417 Solutions, LLC Terms & Conditions

Last Revised: April 28, 2022

1. Acceptance of Terms

These Terms of Service (this 'Agreement') constitutes a legally binding agreement between 417 Solutions, LLC (“we”, “us” or “417 Solutions”), a limited liability company organized under the laws of the state of Missouri and the client, whether personally or on behalf of an entity ('Client') govern your access and use of our services made available through www.417solutions.com (this 'Site') and the subscription or other services we provide (the 'Services'). By using this Site and accessing our Services in any manner, you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you do not agree to all the terms and conditions of this Agreement, then you may not access our Site or use our Services.

We reserve the right to update, change or replace any part of this Agreement by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to our Site or Services following the posting of any changes constitutes acceptance of those changes.

2. Privacy Policy

Our privacy policy (the 'Privacy Policy'), describes how we may use your personal information. By continuing to use this Site, you accept the Privacy Policy, which is incorporated herein by reference. If you object to your personal information being used as described in the Privacy Policy, please leave this Site immediately. You must be at least age 18 to access this Site.

3. Ownership of Work Created

All design and source files created on Client's behalf ('Projects') belong to Client, and Client shall be the sole owner of the copyright for all Projects. Client warrants that any and all materials provided to us as examples or as material to be incorporated into a Project are owned by Client and do not infringe on or misappropriate any third party's rights, including, but not limited to, all intellectual property rights and any right of publicity. We reserve the right to share the Client's design work publicly on social media, our website or other websites as examples of work created by us, unless agreed upon in section 12 of this Agreement

4. Client Representation

By using our Site and Services, Client represents and warrants the following: Client has the legal capacity and agrees to comply with this Agreement; Client is not a minor in the jurisdiction they reside in; Client will not use our Site or Services for any illegal or unauthorized purpose; Client's use of our Site and Services will not violate any applicable law of regulation.

5. Returns and Refunds

We reserve the right to deny refunds based on our own self discretion and without notice or liability to Client. Refund requests assessed on a case by case basis. Should Client request a refund during the first month of use, all materials we produced and all Projects remain the ownership of us and Client is prohibited from using the materials and Projects in any way. We reserve the right to take appropriate legal action against Client for breach of this Agreement.

6. Website and Service Interruptions

We do not guarantee that our Site, Services or Third-Party Sites will be available and accessible at all times. Issues may result in interruptions, delays, or errors beyond our control. Client agrees that we shall not be liable to Client for any loss, damage or inconvenience caused by Clients inability to access or use our Site, Services or Third-Party Sites.

7. Third-Party Sites

Other websites and services that we utilize to accomplish Clients' Projects ('Third-Party Sites') include but are not limited to Stripe, Trello, Gmail, Chirp, Google Docs, Adobe Creative Suite. Each of these Third-Party Sites are their own entities and are not controlled or maintained in any way by us. The use of these Third-Party Sites by Client assumes that Client has read and agreed to their own separate Terms and Conditions and Client agrees to abide to them.

8. Disclaimer

This Site and our Services are provided on an as-is, as-available basis. Client agrees that it use of our Site and Services are at Clients sole risk. We make no warranties or representations about the accuracy or completeness of our Site or any content thereon or content of any Third-Party Sites.

9. Limitations of Liability and Indemnification

We shall not be liable to Client or any third party for any direct, indirect, consequential, incidental, special or punitive damages, including lost profit, lost revenue, lost data, attorneys' fees, court costs, fines, forfeitures or other damages or losses arising from Client's use of our Site or Services. Client agrees to defend, indemnify and hold harmless, 417 Solutions and its subsidiaries, affiliates and all respective officers, members, agents, partners, employees and independent contractors from and against any loss, damage, liability, claim or demand including reasonable attorneys' fees and expenses, made by any third party due to or arising out of: (1) use of the Site or Services; (2) breach of this Agreement; (3) any breach of Client's representations and warranties set forth herein; (4) Client's violation of the rights of any third party, including but not limited to intellectual property rights. Notwithstanding the foregoing, 417 Solutions reserves the right, at Client's expense, to assume control and defense of any matter for which Client shall be required to indemnify 417 Solutions here under. Client agrees to cooperate with the defense of such claims.

10. Client Data

Client is solely responsible for all data transmitted to or that relates to any activity Client has undertaken using our Site or Services. We shall have no liability to Client for any loss or corruption of any such data and Client hereby waives any right of action against us from any such loss or corruption. Once a Project has been completed and files have been made available for Client to download, those files become Client data and Client is responsible for downloading, keeping, and storing them in a safe location outside of our Site or Services. We do not guarantee the ability for Client to access Project files in the future.

11. Communication

Client consents to receive electronic communications from us and Client agrees that all agreements, notices, disclosures and other communications sent via email or through our Site, Services or Third-Party Services satisfy any legal requirement that such communication be in writing. Client hereby agrees to the use of electronic signatures, contracts, orders and other records, and to electronic delivery of notices, policies and records of transactions initiated or completed by us or through our Site. Client hereby waives any rights or requirements under any statutes, regulations, rules, ordinances or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records or to payments or the granting of credits by any means other than electronic.

12. Exhibition

We reserve to right to share design work and Projects on social media, websites and other locations where publications, whether online or offline, where it's presence presents us and Client in a positive manor unless otherwise agreed upon. The Client reserves the right to issue an NDA between themselves and 417 Solutions, which in turn would void the right of us to share or discuss Client's work publicly.

13. Miscellaneous

This Agreement and any policies posted on our Site or regarding the Site constitute the entire agreement and understanding between the Client and 417 Solutions. Failure of us to enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. If any provision or part of this Agreement is determined to be unlawful, void or unenforceable, that provision shall be severed from the Agreement but shall not otherwise affect the validity or unenforceability of the remaining provisions herein. Nothing in this Agreement, the Privacy Policy or on the Site shall be construed to constitute the forming of a joint venture, partnership, employment or agency relationship between Client and 417 Solutions.

14. Contact Information

For any questions or complaints regarding our Site or Services, please contact us at: support@417solutions.com

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