Terms of Service - Frankliner

THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION CLAUSE AND A CLASS ACTION WAIVER THAT WAIVES YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION. YOU MUST REVIEW THIS DOCUMENT IN ITS ENTIRETY, INCLUDING THE DISPUTE RESOLUTION SECTION BELOW, BEFORE USING THE SERVICES.

THESE TERMS OF SERVICE GOVERN YOUR SUBSCRIPTION TO AND USE OF THE SERVICES. PLEASE READ THESE TERMS OF SERVICE CAREFULLY. CAPITALIZED TERMS HAVE THE DEFINITIONS SET FORTH HEREIN. BY COMPLETING THE REGISTRATION PROCESS, CREATING AN ACCOUNT OR ACCESSING OR USING ANY OF THE SERVICES, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE, (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH FRANKLINER, (3) THE INFORMATION YOU PROVIDED IN CONNECTION WITH YOUR REGISTRATION FOR THE SERVICES IS TRUE, ACCURATE AND COMPLETE, AND (4) YOU HAVE THE AUTHORITY TO ENTER INTO THESE TERMS OF SERVICE PERSONALLY OR ON BEHALF OF THE BUSINESS ENTITY YOU HAVE NAMED AS THE USER, AND TO BIND THAT BUSINESS ENTITY TO THE AGREEMENT.

ONCE ACCEPTED, THESE TERMS OF SERVICE, IN COMBINATION WITH OUR PRIVACY POLICY (COLLECTIVELY THE “TERMS”), BECOME A BINDING LEGAL COMMITMENT BETWEEN YOU (OR THE BUSINESS ENTITY THAT YOU REPRESENT) AND FRANKLINER, LLC AND ITS RESPECTIVE OFFICERS, DIRECTORS, BUSINESS AFFILIATES, SUCCESSORS AND ASSIGNS (HEREINAFTER REFERRED TO AS “FRANKLINER,” “WE” OR “US”) AND WILL GOVERN YOUR ACCESS TO AND USE OF THE SERVICES AND ALL OTHER INTERACTIONS WITH FRANKLINER RELATED TO THE SERVICES.

Frankliner reserves the right to make changes to these Terms at any time. All changes are effective immediately when posted. Your continued use of the Services following the posting of any revised Terms constitutes your acceptance and agreement to the updated Terms.

Frankliner is only providing the Services for your business use without any promise of exclusivity. Frankliner’s customers, users, entrepreneurs, and partners are not Frankliner’s employees, contractors, or representatives. Frankliner is not responsible for any interactions between you and your customers, other than providing the Services. Frankliner is in no way liable for any disputes, claims, losses, injuries, or damages arising from your relationship with your customers, including their reliance upon any information or content you provide. You agree and acknowledge that you are responsible for implementing your own terms of service to govern the relationship between you and your customers.

You should consult a lawyer for legal advice to ensure your use of the Services complies with these Terms and applicable law.

1. Use of Services

1.1. Restrictions. You must be at least 18 years old to use the Services. By accepting these Terms, creating an Account, or using the Services, you represent that you are at least 18 years old. You may not use the Services if You are an employee, partner, or director of our Competitors or intend to gain access to the Services in order to compete with Frankliner.

1.2 Account Ownership. Your use of the Services is conditioned on your provision of complete, current, and accurate information when registering for an Account. The Services are intended for business use or in connection with an individual’s trade, craft, or profession. As the individual who accepts these Terms, You are the owner of the Account unless You are acting on behalf of a business entity, in which case, the business entity is the owner of the Account. If You accept these Terms on behalf of a business entity, You represent and warrant that you have the authority to bind the business entity to these terms.

1.3 Intended Use. You and your customers may use the Services only as intended for lawful purposes and in accordance with these Terms. You agree that You and Your customers will not use the Services in any way that violates any applicable law or regulation or engage in any Prohibited Uses. In addition, you represent and warrant that: (i) You and Your customers will maintain in effect all licenses, permissions, authorizations, consents, and permits necessary to carry out the obligations under these Terms; (ii) You are fully responsible for your actions and the actions of your employees, agents, and customers who use the Services; (iii) You are fully responsible for the use of the Services by your customers; (iv) You, your employees, agents and customers will not misrepresent the Services; (v) You will ensure that your employees with access to the Account are bound by these Terms, and you will require that your customers accept terms at least as restrictive as these Terms; (vi) You own or control all rights in and to all content you provide to Frankliner; and (vii) You will not give access to the Services to a direct Competitor of Frankliner.

1.4 Compliance: You will be solely responsible for your use of the Services, including (a) the quality and integrity of any data and other information made available to us by or for you through the use of the Services, and (b) compliance with all applicable laws and regulations. Frankliner is not responsible for your compliance with laws and does not represent that your use of the Services will comply with any laws.

1.5 Privacy. By using the Services and providing Information on or through the Services, you consent to Frankliner’s use and disclosure of the Information in accordance with our Privacy Policy. You agree that Frankliner has no responsibility or liability for the deletion or failure to store any Information or content maintained or transmitted through the Services. You represent and warrant that you have provided, and will continue to provide, adequate notices and have obtained, and will continue to obtain, the necessary permissions and consents to provide your customers’ data to us for use and disclosure in accordance with these Terms and our Privacy Policy.

1.6 Login Credentials. You are responsible for maintaining the confidentiality of your Login Credentials. You are responsible for all uses of your Account and Login Credentials, whether or not authorized by you. You agree to notify Frankliner immediately of any unauthorized access to or use of your Account or Login Credentials or any other breach of security. Frankliner reserves the right to disable your Login Credentials at any time in its sole discretion for any or no reason, including if, in Frankliner’s opinion, you have violated any provision of these Terms.

1.7 Third Party Services. You may choose to access certain Third-Party Services in connection with our Services. You are responsible for managing the integration of each Third-Party Service. Frankliner is not responsible for, and Frankliner hereby disclaims any liability for, any act or omission of any Third-Party Services provider or the operation of any Third-Party Services. You hereby irrevocably waive any claim against Frankliner with respect to the content or operation of any Third-Party Services. Your use of the Third-Party Services is governed by Your agreement with such Third Party, including any supplemental policies imposed by the Third Party.

1.8 Third Party Content. The Services may include Third Party Content. Your use of Third Party Content is entirely at your own risk and discretion. All statements and opinions expressed in Third Party Content are solely the opinions and the responsibility of the third party and do not necessarily reflect the opinion of Frankliner. Frankliner is not responsible for Third Party Content and makes no endorsements, representations or warranties and assumes no liability, obligation or responsibility for Third Party Content.

1.9 Service Updates. Frankliner reserves the right to make updates or changes to the Services at any time, including changes that may affect the previous mode of operation of the Services. You agree that your use of the Services or purchase of Services is not contingent on Frankliner’s future delivery or release of any functionality or feature.

1.10 International Use. If you are in an embargoed country or are a sanctioned person or entity, you are prohibited from using the Services. Frankliner makes no representation that materials provided through the Services are appropriate or available for use in locations outside the United States. Those who choose to access the Services from other locations do so on their own initiative and at their own risk. If you choose to access the Services from outside the United States, you are responsible for compliance with local laws in your jurisdiction.

2. Code of Conduct.

You represent and warrant that, when using the Services, you will comply with the Code of Conduct set forth in Exhibit A. Frankliner reserves the right to seek all remedies available to it in the event that You violate this Agreement, including the Code of Conduct, up to and including termination of your Account.

3. Payment

3.1 Fees and Auto-Renewal. You agree to provide us with accurate and complete billing information (name, address, credit card information, and phone number) and notify us of any changes within 10 days of the change. Your use of the Services is subject to the timely payment of your Fees. Fees may include, but are not limited to: subscription fees, service fees, or other usage-based or subscription-based Fees offered by Frankliner as incurred by you. Fee rates and amounts may change from time to time. Fees for subscription services will be billed in advance of Services on a monthly or annual basis, depending on your subscription plan. We will automatically charge the card on file when your Fees become due.

3.2 Late Payments and Payment Disputes. If, for any reason, your credit card company declines or otherwise refuses to pay the amount owed for the Services you have purchased, we will re-attempt to charge the card on file. If we are still unable to process the transaction, your Account may be terminated for non-payment in Frankliner’s sole discretion. Additionally, we may require you to pay any overdue Fees and other amounts incurred (including any third-party chargeback fees or penalties) by other means acceptable to us. In the event legal action is necessary to collect on balances due, you agree to reimburse us for all expenses incurred to recover sums due, including attorney fees and other legal expenses. In the event that you dispute any charges on your invoice, You must notify us in writing within thirty (30) days of the invoice date. You must pay all invoiced Fees and charges while the dispute is pending or you waive the right to pursue the dispute.

3.3 Cancellations. You may cancel your subscription by submitting a support ticket to Support@frankliner.com, franklin@frankliner.com, or by calling our support team at (307) 309-5377. You are solely responsible for the cancellation of Services associated with your account, and, subject to other provisions of these Terms, you will be responsible for all Fees incurred until such cancellation occurs. No refunds will be provided for your failure to properly cancel the Services associated with your account.

3.4 Refunds

3.4.1 Nonrefundable Fees. All Fees assessed by Frankliner are non-refundable, including subscription Fees, regardless of whether you actually accessed or used the Account or Services during your subscription period. Except as may be required by law, Frankliner reserves the right to issue or deny a refund or credit in its sole and absolute discretion, at any time, for any reason, and Frankliner’s determination of if and when to issue or deny a refund or credit is final.

3.5 Taxes and Government Assessments. All Fees are exclusive of any sales, VAT, GST and use taxes, levies, fees, duties, interest, penalties and other governmental assessments (“Taxes”) unless mentioned otherwise in these Terms. You are exclusively responsible for Taxes associated with your use of the Services, including all Taxes associated with transactions you conduct with your customers. Frankliner may collect Taxes from you as part of the Fees as legally required or as Frankliner deems appropriate, and all Frankliner determinations regarding what Taxes to collect are final. You will indemnify Frankliner for all Claims related to Taxes that are associated with your activities related to the Services, including any Taxes related to your transactions with your customers as further described above. Taxes are nonrefundable.

4. Intellectual Property

4.1 Service Content. The Services and Service Content are the property of Frankliner or its licensors and are protected by copyright, trademark and other intellectual property laws, except as indicated below. Service Content does not include User Contribution(s), as defined below. Frankliner grants you a personal, royalty-free, non-assignable, revocable, and non-exclusive license to access and use the Service Content while using the Services for the purpose of making the Services available to You and Your customers. Any other use, including the reproduction, modification, distribution, transmission, republication, framing, display or performance of Service Content without prior permission of Frankliner is strictly prohibited.

4.2 Frankliner Marks and Advertisements. Frankliner’s name, logo, or Marks are trademarks and service marks of Frankliner and may not be used without advance written permission of Frankliner, including but not limited to as part of any company name or domain name or in connection with any product or service that is not provided by Frankliner, or in any manner that is likely to cause confusion, or in any manner that disparages, discredits, or misrepresents Frankliner.

4.3 User Contributions. User Contributions are considered non-confidential and non-proprietary. You grant Frankliner, our service providers and each of their licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose User Contributions to third parties for the sole purpose of fulfilling Frankliner’s obligations under these Terms. Frankliner is not responsible or liable to any third party for the content or accuracy of any User Contributions, nor do we endorse the User Contribution of third parties. Frankliner is not responsible for any failure or delay in removing User Contributions that violate the Terms. Frankliner reserves the right to delete or otherwise remove any User Contributions we deem to be in violation of these Terms, with or without notice, at any time, for any reason. You represent and warrant that: (i) You own or control all rights in and to the User Contributions and have the right to grant the license granted above; (ii) All of your User Contributions comply with these Terms; and (iii) You understand and acknowledge that you are responsible for the legality, reliability, accuracy and appropriateness of your User Contribution.

4.4 Prohibited User Contributions. You are prohibited from posting User Contributions on or through the Services that: (i) Are unlawful, threatening, abusive, harassing, defamatory, deceptive, fraudulent, tortious, invasive of another’s privacy, or includes graphic descriptions of sexual or violent content; (ii) Victimize, harass, degrade, or intimidate an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, disability, or otherwise; (iii) Infringe any patent, trademark, trade secret, copyright, right of publicity, or other proprietary or intellectual property right of any party; or (iv) Breach the security of, compromise or otherwise allow access to secured, protected or inaccessible areas of the Services.

4.5 Feedback. If you provide Feedback, you agree and acknowledge that your submission of Feedback is voluntary, non-confidential, and gratuitous, and Frankliner and its affiliates have no obligation to use the Feedback. You grant Frankliner and its designees a perpetual, irrevocable, non-exclusive, fully-paid up and royalty-free license to use any Feedback you submit to Frankliner without restrictions or payment or other consideration of any kind, or permission or notification to you or any third party.

4.6 Copyright; Digital Millennium Copyright Act. If you believe that Your copyrights have been infringed by a Frankliner user, or that your intellectual property rights have been otherwise violated by a user of our Services, you should notify us of your infringement claim in accordance with the procedure set forth below.

To be effective, the notification must be in writing and contain the following information:

an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
a description of the copyrighted work or other intellectual property that you claim has been infringed;
a description of where the material that you claim is infringing is located, with enough detail that we may locate it;
your address, telephone number, and email address;
a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; and
a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

You may submit copyright infringement notifications to:

Frankliner, LLC Attention: Copyright Agent 150 E B St Lbby #1810 Smb#34269 Casper, WY, 82601, USA Email: Support@frankliner.com or franklin@frankliner.com.

5. Disclaimers

Frankliner makes no guarantees that your business will be profitable and that you will make money using the Services. Except as otherwise set forth in these Terms, Frankliner is not providing any business opportunities with use of the Services.

THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. YOUR USE OF THE SERVICES IS AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH ACTIVITIES. YOU AGREE THAT FRANKLINER HAS NO RESPONSIBILITY OR LIABILITY FOR THE DELETION OR FAILURE TO STORE ANY INFORMATION OR CONTENT MAINTAINED OR TRANSMITTED THROUGH THE SERVICES.

WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT (A) THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE EFFECTIVE, ACCURATE OR RELIABLE, (D) CERTAIN FEATURES WILL BE ADDED TO THE SERVICES, OR (E) THE QUALITY OF THE SERVICES WILL MEET YOUR EXPECTATIONS OR BE FREE FROM MISTAKES, ERRORS OR DEFECTS.

FRANKLINER MAKES NO WARRANTY REGARDING ANY TRANSACTIONS EXECUTED THROUGH A THIRD PARTY OR IN CONNECTION WITH THE SERVICES, AND YOU UNDERSTAND AND AGREE THAT SUCH TRANSACTIONS ARE CONDUCTED ENTIRELY AT YOUR OWN RISK.

WE RESERVE THE SOLE RIGHT TO EITHER MODIFY OR DISCONTINUE THE SERVICES, INCLUDING ANY FEATURES THEREIN, AT ANY TIME WITH OR WITHOUT NOTICE TO YOU. WE SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY SHOULD WE EXERCISE SUCH RIGHT.

SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. PLEASE CONSULT THE LAWS IN YOUR JURISDICTION.

6. Limitation of Liability, Indemnification, and Mitigation

Your exclusive remedy and our entire liability, if any, for any claims arising out of these Terms and your use of the Services shall be limited to the amount you paid us for Services purchased during the three (3) month period before the act giving rise to the liability.

IN NO EVENT SHALL FRANKLINER BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA OR PROFIT LOSS, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SERVICES OR OF ANY WEBSITE REFERENCED OR LINKED TO FROM THE SERVICES.

You agree to defend, indemnify, and hold Frankliner harmless against all demands, claims, actions, proceedings, damages, liabilities, losses, fees, costs or expenses (including without limitation reasonable attorneys’ fees and the costs of any investigation) directly or indirectly arising from or in any way connected with your use of the Services (“Claims”), including, but not limited to: (a) our use of or reliance on information or data supplied or to be supplied by you, your employees, agents, or customers; (b) any breach of or default under these Terms by you, your employees, agents, or customers; (c) the wrongful use or possession of any Frankliner property by you, your employees, agents, or customers; (d) any negligence, gross negligence or willful misconduct by you or your employees, agents, or customers; (e) misrepresentations by you, your employees, agents, or customers (f) violation(s) of applicable law by you, your employees, agents, or customers, (g) your actions and the actions of your employees, agents, or customers; and (h) any disputes between you and your client(s) and/or your customers.

7. Limitation On Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES MUST BE COMMENCED WITHIN THREE (3) MONTHS AFTER THE EVENT GIVING RISE TO THE ACTION OR CLAIM OCCURRED, REGARDLESS OF WHEN YOU KNEW OR SHOULD HAVE KNOWN ABOUT IT; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

8. Injunctive Relief

You agree that a breach of these Terms will cause irreparable injury to Frankliner for which monetary damages would not be an adequate remedy, and Frankliner shall be entitled to seek equitable relief, in addition to any remedies it may have hereunder or at law, without having to post a bond or other security.

9. Waiver And Severability

No waiver by Frankliner of a term or condition set forth in these Terms shall be deemed a continuing waiver of such term or condition or a waiver of any other term or condition. Any failure of Frankliner to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Service will continue in full force and effect.

10. Change of Control

Frankliner may assign its rights under these Terms at any time, without notice to you. You may not assign your rights under these Terms without Frankliner’s prior written consent which may be withheld at Frankliner’s sole discretion.

11. Entire Agreement

These Terms constitute the sole and entire agreement between you and Frankliner with respect to the Services and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Services. These Terms may not be altered, supplemented, or amended by the use of any other document(s) unless such document is signed by an authorized representative of Frankliner.

Frankliner may enter into a separate agreement with you. The terms of any separate agreement between you and Frankliner will be considered a part of your entire agreement with Frankliner. To the extent there is a conflict between these Terms and the terms of your separate agreement with Frankliner, your separate agreement with Frankliner will control.

12. Term and Termination.

These Terms will remain in full force and effect so long as you maintain an Account. The sections of these Terms that are intended to survive termination of your Account will remain binding even after you are no longer a user.

12.1 Grounds for Termination. You agree that Frankliner, in its sole discretion, may suspend or terminate your access to the Services (or any part thereof) for any reason, with or without notice, and without any liability to you or to any third party for any claims, damages, costs or losses resulting therefrom. Any suspected fraudulent, abusive or illegal activity may be grounds for barring your access, and reporting you to the proper authorities, if necessary. Frankliner reserves the right to delete Accounts that have remained inactive for ninety (90) days or more.

12.2 No Right to Services Upon Termination. Upon termination and regardless of the reason(s) motivating such termination, your right to use the Services will immediately cease. Frankliner is not liable to you or any third party for any claims for damages arising out of any termination or suspension or any other actions taken by us with regards to your access.

12.3 Force Majeure. In addition to any excuse provided by applicable law, we shall be excused from liability for non-delivery or delay in delivery of the Services or any associated product or service arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to: labor disturbance, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above.

13. Applicable Law, Binding Arbitration, and Class Action Waiver

PLEASE READ THE FOLLOWING PARAGRAPHS CAREFULLY BECAUSE THEY REQUIRE YOU TO AGREE TO RESOLVE ALL DISPUTES BETWEEN US THROUGH BINDING INDIVIDUAL ARBITRATION.

The laws of the State of Wyoming will govern these Terms of Service and any disputes under them, without giving effect to any principles of conflicts of laws. These Terms may be translated into different languages—only the English version is valid and enforceable.

Any controversy or claim arising out of or relating to these Terms shall be exclusively settled by arbitration administered by the American Arbitration Association in accordance with Commercial Arbitration Rules, then in effect. This arbitration provision is governed by the Federal Arbitration Act. The arbitration proceedings shall be held in Casper, Wyoming. Any arbitration award may be entered in a court of competent jurisdiction.

All claims and disputes within the scope of this arbitration agreement must be arbitrated or litigated on an individual basis and not on a class basis. Claims of more than one customer or user cannot be arbitrated or litigated jointly or consolidated with those of any other customer or user.

14. Communications and Contact Information

All notices to a party shall be in writing and shall be made via email. Notices to Frankliner must be sent to Support@frankliner.com or franklin@frankliner.com. You agree to allow us to submit notices to you either through the email address you provided when registering, or to any address we have on record. Notices are effective on receipt.

Frankliner may contact you regarding these Terms using any information you provide, or by any other means if you do not provide contact Information. If you no longer wish to receive communications from Frankliner, you can click on the “unsubscribe link” provided in such communications.

For all other feedback, comments, requests for technical support, and other communications relating to the Services or the Terms, please contact us at Support@frankliner.com, franklin@frankliner.com or by mail at:

Frankliner, LLC 150 E B St Lbby #1810 Smb#34269 Casper, WY, 82601, USA Phone: (307) 309-5377

15. Definitions

15.1 “Competitor” shall include, but not be limited to, any entity carrying on a business of SEO content strategy services, or any entity carrying on a business similar to the business of Frankliner, LLC and its subsidiaries, as determined by Frankliner in its sole discretion.

15.2 “Feedback” means ideas You provide to Frankliner regarding improvements, enhancements, new features, new products, or other concepts related to the Services, or other services, products, matters related to Frankliner’s or its affiliates’ business.

15.3 “Fees” means any fees associated with the Services, including but not limited to the monthly subscription services fee and any fees associated with add-in Services that you may purchase.

15.4 “Frankliner Marks” means the Frankliner name and related logos and service marks of Frankliner.

15.5 “Information” means data about You and Your customers that Frankliner collects, including but not limited to information required to create an Account and use the Services for the intended purpose.

15.6 “Login Credentials” means the username and password used to access your Account.

15.7 “Service Content” means content, data, features, and functionality, including but not limited to text, graphics, videos, logos, button icons, databases, music, sounds, images, or other material that can be viewed through the Services. Service Content does not include User Contributions.

15.8 “Prohibited Uses” means the behaviors described in Exhibit A.

15.9 “Services” means the variety of product integrations and services that Frankliner makes available. Services may include Third Party Services.

15.10 “Third Party Content” means content, promotions or offers provided by third parties or links to external third-party websites that may be accessible through the Services.

15.11 “Third Party Services” means third-party websites, databases, networks, servers, information, software, programs, systems, directories, applications, or products or services offered by a third party.

15.12 “User Contributions” means content or materials that you post, submit, upload, publish, display, or transmit on or through the Services or to Frankliner directly.

15.13 “You” or “you” or any derivatives thereof means the individual who accepted the Terms or the business entity that the individual represents. “You” also includes any and all agents, employees, or third parties that are authorized to act on your behalf.

EXHIBIT A

CODE OF CONDUCT

The following are considered Prohibited Uses of the Services. Engaging in a Prohibited Use is a material breach of these Terms for which Frankliner may immediately suspend or terminate your Account in accordance with these Terms:

Use of the Services in any way that violates any applicable law or regulation.
Use of the Services to exploit, harm, or attempt to exploit or harm anyone in any way.
Use of the Services to send, receive, upload, download, use, or re-use any material that does not comply with these Terms.
Use of the Services to transmit, or procure the sending of any unlawful advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.
Impersonating or attempting to impersonate Frankliner, a Frankliner employee, another user or any other person or entity.
Engaging in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Services.
Engaging in any conduct that may, as determined by Frankliner, harm Service users or Frankliner, or expose either to liability.
Use of the Services in any manner that could disable, overburden, damage, or impair the Services or interfere with any other party’s use of the Services.
Use of any robot, spider or other automatic device, process or means to access the Services for any purpose, including monitoring or copying any of the material.
Use of any manual process to monitor or copy any of the material on the Services or for any other unauthorized purpose without Frankliner’s prior written consent.
Use of any device, software or routine that interferes with the proper working of the Services.
Introducing any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
Attempting to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services or any server, computer, or database connected to the Services.
Attacking the Services via a denial-of-service attack or a distributed denial-of-service attack.
Otherwise attempting to interfere with the proper working of the Services.