Please read these terms of service ("terms", "terms of service") carefully before using the skidacademy.com, skidcommander.com, skidcore.com websites (the "service" or "product") operated by Skid Ventures, LLC. ("us", 'we", "our").
This Website is a service of Skid Ventures, LLC (“Skid Ventures") and is offered to you, conditioned on your acceptance without modification, of the following terms, conditions, and notices contained in this agreement (the "Terms and Conditions" or “Agreement”). Your use of this Website constitutes your agreement to all such terms, conditions, and notices in effect at such time. These Terms and Conditions apply to any Services such as Skidco or websites or apps owned and operated by Skid Ventures (including but not limited to skidacademy.com, skidcommander.com, skidcore.com, etc) and collectively referred to herein as "SkidCo" on which a link to these Terms & Conditions appears. This Agreement governs your relationship with Skid Ventures, LLC, as it relates to the SkidCo services. In this Agreement, we will refer to you, our SkidCo Client, and all of your d/b/a's, affiliates, agents, employees, representatives and subcontractors as "you," "SkidCo Client" or "client" and to Skid Ventures, LLC and its employees and agents as "we" or "us" or "SkidCo." Other SkidCo Clients are referred to in this Agreement as "SkidCo Clients" or "clients." Unless otherwise stated, all terms and conditions set forth in this Agreement that apply generally to SkidCo Clients also apply to and bind you. Material terms are bolded and underlined. This Agreement was last updated February 22, 2021. IMPORTANT: PLEASE REVIEW THIS AGREEMENT CAREFULLY. IN PARTICULAR, PLEASE REVIEW THE MUTUAL ARBITRATION PROVISION IN SECTION 5. 1. What We Agree. a) With Respect to SkidCo Marketing Services. i. SkidCo offers a variety of services to market client businesses online and improve client website visibility. SkidCo provides social media marketing, search engine marketing, website optimization, and related marketing services on a local, national, and international basis. We submit information on your behalf to social media sites and search engine providers. As part of our provision of these services, SkidCo must periodically accept terms of service agreements on behalf of our clients. You expressly authorize SkidCo to execute terms of service agreements with third party providers including, but are not limited to, Facebook, LinkedIn, Instagram, Google, Yahoo, MSN/Bing, Yelp, local online newspapers, Twitter, Pinterest, YouTube and other sites or marketing platforms. SkidCo will not share your information with any business other than in the course of securing online advertising and marketing services on your behalf. ii. SkidCo efforts may result in inquiries to you from homeowners, property owners, consumers, property managers, individuals, and other persons ("customers") expressing interest in certain outdoor service projects ("service requests"). We do not guarantee the specific number of service requests you will receive through our service, nor do we make guarantees, representations, or warranties regarding a customer's level of interest, their desire to have work completed, their ability to pay you, the accuracy of the information provided by the customers, or that any customers will hire you to perform services. We are not involved in, nor do we have any responsibility for your contracts with customers, their creditworthiness, or any payments to you or any disputes they may have with you or you may have with them. SkidCo is free to contract with other SkidCo Clients as this is not an exclusive contract. b) With Regard to Your Privacy. SkidCo uses Client data only for the purposes of executing the Services both parties agree upon. Under no circumstances will SkidCo share your customer data with any third party, except as authorized herein. 2. What You Agree. You agree to all terms and conditions of this Agreement and represent, on behalf of you, your company (including any predecessor entities of your company), employees, subcontractors, and any individuals performing work on your behalf, at the time you become a SkidCo Client, and thereafter while this Agreement remains in effect, as follows: a) SkidCo services are only available to individuals who are at least 18 years old and can form legally binding contracts under applicable law. By seeking the services of SkidCo, you represent and warrant that you are eligible. b) You are responsible for providing timely assistance, providing technical information regarding your company, and making decisions as reasonably required by SkidCo to facilitate the execution of marketing efforts in accordance with any estimated delivery dates or milestones. You agree to work closely with SkidCo to provide regular information and feedback so SkidCo can create fresh content and make adjustments to marketing efforts. You have sole responsibility for ensuring the accuracy of all information provided to SkidCo and warrant that your employees or agents have the necessary skills and authority to represent you as it relates to the SkidCo Services. You agree to provide SkidCo with the necessary login information and passwords to access your social media, analytics, hosting accounts, domains, and other third-party accounts necessary for SkidCo to carry out your marketing efforts. c) When providing services to you, SkidCo is in no way responsible for evaluating whether or not you or your company are actually capable of performing the services, trade, or tasks you request SkidCo to market on your behalf. It is your responsibility to review any and all marketing materials or advertisements published by SkidCo on your behalf for truthfulness and accuracy and notify SkidCo immediately of any necessary changes. d) You will not engage in any illegal acts or acts of wrongdoing, fraud, dishonesty or unethical business practices with SkidCo Services. You will at all times be in full compliance with all applicable Federal, State, Provincial, local and other laws and regulations that apply to your activities. YOU ACKNOWLEDGE AND AGREE THAT TO KNOWINGLY PROVIDING FALSE OR MISLEADKING INFORMATION, OR FAILING TO CORRECT FALSE OR MISLEADING INFORMATION, REGARDING YOUR SERVICES AS MARKETED BY SkidCo IS A VERY SERIOUS BREACH OF CONTRACT AND FRAUDULENT MATTER THAT COULD RESULT IN SIGNIFICANT COSTS AND DAMAGES TO OTHERS AND TO SkidCo AND OTHER SkidCo CLIENTS. RESPONDING TO SUCH A VIOLATION WOULD ALSO RESULT IN THE LOSS OF TIME AND EFFORT ON THE PART OF SkidCo. THERE ALSO MAY BE REGULATORY FINES AND PENALTIES IMPOSED IN ACCORDANCE WITH THE APPLICABLE LAWS AND REGULATIONS, FOR PROVIDING FRAUDULENT OR MISLEADING INFORMATION REGARDING YOUR COMPANY. ACCORDINGLY, IF YOU KNOWINGLY PROVIDE FALSE OR MISLEADING INFORMATION, OR FAIL TO CORRECT FALSE OR MISLEADING INFORMATION, YOU AGREE TO FULLY INDEMNIFY AND BE LIABLE TO SkidCo, AS SET FORTH IN SECTION 4 BELOW, FOR ALL THE DAMAGES, WHETHER DIRECT OR INDIRECT, PUNITIVE AND CONSEQUENTIAL, AND ANY REGULATORY OR JUDICIAL FINES OR PENALTIES OR ATTORNEYS' FEES THAT MAY ARISE FROM SUCH ACTIVITIES. e) SkidCo Clients agree to the following: You hereby represent and warrant that the information provided by you to SkidCo regarding your services and capability is now, and shall at all times be, maintained in an accurate and up-to-date manner, and that it is not the responsibility of SkidCo to independently review your services and capability information for accuracy. f) By utilizing SkidCo services or otherwise becoming a client of SkidCo, and/or by inquiring about the marketing services of SkidCo or other SkidCo products or services, you are requesting, and you expressly consent to being contacted by us and by our agents and representatives via phone, fax, email, mail, social media messaging platforms, or other reasonable means, at any of your contact numbers or addresses, even if you are listed on any federal, state, provincial or other applicable "Do Not Call" list, and even if you have previously opted-out from receiving marketing emails from SkidCo, in order that we may provide the services set forth on our site, to service your account, to reasonably address matters pertaining to your account or for other purposes reasonably related to our business, including marketing related emails. You agree and acknowledge that SkidCo and its affiliates may use automated communication technology (including autodialed and prerecorded messages) to provide you with operational communications concerning your account or use of the Services, updates concerning new and existing features on the SkidCo website, communications concerning promotions run by us, and news concerning SkidCo and industry developments, and that your consent is not required to purchase products or services. If a contact number you have provided to us is no longer your number, you agree to notify us promptly that you can no longer be reached at that number. 3. Fees. You agree to be bound by the then applicable pricing provisions (all fees are stated and payable in US dollars) for any and all Services provided to you. SkidCo reserves the right to charge your credit card for any fees immediately upon receipt of your credit card information by you or your representatives. a) You agree that you will pay SkidCo for the marking services it provides. By default, and unless otherwise stated or written on a service agreement or on our website, all Clients who purchase "services" shall maintain their monthly subscription fee until such time that the Client cancels their subscription to our services. You agree that payment for services will be made by SkidCo initiating an ACH transfer or processing your credit card. b) You acknowledge that it is your responsibility to ensure that the communication methods that you have provided to SkidCo, and all contact and billing information, are kept up-to-date and accurate. SkidCo is not responsible, or liable, for undelivered customer notifications. You agree to promptly notify SkidCo if your payment method is canceled (including if you lose your card or it is stolen), or if you become aware of a potential breach of security (such as an unauthorized disclosure or use of your payment method). In addition, you authorize us to obtain updated or replacement expiration dates and card numbers for you credit or debit card as provided by your credit or debit card issuer. c) Any disputes about charges to SkidCo services must be submitted to SkidCo in writing within 30 days of the date such charges are incurred. You agree to waive all disputes not made within the 30 day period, and all such charges will be final and not subject to challenge. d) We may, in our sole discretion and in accordance with our then-existing credit policies, issue you a credit ("Credit") for any dispute regarding services provided on your behalf, provided, however, that any and all requests for Credits must be received by SkidCo within 30 days of the date that the charge for SkidCo services was incurred. All fees for services constitute advertising fees paid by you to SkidCo and are in no way referral commissions based upon your successful completion of services. e) Past due accounts may be turned over to a third-party collection agency and reported to a credit rating agency and we may bill you for, and you agree to pay for any and all collection and related litigation fees. f) No fee is due or payable to the extent such fee is in violation of any applicable law. 4. Indemnification; Limitation of Liability; Disclaimer of Warranties. Indemnification. You shall fully protect, indemnify and defend SkidCo and all of its agents, officers, directors, shareholders, suppliers, partners, employees and each of their successors and assigns ("Indemnified Parties") and hold each of them harmless from and against any and all claims, demands, liens, damages, causes of action, liabilities of any and every nature whatsoever, including but not limited to personal injury, intellectual property infringement, fraud, deceptive advertising, violation of any state, provincial or federal laws or regulations, property damage, attorneys' fees and court costs, arising in any manner, directly or indirectly, out of or in connection with or in the course of or incidental to (i) any of your work for or dealings with any customers, (ii) your advertising provided on your behalf by SkidCo, or (iii) your services, representations, or obligations set forth in this Agreement, REGARDLESS OF CAUSE OR OF ANY FAULT OR NEGLIGENCE OF SkidCo OR THE INDEMNIFIED PARTIES AND WITHOUT REGARD TO CAUSE OR TO ANY CONCURRENT OR CONTRIBUTING FAULT, STRING LIABILITY OR NEGLIGENCE, WHETHER SOLE, JOINT OR CONCURRENT, ACTIVE OR PASSIVE BY SkidCo OR THE INDEMNIFIED PARTIES. a) Limitation of Liability. IN NO EVENT ARE WE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, PUNITIVE OR SPECIAL DAMAGES, LOST REVENUE, LOST PROFITS OR LOSS OF GOODWILL. IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF SkidCo TO YOU EXCEED THE AMOUNT OF FEES ACTUALLY PAID BY YOU TO SkidCo DURING THE PRECEEDING 12 MONTHS, REGARDLESS OF THE BASIS OR FORM OF CLAIM. b) Disclaimer of Warranties. YOU ACKNOWLEDGE AND AGREE THAT SkidCo SERVICES ARE PROVIDED TO YOU ON AN "AS IS" BASIS, AND SkidCo DISCLAIMS ANY AND ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY LAW 5. AGREEMENT TO ARBITRATE ALL DISPUTES AND GOVERNING LAW. a) The exclusive means of resolving any dispute between you and SkidCo or any claim or controversy arising out of or relating to or that have arisen based on use of the SkidCo websites and/or SkidCo's services (including any alleged breach of these Terms and Conditions) shall be BINDING ARBITRATION administered by the American Arbitration Association, EXCEPT AS EXPRESSLY PROVIDED BY APPLICABLE FEDERAL OR STATE LAW. You may not under any circumstances commence, participate in or maintain against SkidCo any class action, class arbitration, or other representative action or proceeding. *NOTICE OF RIGHTS* b) By using the Website and/or SkidCo's services in any manner, you agree to the above arbitration agreement. In doing so, YOU GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend any claims between you and SkidCo. YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDING. Your rights will be determined by a NEUTRAL ARBITRATOR, NOT A JUDGE OR JURY. You are entitled to a fair hearing before the arbitrator. The arbitrator can grant any relief that a court can, but you should note that arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons. i. Any proceeding to enforce this arbitration agreement, including any proceeding to confirm, modify, or vacate an arbitration award, may be commenced in any court of competent jurisdiction. In the event that this arbitration agreement is for any reason held to be unenforceable, any litigation against SkidCo may be commenced only in the federal or state courts located in Baldwin County, Alabama. You hereby irrevocably consent to the jurisdiction of those courts for such purposes. ii. These Terms and Conditions, and any dispute between you and SkidCo, shall be governed by the laws of the state of Alabama without regard to principles of conflicts of law, provided that this arbitration agreement shall be governed by the Federal Arbitration Act. 6. CLIENT CONTENT a) Our Right to Use Your Content. You acknowledge and agree that any content, including photographs, images, comments, questions and/or answers, (“Content) provided to us by you in support of the SkidCo services may be viewed by the general public and will not be treated as private, proprietary or confidential. You authorize us and our affiliates, licensees and sub-licensees, without compensation to you or others, to copy, adapt, create derivative works of, reproduce, incorporate, distribute, publicly display or otherwise use or exploit such Content throughout the world in any format or media (whether now known or hereafter created) for the duration of any copyright or other rights in such Content, and such permission shall be perpetual and may not be revoked for any reason. Further, to the extent permitted under applicable law, you waive and release and covenant not to assert any moral rights that you may have in any Content posted or provided by you. b) Representation of Ownership and Right to Use Content. By providing any Content to SkidCo, you represent and warrant to SkidCo that you own or have all necessary rights to use the Content. The forgoing representation includes, but is not limited to a representation and warranty that you own or have the necessary rights (including any necessary releases) in relation to any persons, places or intellectual property pictured in any photographic Content that you provide. In addition, if you post or otherwise provide any Content that is protected by copyright, you represent that you have obtained any necessary permissions or releases from the applicable copyright owner. c) Content Guidelines. SkidCo reserves the right, but does not have the obligation, to edit or abridge, or to refuse to post, or to remove any Content that you or any other users post on an account maintained by SkidCo if SkidCo determines (in its sole discretion) that such content contains or features any of the following: i. Offensive, harmful and/or abusive language, including without limitation: expletives, profanities, obscenities, harassment, vulgarities, sexually explicit language and hate speech (e.g., racist/discriminatory speech.) ii. References to illegal activity. iii. Language that violates the standards of good taste or the standards of this Site. iv. Statements that are or appear to be false. v. Comments that disparage SkidCo. 7. Other Terms. This Agreement, including pricing, may be changed from time to time. By continuing to use any SkidCo services you are agreeing to be bound by any such non-material changes. Material changes to this Agreement will be posted on the SkidCo Website at https: https://skidcommander.com/terms-of-service and periodically communicated to you by email, text, or other reasonable means. By continuing to use any SkidCo services after receiving any such notice of changes from SkidCo, you are agreeing to all such changes. a) You understand that the standard agreement term between you and Skid Ventures is for six (6) months, roughly applied in six (6) 30-day billing periods. You may terminate this Agreement upon our receipt of your notice, by phone or email, during normal business hours (such termination to be effective at the end of the 30-day billing period during which the termination notice is properly delivered and received), but you shall be obligated to pay for any services performed or expenses incurred on your behalf prior to us receiving your termination during normal business hours. SkidCo, in its sole discretion, reserves the right to suspend your rights under this Agreement or terminate this Agreement and your status as a SkidCo Client immediately at any time for any reason or no reason at all. b) If this Agreement is terminated or expires, your agreements and obligations under this Agreement shall continue; and any Services provided to you during the term of this Agreement and relationships you enter into or create from those Services will continue to be governed by this Agreement including but not limited to with respect to any disputes that may arise or claims that may be made against us and any indemnification of us by you for such claims. c) If it is determined or suspected by SkidCo, in its sole discretion, that you are misusing or attempting to misuse SkidCo services or are using or attempting to use SkidCo services for any inappropriate, illegal, harmful, or anti-competitive, purposes, including but not limited to activities such as hacking, infiltrating, fraud, advertising, jamming or spamming, or any activities inconsistent with the services proposed to be offered by SkidCo, in addition to our right to immediately terminate this Agreement, SkidCo reserves the right, in its sole discretion, to instigate, without notice, appropriate legal actions or proceedings to seek appropriate remedies and/or damages, including but not limited to lost revenue, repairs, legal fees, costs and expenses, and to seek injunctions or other equitable remedies. d) In the event of termination of this Agreement, you shall not be entitled to any refund of any fees paid to us, including any prepayments. e) You will be liable for any attorneys' fees and costs if we have to take any legal action (including the retention of a lawyer) to enforce this Agreement. The laws of the State of Alabama (excluding the laws and principles with respect to conflicts of law) govern this Agreement. You hereby consent and agree that the state or federal courts in Baldwin County, Alabama, are the exclusive forum for litigation of any claim by you arising under this Agreement or your use of the SkidCo Website and/or Services, and you submit to sole and exclusive jurisdiction in the state of Alabama, and hereby irrevocably waive and relinquish any right to bring, or cause to be brought, any such action, or to have any such action brought, in any judicial or administrative forum outside of such forum. f) If any provision of this Agreement is held by any court or other authority of competent jurisdiction to be invalid, illegal or in conflict with any applicable state or federal law or regulation, such law or regulation shall control, to the extent of such conflict, without affecting the remainder of this Agreement. g) Wireless data usage is subject to the fees and terms of your wireless subscriber agreement or data service plan with your provider, and you may incur charges from your telephone service provider for text messages, phone calls, email communications and data transferred. h) We grant you a limited license to access and make personal use of the SkidCo websites. You are not allowed to download or modify it without written consent from SkidCo. i) If you are an owner of an account on this website, you are solely responsible for maintaining the confidentiality of your private user details (username and password). You are responsible for all activities that occur under your account or password. SkidCo reserves the right to terminate accounts, edit or remove content, and cancel orders in its sole discretion.