.adr.org (“Demand for Arbitration: Consumer Arbitration Rules”). ii. Send one copy of the Demand for Arbitration to AAA by mail at American Arbitration Association Case Filing Services 1101 Laurel Oak Road, Suite 100 Voorhees, NJ 08043. iii. Send one copy of the Demand for Arbitration to the other party at the same address as the Dispute Notice, or as otherwise agreed to by the parties. (H) Hearing Format. In all hearing formats, the arbitrator shall issue a written decision that explains the essential findings and conclusions on which an award, if any, is based. During the arbitration, the amount of any settlement offer made by GoDaddy MSH Inc. or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or GoDaddy MSH Inc. is entitled. The discovery or exchange of non-privileged information relevant to the Dispute may be allowed during the arbitration. (I) Arbitration Fees and Payments. i. Disputes involving $75,000 or less. GoDaddy MSH Inc. will promptly reimburse your filing fees and pay the AAA’s and arbitrator’s fees and expenses. If you reject GoDaddy MSH Inc.’s last written settlement offer made before the arbitrator was appointed (“GoDaddy MSH Inc.’s last written offer”), your dispute goes all the way to an arbitrator’s decision (called an “award”), and the arbitrator awards you more than GoDaddy MSH Inc.’s last written offer, GoDaddy MSH Inc. will: (i) pay the greater of the award or $1,000; (ii) pay twice your reasonable attorney’s fees, if any; and (iii) reimburse any expenses (including expert witness fees and costs) that your attorney reasonably accrues for investigating, preparing, and pursuing your claim in arbitration. The arbitrator will determine the amount of fees, costs, and expenses unless you and GoDaddy MSH Inc. agree on them. ii. Disputes involving more than $75,000. The AAA rules will govern payment of filing fees and the AAA’s and arbitrator’s fees and expenses. iii. Disputes involving any amount. In any arbitration you commence, GoDaddy MSH Inc. will seek its AAA or arbitrator’s fees and expenses, or your filing fees it reimbursed, only if the arbitrator finds the arbitration frivolous or brought for an improper purpose. In any arbitration GoDaddy MSH Inc. commences, GoDaddy MSH Inc. will pay all filing, AAA, and arbitrator’s fees and expenses. GoDaddy MSH Inc. will not seek its attorney’s fees or expenses from you in any arbitration. Fees and expenses are not included in determining the amount in dispute. (J) Claims or Disputes Must be Filed Within One Year. To the extent permitted by law, any claim or dispute to which this Section applies must be filed within one year in small claims or in arbitration. The one-year period begins when the claim or Notice of Dispute first could be filed. If not filed within one year, the claim or dispute will be permanently barred. (K) 30-Day Opt-out Period. IF YOU DO NOT WISH TO BE BOUND BY THE ARBITRATION PROVISION IN THIS DISPUTES SECTION, YOU MUST NOTIFY GoDaddy MSH Inc. BY E-MAILING LEGALOPTOUT@GODADDY.COM WITHIN 30 DAYS OF THE DATE THAT YOU ACCEPT THESE TERMS (UNLESS A LONGER PERIOD IS REQUIRED BY APPLICABLE LAW). In the e-mail, you must provide your (a) first name, (b) last name (c) address, (d) phone number, and (e) account number(s) and state the following: “I wish to opt out of the arbitration provision contained in GoDaddy MSH Inc.’s Terms of Service Agreement.” By providing your information in the method above, you are opting out of the agreement to arbitrate contained in GoDaddy MSH Inc.’s Terms of Service. Your opt-out request will only be valid if made within thirty (30) days of first accepting the Terms. In the event that you opt-out consistent with the procedure set forth above, all other terms shall contained herein shall continue to apply, including those related to the applicable governing law and the court(s) in which legal disputes may be brought. (L) Amendments to this Section. Notwithstanding any provision in these Terms to the contrary, you and GoDaddy MSH Inc. agree that if GoDaddy MSH Inc. makes any future amendments to the dispute resolution procedure and class action waiver provisions (other than a change to GoDaddy MSH Inc.’s address) in these Terms, GoDaddy MSH Inc. will notify you and you will have thirty (30) days from the date of notice to affirmatively opt-out of any such amendments. If you affirmatively opt-out of any future amendments, you are agreeing that you will arbitrate any Dispute between us in accordance with the language of this Section as stated in these current Terms, without any of the proposed amendments governing. If you do not affirmatively opt-out of any future amendments, you will be deemed to have consented to any such future amendments. (M) Severability. If any provision in this Section is found to be unenforceable, that provision shall be severed with the remainder of these Terms remaining in full force and effect. The foregoing shall not apply to the prohibition against class or representative actions; if the prohibition against class or representative actions is found to be unenforceable, this entire Section shall be null and void. The terms of this Section shall otherwise survive any termination of these Terms. (N) Exclusive Venue for Other Controversies. GoDaddy MSH Inc. and you agree that any controversy excluded from the dispute resolution procedure and class action waiver provisions in this Section (other than an individual action filed in small claims court) shall be filed only in the Superior Court of Maricopa County, Arizona, or the United States District Court for the District of Arizona, and each party hereby irrevocably and unconditionally consents and submits to the exclusive jurisdiction of such courts for any such controversy. You also agree to waive the right to trial by jury in any such action or proceeding.
20. General Terms
These Terms constitute the entire and exclusive understanding and agreement between GoDaddy MSH Inc. and you regarding the Services and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between GoDaddy MSH Inc. and you regarding the Services and Content. You may not assign or transfer these Terms, by operation of law or otherwise, without GoDaddy MSH Inc.’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. GoDaddy MSH Inc. may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns. Any notices or other communications provided by GoDaddy MSH Inc. under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted. GoDaddy MSH Inc.’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of GoDaddy MSH Inc. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
21. Contact Information
If you have any questions about these Terms or the Services, please contact GoDaddy MSH Inc. at email@example.com.