EXIT-PRO TERMS OF USE
Last Modified: April 16, 2020
The submission of information to, and use of, the courses, coaching services, digital content, or business listing service (“Service”) available through www.EXIT-PRO.com (the “Website”) owned, operated, or powered by EXIT-PRO, Inc. (“Company”) is subject to the following Terms of Use.
BY SUBMITTING INFORMATION to, or accessing information from, the Service, YOU, the end-user customer (“Customer” or “you”) AGREE TO THE FOLLOWING TERMS OF USE and represent and warrant that you have the right, power and authority to agree to and be bound by such terms. These Terms of Use are a legal agreement between Company and you (the “Agreement”).
If you do not agree to these Terms of Use, do not submit information to, or access information from, the Service.
All questions concerning this Agreement should be directed to EXIT-PRO, Legal Department, 14961 Imperial Drive, 2nd Floor, Libertyville, IL 60048. Company may update these Terms of Use at any time and without notice.
GENERAL PROVISIONS
Business for Sale Advertising Service
The EXIT-PRO suite of services includes online business-for-sale advertising, searching, and information service. Company does not represent, broker or sell businesses directly and is not an agent of any party to a transaction between the purchaser and seller. As a result, Company does not (a) make any representations or warranties about the completeness or accuracy of the information provided by a seller, (b) act as a business broker, loan broker, money transmitter, escrow agent, payment manager, debt collector, or credit reporting agency, and (c) does not guarantee any results from using the Service.
License Grant and other Rights of Company
With respect to listings, content and other information Customer submits to Company through the Service (“Customer Content”), Customer grants Company a royalty-free, perpetual, irrevocable, non-exclusive and fully sub-licensable right and license (through multiple tiers) to use, reproduce, adapt, perform, display, publish, translate, prepare derivative works from, modify, distribute, sell, and take any other action with respect to the Customer Content (in whole or part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed, including the right to use listings and other information submitted to it for publication of all or part of such listing on the Internet for unrestricted use by Company customers and partners. This license you grant Company includes the express permission for Company to use and display the Customer Content you provide to Company, or any modification thereof, on the Websites and other Company-affiliated or partner products and sites. Company shall have sole authority to choose the manner in which any listing will be received, displayed and used by the Service, and reserves the right to remove all or any part of a listing or refuse Services to anyone at any time in its sole discretion. Company shall have no obligation to (i) resolve disputes among users of the Service; or (ii) monitor or verify the accuracy or proper use of the listings. Company reserves the right to modify or change any and all Terms of Use at any time. The most current copy of these Terms of Use will be posted and available for review on Company’s website.
Company Communication
Company utilizes email as a vital and primary channel of communication with customers. As a registered user, Customer hereby consents to Company communicating and grants Company permission to communicate with customer via email (as well as other communication channels such as phone, video conferencing, or fax) for any purpose Company determines to be relevant including, but not limited to, system messages, product updates, service announcements, and other marketing messages. Company will use commercially reasonable to honor Customer’s request to opt-out of marketing messages, but in every circumstance, Company shall comply with applicable law with respect to such opt-out request, and under no circumstances will Company have any liability for sending any email to its registered users/customers. With respect to sharing any personal data with third parties, Company does so in compliance with applicable law. For more information, please visit Company’s Privacy Notice located at https://www.EXIT-PRO.com/privacy-statement.
Customer Privileges
Customer privileges are granted by Company to individuals exclusively and are granted specifically to the registered customer only. Individual user rights cannot be assigned, sublicensed, distributed, shared, viewed, accessed, or otherwise transferred to anyone without the express written permission of Company. Company requires that each registered user maintain a valid email address or Customer ID and a password, which shall be utilized for logging on to the Company system. Customers are not permitted to share their individual logon information with others. Company has the right to refuse service to any customer that refuses to abide by the Terms of Use herein or abuses their rights related to the Company service.
Submission and Administration of Listings
Customer agrees not to submit through the EXIT-PRO website any Customer Content containing, photograph, financial, contact or any other listing information to publish and advertise a business opportunity using the Service unless Customer has received all necessary rights, consents and/or authorizations from the appropriate parties, including, without limitation, photographers and/or copyright owners of any photographs. Customer agrees not to submit any image to Company which contains any misrepresentations or unsuitable, inappropriate or controversial content, or otherwise violates any terms of this Agreement. Company reserves the right to remove any images in violation of this provision.
Customer agrees that all images submitted for publishing represent the business opportunity or category exclusively, and do not include any broker logos, contact information, website addresses, phone numbers, or any overlay text or graphics of any kind.
Only one listing published using the EXIT-PRO website is permitted for each membership subscription. For example, a listing containing multiple business opportunities for sale within that listing, or multiple listings for the same opportunity or multiple listings for a different opportunity, are not permitted. In addition, once a listing is approved and published, it may not be edited or modified in an attempt to sell a different business entity. Additionally, the Customer agrees to allow the listing, or any part of it, to be searched, displayed, accessed, downloaded, copied, and otherwise referred to by users of the Customer’s website. Company shall have the sole authority to choose the manner in which any listing will be searched, displayed, accessed, downloaded, copied, and otherwise used on the Website and Company shall have the right to modify the listing in the exercise of its rights under this Agreement.
Customer (a) represents and warrants that all business and associated information provided by Customer will be accurate, and to the extent applicable, Customer has the legal authority to market and sell the business; (b) agrees that Customer will not permit the posting of a business on the Website under a name other than that of the business owner or the named licensed business agents that have been engaged by the business owner to market the business under the terms of a duly executed, active and exclusive listing agreement with the owner; (c) agrees to administer and maintain the accuracy of listings provided by Customer at all times; (d) shall ensure to respond to all buyer inquiries relating to the listing (i) within forty-eight (48) business hours and (ii) in a professional and respectful manner; and (e) agrees to provide to prospective buyers, free of cost, the information needed so that prospective buyers can make a fully informed purchase decision about the Business.
In addition, Customer agrees not to advertise a business opportunity as an Established Business unless such a business (1) is open and has been continuously operating for a minimum of two years, (2) has an established customer base and a history of material revenues, and (3) has the ability to provide accurate and detailed financial statements to qualified buyers. Company reserves the right to remove all or any part of the listings posted on the Company website that do not comply with these Terms of Service.
Company accepts no responsibility for checking the accuracy of any data or information supplied or submitted by Customer. While Company shall take all reasonable efforts to back up its data and resume business as quickly as possible, Customer will be solely responsible for retaining back-up copies of all information, photographs, and other materials it provides to Company.
Use of Information
All information obtained from the Service, including video courses, document templates, ebooks, business listings, professional advisor directory, valuation date, and any other information otherwise made available to Customer in the Service (individually and collectively, the “Content”) is proprietary to Company, and is protected by copyright and other U.S. and international intellectual property rights, laws and treaties. Customer agrees that any Content reserved for members will be treated as proprietary and will be kept as confidential and shall be protected as a trade secret of Company.
Company has made every effort to ensure the accuracy and completeness of the Content, but the Company does not warrant or guarantee the accuracy or completeness of such Content and the Customer shall use it at the Customer’s own risk.
Customer shall limit access to and use of Content to personal use, and shall not use Content obtained from the Service or distribute, publish, display, or prepare derivative works or facilitate any of these activities in any way. Customer shall not access or use any portion of the Service if you are a direct or indirect competitor of Company, nor shall you provide, disclose or transmit any portion of the Service to any direct or indirect competitor of Company (by way of example, a “direct or indirect competitor” of Company includes, but is not limited to, Internet listing services or other business information services and employees, independent contractors and agents of such services).
Customers violating these specific terms, specifically those customers searching the Service in an abusive or excessive manner, by automated or manual means, shall be subject to immediate termination of their membership and will be assessed an excessive use fee of $500.
Term and Termination
The Company offers subscriptions to the Service through a number of products that vary and follow the term, renewal, and billing provisions as described below.
DIY Service. Single listing subscriptions are purchased through https://www.EXIT-PRO.com/sell/. Customer agrees to pay for the full value of the contract term (equal to the number of months in the term multiplied by the monthly rate) at the beginning of the initial term. After the initial term, individual listings renew on a monthly basis and are billed at the prevailing monthly rate until canceled by Customer. Customer may cancel a listing at any time after the initial term, but the cancellation will take effect at the expiration of the then-current term. Customer agrees to provide written notice of such cancellation at least 10 business days before the end of any initial term or renewal month. Customer agrees that the fees paid for the initial term or any renewal month are non-refundable.
Professional Directory. A professional advisor profile may be purchased through www.EXIT-PRO.com/Directory/subscribe . Directory subscriptions are available in annual terms. Annual subscriptions renew and bill after 12 months unless Customer provides 10 business days advance written notice of intent not to renew. All annual subscription cancellations are effective at the end of the annual billing period and no refunds will be granted for partial months. Annual terms are billed at the beginning of the term for the full value of the term. After the initial term (or a renewal term), an annual Directory subscription will renew for a subsequent annual renewal term, unless Customer provides advance written notice of intent to not renew 10 business days before the end of the then-current term. No refunds will be granted for cancellations of partial terms.
Company reserves the right to terminate a Customer’s membership at any time without prior notice. Cause for termination includes, but is not limited to, breaches or violations of the Terms of Use, requests by law enforcement, inappropriate, unsuitable, controversial, fraudulent or illegal activity by you, discontinuance or material modification of Company services, nonpayment of fees owed by you in connection with Company services, account inactivity or technical or security issues, or repeated complaints by Exit-Pro Customers. Upon termination, Company shall have no obligation to maintain or forward any content in your account.
Payment Terms
Customer agrees to pay for all products and services purchased or ordered through the Company website (“Client Services”) using the payment method indicated and provides Company express authorization to charge said fees to their payment provider. Fees owed depend on the specific type and duration of Company products, services, information, or deliverables (collectively “Deliverables”) purchased. Payment of fees shall not be contingent on any events other than the delivery of the ordered Deliverables. Any attorney fees, court costs, or other costs incurred in the collection of delinquent undisputed amounts shall be the responsibility of and paid for by Customer. If payment is not current, Company may immediately cease to provide any and all Deliverables to the customer. The fees paid for monthly subscriptions are non-refundable, regardless of whether the subscription is terminated prior to the end of the month or term. Fees paid for business listings and other products are not refundable. No partial month (or partial term if longer than a month) refunds will be provided. Customer may cancel their Company product membership by contacting us only by email (https://www.EXIT-PRO.com/contact_us.htm). All cancellation requests will be processed within two (2) business days, and a cancellation confirmation will be emailed to the email address on record for the account. The product and/or membership will be deactivated at the end of the current billing term. Company reserves the right to change its fees or billing methods at any time. Company will provide timely notice to the affected Customers of any such changes. It is Customer’s responsibility to promptly provide Company with any contact or billing information changes or updates (including email address, credit card numbers, etc.).
The Customer must notify Company about any billing problems, disputes or discrepancies (“Disputes”) within ninety (90) days after charges first appear on their account statement. If Customer does not notify Company of a Dispute within ninety (90) days, Customer agrees to waive their right to dispute such problems or discrepancies.
Email Services; Unsolicited Commercial Email (Spam)
Company prohibits the use of its system or its tools to generate or send unsolicited commercial email (SPAM). Customers may not use the email services that Company offers to send spam (i.e. unsolicited commercial email) or otherwise send content that would violate these Terms of Use. Customer may not use the listing contact form to promote products or services to the listing broker or business owner. Company has the right to revoke the privileges of any customer that breaches these terms. The email services that Company offers are intended to be used by users for business purposes. Customer has no expectation of privacy in its use of such email services. Customer’s use of the email services constitutes consent to monitoring, retrieval, and disclosure to third parties of any information provided within the email service. Customer’s contact information supplied via the email services shall be used by Company in accordance with its Privacy Statement located at https://www.EXIT-PRO.com/privacy-policy.
Ownership
Company retains all rights (including Intellectual Property Rights, as defined below), title, and interest in the EXIT-PRO website and related content and technology, including any enhancements and improvements thereto. Customer will not, and will not allow others to, copy, use, disclose, sell or transfer the underlying source code or structure or sequence of Company’s technology or delete or alter author attributes or copyright notices. Customer shall use the Company system solely for their own use and shall not allow others to use the Company system under or through that Customer’s login ID/email and password. Further, customer shall not use Company products or services in an unlawful manner, such as for offensive, abusive, tortious, libelous, defamatory, or other illegal purposes.
Intellectual Property Rights means all intellectual property rights (throughout the universe, in all media, now existing or created in the future, for all versions and elements, in all languages, and for the entire duration of such rights) arising under statutory or common law, contract, or otherwise, and whether or not perfected, including without limitation, (a) all rights associated with works of authorship including without limitation copyrights, moral rights, copyright applications, copyright registrations, synchronization rights; (b) rights associated with trademarks, service marks, trade names, logos, trade dress, and the applications for registration and registrations of trademarks and service marks; (c) rights relating to the protection of trade secrets and confidential information; (d) rights analogous to those set forth in this definition and any and all other proprietary rights relating to intangible property; and (e) divisions, continuations, renewals, reissues, and extensions of the foregoing (as and to the extent applicable) now existing, later filed, issued, or acquired.
Limitation of Liability and Indemnification
IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, LOSS OF BUSINESS, LOSS OF USE OR OF DATA, OR INTERRUPTION OF BUSINESS) ARISING OUT OF THIS AGREEMENT. Customer’s exclusive remedy and Company’s entire liability under this Agreement shall be a refund to Customer of the fees paid to Company hereunder, and in no event will Company’s liability for any reason exceed such fee. Company (and its officers, directors, employees, and agents) shall not be liable for any damages whatsoever arising from Customer’s use of the Deliverables, and Customer shall indemnify Company (and Company’s officers, directors, employees, and agents), and hold each of them harmless from and against any and all costs, damages or losses by any of them (including, without limitation, reasonable attorneys’ fees) as a result of a claim by any person other than Customer arising from Customer’s use or application of the Services or the Deliverables.
Warranty Disclaimers
ALTHOUGH COMPANY MAKES EFFORTS TO PROVIDE A COMPLETE AND ACCURATE PRODUCT, THE EXIT-PRO CONTENT, LISTINGS AND SERVICES ARE PROVIDED “AS IS,” “WITH ALL FAULTS” AND “AS AVAILABLE.” COMPANY DOES NOT ENDORSE OR RECOMMEND ANY CUSTOMER CONTENT PROVIDED BY CUSTOMER AND BUYERS SHALL RELY ON SUCH CUSTOMER CONTENT AT BUYER’S OWN RISK. COMPANY MAKES NO PROMISES, REPRESENTATION OR WARRANTIES, EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE LISTINGS OR SERVICE, INCLUDING THEIR ACCURACY, OPERATION, CONFORMITY TO ANY REPRESENTATION OR DESCRIPTION, OR THE EXISTENCE OF ANY LATENT OR PATENT DEFECTS, AND COMPANY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE AND, UNDER THE LAW OF THE UNITED STATES OF AMERICA, THE IMPLIED CONDITIONS OF SATISFACTORY QUALITY AND ACCEPTANCE AS WELL AS ANY LOCAL JURISDICTIONAL ANALOGUES TO THE ABOVE AND OTHER IMPLIED OR STATUTORY WARRANTIES.
Links to Third Party Sites
This website may contain hyperlinks or contact forms that connect you to other websites operated by third parties that are beyond Company’s control. These third parties may be promoting their legal, accounting, or financial advisory services on this site that are separate and distinct from Company’s services. This includes links from advertisers in our professional advisor directory or referral partners that may use Company’s logo(s) as part of a co-branding relationship. For example, if you click on a link in the EXIT-PRO professional directory, it may take you off the EXIT-PRO website. Company does not control, is not responsible for examining or evaluating, and does not warrant the services or offerings of these businesses or individuals or the content of their websites. The Company does not assume any liability for the actions, product, or content of any of these third parties. Company makes no representations and cannot be held responsible for the accuracy, relevancy, compliance, legality, or decency of the services these third parties provide or of the material on their websites.
Procedure for Making Notification of Claims of Copyright Infringement
Company respects the intellectual property of others, and asks those posting or transmitting any content using Company’s services to respect copyright law. Company will restrict and/or terminate the ability of Customers to submit content and/or use the services who repeatedly submit content in violation of these Terms of Use. If you believe that your work has been copied and is being used on the Company website or Company’s online services in a way that infringes on your copyright, you may notify Company according to the notice requirements of the Digital Millennium Copyright Act (“DMCA”) and any other applicable law. Pursuant to 17 U.S.C. Section 512, Company’s DMCA registered agent can be reached as follows: by mail to EXIT-PRO, 14961 Imperial Drive, Libertyville, IL 60048 (Attn: Legal Department) or by e-mail to admin@exit-pro.com or by telephone at 224-513-5142. Please note that this procedure is exclusively for notifying Company that your copyrighted material has been infringed.
Miscellaneous
This Agreement, the Service and the Deliverables provided by Company shall be governed by the laws of the State of Illinois, without reference to conflict of laws principles. The parties hereby consent to the exclusive jurisdiction and venue of the State and Federal courts of Lake County, Illinois. If any provision of this Agreement is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be severed from the remainder of this Agreement, which shall remain in full force and effect. This Agreement shall be binding upon and shall inure to the benefit of the parties and their respective successors and permitted assigns. The rights under this Agreement or any license granted hereunder may not be assigned, sublicensed or otherwise transferred by Customer without the prior written consent of Company, which retains the right to withhold consent in its sole discretion. The Terms of Use of this Agreement constitute the entire agreement between the parties and supersede all previous agreements and understanding, whether oral or written, between the parties hereto with respect to the subject matter of this Agreement. All notices to Company must be in writing and must be sent registered mail, certified mail, or overnight mail with a return receipt requested to General Manager at Company.
