Terms Of Sale Agreement
Please READ carefully by purchasing a product, service or subscription you (herein referred to as “Client”) agrees to the follow terms stated herein.
THE DIGITAL NAVIGATOR INTERNATIONAL CORP (“THE DIGITAL NAVIGATOR”) IS WILLING TO SELL TO YOU ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS AGREEMENT. PLEASE READ THE TERMS CAREFULLY. BY CLICKING ON “I ACCEPT” YOU WILL INDICATE YOUR AGREEMENT WITH THEM. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOUR ACCEPTANCE REPRESENTS THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS, IN WHICH CASE “YOU” OR “YOUR” SHALL REFER TO YOUR ENTITY. IF YOU DO NOT AGREE WITH THESE TERMS, OR IF YOU DO NOT HAVE THE AUTHORITY TO BIND YOUR ENTITY, THEN THE DIGITAL NAVIGATOR IS UNWILLING TO SELL TO YOU, AND YOU SHOULD SELECT THE “DECLINE” BUTTON AND THE REGISTRATION WILL NOT CONTINUE.
1. Recurring Billing and Cancellation Terms
By purchasing a subscription product or service as indicated in the checkout form, you authorize us to charge your credit card or debit card for the amount identified in the checkout, including any recurring fees.
You must email firstname.lastname@example.org to terminate subscription and recurring fees at least 2 business days before the billing date. You can also terminate the subscription service and update your billing information by visiting your Account at https://thedigitalnavigator.com/my-account.
Your are responsible for reviewing the billing date which can be found by logging in to your Account. When you have agreed to a minimum number of recurring fees in the checkout form or through a signed agreement, then you shall immediately owe and pay The Digital Navigator any unpaid future recurring fees for the cancelled subscription.
We recommend that you save, copy or print this acknowledgement for future reference.
2. Website Ownership and Minimum Serivce Period
For all website purchases, Client agrees for The Digital Navigator to perform website services for twelve (12) consecutive months under a service plan at https://thedigitalnavigator.com/website-performance-solution//, unless otherwise agreed to in writing. Client agrees to pay the service fee during this period.
When all payments under these Terms of Sale, including the twelve (12) monthly payments for the website service plan, are paid by Client, then the website ownership shall be transferred from The Digital Navigator to the Client.
The parties to this Agreement are you, and the owner and operator of this thedigitalnavigator.com web site, The Digital Navigator International Corp (“The Digital Navigator”). If you are not acting on behalf of yourself as an individual, then “you” means your company or organization. All references to “us”, “this web site” or “this site” shall be construed to mean The Digital Navigator.
4. Purchase of Services and Goods; Other Documents.
The Digital Navigator agrees to sell, and you agree to purchase, services or goods from this site, subject to the terms and conditions hereof. Orders are not binding upon The Digital Navigator until accepted by The Digital Navigator. Other than as specifically provided in any separate formal purchase agreement between you and The Digital Navigator, these terms and conditions may NOT be altered, supplemented, or amended by the use of any other document(s) unless signed in writing or electronically by both you and The Digital Navigator. Any attempt to alter, supplement or amend this document or to enter an order for goods which is subject to additional or altered terms and conditions will be null and void, unless otherwise agreed to in a written agreement signed by both you and The Digital Navigator, in which case these signed terms will take precedence.
The Digital Navigator Orders are not available to minors under the age of 18 years of age. Users may not have more than one active account. Additionally, users are prohibited from selling, trading, or otherwise transferring your The Digital Navigator account to another party.
6. Price Quotes; Pricing.
Any price quotations provided on this site shall be valid for the period stated. If no time period is stated, then the price charged for an order will be the price in effect the day The Digital Navigator accepts the order. Item prices shall be identified on the on-line order form at the time of your order placement. The Digital Navigator may change item prices at any time without notice. Prices do not include charges for shipping and handling, and applicable taxes.
7. Shipping And Handling Charges; Taxes.
Separate charges for shipping and handling will be shown on our e-mail order confirmation. You will responsible for sales and all other taxes associated with your order, except for our franchise taxes and taxes on our net income. If applicable, a separate charge for taxes will be shown on our e-mail order confirmation.
8. Payment Terms.
Terms of payment are within The Digital Navigator’s sole discretion, and unless otherwise agreed to by The Digital Navigator in a signed written document, payment must be made in a manner approved by this site and received by The Digital Navigator prior to The Digital Navigator’s acceptance of an order and the provision of services and goods.
9. Ownership; Risk of Loss.
Except for software and/or digital content, title to goods purchased at this site under this Agreement passes from The Digital Navigator to you on shipment from The Digital Navigator’s facility. Loss or damage that occurs during shipping by a carrier selected by The Digital Navigator shall be The Digital Navigator’s responsibility. Loss or damage that occurs during shipping by a carrier selected by You is Your responsibility. Title to software and/or digital content will remain with the applicable licensor(s).
10. No Refunds
Payments to The Digital Navigator are non-refundable due to the nature of the services provided. We like to keep things simple and build our business on customer satisfaction.
11. Not Hiring Away Contractors and Employees.
All parties agree not to hire away or contract away employees or contractors from entities undersigned in this Agreement, except for employees or contractors which are hired away or contracted away pursuant to a contract between the parties hereto. If purchase price has not been established for the acquisition of an employee or contractor, then the purchase price shall be deemed to be $5,000 USD plus 25% of the total sum of payments to the employee or contractor for the preceding 24-month period due and payable immediately, plus 25% of the total sum payments to the employee or contractor in the following 12-month period due and payable on the last day of each month. The parties agree that this is a fair purchase price given the material impact that hiring or contracting away would have to each parties’ businesses.
12. Warranty Disclaimer; Limitation of Liability.
The parties acknowledge that the limitations set forth herein are integral to the amount of fees levied in connection with this Agreement, and that, were The Digital Navigator to assume any further liability other than as set forth herein, such fees would of necessity be set substantially higher. The Digital Navigator does not monitor or exercise control over the content of the information transmitted through its facilities. Use of the Services or any information that may be obtained therefrom is at Client’s own risk. The Digital Navigator shall have no responsibility or liability for the accuracy or quality of information obtained through its services. The Digital Navigator shall not be deemed to be in default of any provision of this Agreement or be liable for any delay, failure of performance or interruption of the provision of services to Client resulting, directly or indirectly, from any (i) weather conditions, natural disasters or other acts of God, (ii) action of any governmental or military authority, (iii) failure caused by telecommunication or other Internet provider, or (iv) other force or occurrence beyond its control.
The exclusive remedy against The Digital Navigator for any damages whatsoever to Client arising out of or related to this Agreement shall be the refund of the fees paid by Client for the previous three (3) months to The Digital Navigator with respect to the then current term of this Agreement.
THE DIGITAL NAVIGATOR SHALL NOT BE LIABLE FOR (i) ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOSS OF PROFITS OR LOSS OF REVENUE RESULTING FROM THE USE OF THE SERVICES BY CLIENT OR ANY THIRD PARTIES EVEN IF THE DIGITAL NAVIGATOR HAS BEEN ADVISED OF THE POSSIBILITY THEREOF, OR (ii) ANY LOSS OF DATA RESULTING FROM DELAYS, NONDELIVERIES, MISDELIVERIES OR SERVICE INTERRUPTIONS. THE DIGITAL NAVIGATOR PROVIDES THE SERVICES “AS IS”, WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED. THE DIGITAL NAVIGATO DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. CLIENT SHALL BE SOLELY RESPONSIBLE FOR THE SELECTION, USE AND SUITABILITY OF THE SERVICES AND THE DIGITAL NAVIGATOR SHALL HAVE NO LIABILITY THEREFORE. FURTHER, YOU ACKNOWLEDGE AND AGREE THAT THE INTERNET IS A NETWORK OF PRIVATE AND PUBLIC NETWORKS, THAT THIS SITE HAS NO CONTROL OVER THE INTERNET, AND THAT THIS SITE IS NOT LIABLE FOR THE DISCONTINUANCE OF OPERATION OF ANY PORTION OF THE INTERNET OR POSSIBLE REGULATION OF THE INTERNET WHICH MIGHT RESTRICT OR PROHIBIT THE OPERATION OF THIS SITE’S SERVICE. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT
The limitations of liability provided herein shall inure to the benefit of The Digital Navigator and all The Digital Navigator Affiliates and to all of the respective officers, directors, attorneys, employees and agents of The Digital Navigator and such other entities (“Limited Liability Parties”). The limitations of liability afforded The Digital Navigator in this Agreement shall apply whether (i) the action in which recovery is sought is based in contract, tort (including without limitation, negligence or strict liability), statute or otherwise or (ii) a Limited Liability Party is alleged to be liable jointly with one or more parties or otherwise.
NO PURCHASE OR USE OF THE ITEMS OFFERED BY THIS SITE IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER. If implied warranties may not be disclaimed under applicable law, then ANY IMPLIED WARRANTIES ARE LIMITED IN DURATION TO THE PERIOD REQUIRED BY APPLICABLE LAW. Some states do not allow limitations on how long an implied warranty may last, so the above limitations may not apply to you.
If any provision of this Agreement is declared invalid or unenforceable, such provision shall be deemed modified to the extent necessary and possible to render it valid and enforceable. In any event, the unenforceability or invalidity of any provision shall not affect any other provision of this Agreement, and this Agreement shall continue in full force and effect, and be construed and enforced, as if such provision had not been included, or had been modified as above provided, as the case may be.
14. Jurisdiction And Venue.
The courts of Panama City in the Republic of Panama shall be the exclusive jurisdiction and venue for all legal proceedings that are not arbitrated under this Agreement.
Forum – The parties agree to bring any lawsuits related to this agreement in the courts of the Republic of Panama, the Designated Courts.
Exclusive Jurisdiction – Each party consents to the exclusive jurisdiction of the Designated Courts, but that exclusive jurisdiction will not prohibit enforcement of any judgment obtained from Designated Courts in any other appropriate forum.
Inconvenient Forum Waiver – Each party waives any objection to venue for lawsuits related to this agreement in the Designated Courts, as well as any claim that a lawsuit related to this agreement in the Designated Courts is brought in an inconvenient forum.
15. Force Majeure.
Neither party shall be liable for damages for any delay or failure of delivery arising out of causes beyond their reasonable control and without their fault or negligence, including, but not limited to, Acts of God, acts of civil or military authority, fires, riots, wars, embargoes, Internet disruptions, hacker attacks, or communications failures. Notwithstanding anything to the contrary contained herein, if either party is unable to perform hereunder for a period of thirty (30) consecutive days, then the other party may terminate this Agreement immediately without liability by ten (10) days written notice to the other.
This Agreement constitutes the entire understanding of the parties with respect to the subject matter of this Agreement and merges all prior communications, representations, and agreements. This Agreement may be modified only by a written agreement signed by the parties. Signatures may be provided electronically. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. This Agreement shall be construed under the laws of the Republic of Panama, excluding rules regarding conflicts of law. The application the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. This license is written in English, and English is its controlling language.
Please READ carefully by utilizing a product, service or subscription you (herein referred to as “Client”) agrees to the follow policies stated herein.
Your data is Your data
You always have administrator access to your accounts and website and we will provide you with new login credentials upon request. All of your information and data always remains your property and is accessible to you. You understand that you are responsible for the costs of hiring experts and required services to manipulate your data or perform the migration. In the unlikely event of a dispute or migration of your services to another provider you will have full access to your data and website to perform the transfer. It’s simply the right thing to do.
We understand the value and importance of your website, content, and marketing system for your business. That’s why you own it, always.
New client services are activated within 30 days and all client account login credentials required for us to perform the service activation and setup service must be received by the client within 5 business days of our request for login credentials, unless otherwise agreed. Add-on services are activated within 5 business days.
For website hosting services, the plan starts immediately when you acquire it and the website will be ready to “go live” within 1 week. This period is used to optimized your website code, transfer data, configure the server and perform testing prior to sending live traffic to your website.
This section applies to our Managed WordPress service. Hackers frequently exploit loopholes in old software versions and improper configuration which could cause thousands of dollars in damage. Through regular and timely maintenance, and monitoring, we help to protect your business and keep your assets online. Data stored on our servers is encrypted using 128 bit encryption. If your website gets infected or hacked, and it did not have any prior malware, viruses or other pre-existing exploits, then we will clean and restore your website free of charge in the event such an event occurs.
Updates and Maintenance
This section applies to our Managed WordPress service. Your website and related plugins and add-ons are updated regularly to ensure optimal security and performance of your services and optimal security. For all services we ensure each new software installed is compatible with your setup and will help your revert to backup data if necessary and at no additional cost. We understand it is crucial that your online business stays online. We use our judgement to determine the timing of the updates to maximize performance, reduce risk and minimize potential conflicts between your unique software stack.
Data Protection and Backups
Your website information is backed up daily. This increases the protection of your online business and ensures a speedy recovery in the unlikely event of successful attacks by hackers or other events that may compromise your site. Some clients also want to store an offline backup copy and we will assist you with setting this up for a mutually agreed fee based on frequency, size and location of backups.
High speed Performance
We will help you setup your website and online business system on cutting-edge Google Cloud Platform powered service that is configured for optimal speed. We guarantee that your website will be at least 10% faster than your current host no matter where you host! If we don’t meet this speed improvement we will continue optimizing your website and hosting to hit this goal or your money back.
Service Uptime and Redundancy
Your electronic commerce platform is meant to stay online; your business and clients depend on it. Our recommended suppliers provide 99.9% uptime and 100% redundancy. We are not responsible and cannot be held liable for service interruptions caused by 3rd parties and our suppliers as our setup services are provided on a best effort basis.
Service Capacity and Scalability Standard
Your contact and email marketing systems include up to 500 contacts, unless otherwise indicated on the checkout page. Your basic Managed WordPress service plan includes up to 10,000 monthly visitors on a single website, unless otherwise indicated on the checkout page. Additional visitors, marketing email contacts and extra websites, such as for your membership content or protected online courses are available at competitive market rates. We’ll help you determine your ideal setup.
Security Certificate and SSL & HTTPS Checkout
Your service includes the setup of a security certificate to enable HTTPS and SSL checkout (the lock icon) which gives confidence to your visitors that their sensitive information and credit card details are protected. Having an https website is now an important Google ranking factor which means that more visitors find your site through search engines.
Agreement to ActiveCampaign Terms of Service
If you acquire an email marketing plan with us, you are also bound by the Terms of Service of ActiveCampaign. By clicking to indicate your acceptance of the terms of purchase on checkout, or otherwise accessing or using the email marketing services, you agree to these ActiveCampaign Terms of services. Click here to read the ActiveCampaign Terms of Service.
Expiration of Development Hours and Services
Development, support and service hours are valid for a period of up to 12 months from the purchase date. Service hours from monthly development packages and monthly subscriptions do not carry over to the next month when unused.
Consent to these policies
This document was last updated on August 15, 2022 for edits to Section “10. Refund Policy” by removing refunds. Prior edit was on January 27, 2022 for edits to section “12. Warranty Disclaimer; Limitation of Liability.” on January 27,2022 to further specify limitation of liabilities and the exclusive remedy arising out of or related to this Agreement shall be the refund of the fees paid by Client for the previous three (3) months to The Digital Navigator. Amended on March 30, 2021 for the addition of “11. Not Hiring Away Contractors and Employees.”. This document was also updated on March 9, 2021 for the addition of “Website Ownership and Minimum Serivce Period” and to change the effective law and courts from Wyoming to the Republic of Panama. This document was also updated on May 31, 2020 for the removal of the arbitration clause and added clarity to the legal forum. This document was also updated on July 5th, 2019 to add a link to provide clarity on the Terms of Sale Agreement.