Terms and Conditions

DIGITAL ENTREPRENEUR LLC TERMS & CONDITIONS


Registration process – your account: As a registered user of the services of Digital Entrepreneur LLC (“Digital Entrepreneur”), you create an account (“Account”) at the time of registration. Never disclose your Account information to any third party. You are solely responsible for maintaining the confidentiality and security of your Account and for all activities that occur on or through your Account. You also agree to immediately notify the Company of any failure of security in your Account. The Company will not be liable for any loss arising from any unauthorized access to or use of your Account.

To purchase and download Products and Services from the Web Site, you must enter your username and password configured at the time you registered as a Digital Entrepreneur client, customer and/or affiliate both to authenticate your Account and be able to make purchases, changes or any downloads. Once you have authenticated your Account using the username and password, you will not need to re-authenticate your Account again for twenty minutes; you can also choose to allow your computer to remember the password to stay authenticated. During this time, you can purchase and download Products and Services of the Company without having to re-enter your password.

You agree to provide accurate and complete information when registering and when using the Products and Services of the Company as well as to update your registration information to keep such information accurate and complete. You agree that the Company will store and use the registration information supplied in order to maintain and bill your Account. Any registration information will be subject to the provisions of the privacy policy of the Company under the Terms and Conditions of this Contract.

Affiliate Program: If you choose to become an affiliate of Digital Entrepreneur, you authorize Digital Entrepreneur to charge a monthly fee to maintain your affiliate membership and continue to have rights and access to all affiliate products, services, and training materials. Affiliates recognize that the credit card they have on file with Digital Entrepreneur will continue to be billed for their membership of either $49.99 USD, $99.99 USD or $199.99 USD starting on the day the Affiliate upgrades and every 30 days from the day of acceptance of this agreement until and unless that Affiliate cancels his/her membership with Digital Entrepreneur.

Availability of content: The Company reserves the right to change the content of the Web Site (back-office members area), and any addendum or take away of educational courses) without prior notice.

Modifications: The Company reserves the right to modify this Contract at any time and impose new or additional terms and conditions pertaining to the use that you make of the Web Site and Membership. These changes, additional terms and conditions will take effect immediately and will become part of this agreement. Your continued use of our Products and Services, as well as the use of our Web Site back office, learning management system, is understood as an acceptance of those terms or new or additional conditions. If you do not accept the new terms and conditions you must stop using the Products and Services of the Company immediately.

Duration and renewal of the contract: The duration of this agreement is of one (1) year from the date of its acceptance by the Company, which will be the later of (i) the date on which you execute the contract electronically through the Internet by means of the procedure of registration of the Company and its reception and acceptance, (ii) the date the Company receives and accepts a computer record of your account, or (iii) the date on which the initial purchase of an educational program or academy is paid.

Dispute Resolution – Binding Arbitration

A) Procedure For Mandatory Mediation And Arbitration. With respect to any dispute between the Parties that arises out of, or relates in any way, in whole or in part, to this Agreement, including without limitation the creation, sale, purchase, content, functionality, value, use or consequences of use of the Products, or to this Agreement, or the breach thereof, including without limitation, any tort claim, including fraudulent inducement of this Agreement or the dispute resolution provisions contained herein (“Claim”), the Parties agree:

  1. First, to try, in good faith, to settle the Claim through informal negotiations;

  2. Then, if such negotiations are not promptly successful, to try in good faith to settle the Claim by private mediation administered in Sheridan, Wyoming, by the American Arbitration Association (AAA), unless otherwise agreed by the Parties to use a non-AAA mediator;

  3. Finally if such mediation does not result in a resolution of the Claim, then Digital Entrepreneur may demand, as the sole and exclusive means and forum to resolve the Claim through, binding arbitration by a single arbitrator, such arbitration to be conducted in Sheridan, Wyoming, and administered under the Commercial Arbitration Rules of the AAA. The Arbitrator may be the person who previously served as mediator, but only with the consent of all parties to the arbitration.

B) Waiver of jury trial. This paragraph evidences an additional agreement to arbitrate disputes. Any dispute between the parties shall be subject to binding arbitration. This means, among other things, that any dispute, including, without limitation, in contract or tort, based upon, arising out of or relating to this agreement or to the relationship of the parties, or the sale of the products is subject to binding arbitration. In addition, all questions regarding the arbitration of the dispute, including whether the parties have agreed to arbitrate the dispute, shall be decided by such arbitration. This agreement to arbitrate all disputes between the parties applies even if some person or entity claims that this agreement is void, voidable or unenforceable for any reason. By agreeing to arbitrate, all parties are waiving their right to jury trial, their right to appeal and their right to conduct discovery (except as specifically set forth herein). This agreement to arbitrate shall survive the termination of this agreement. As provided under Colorado code of civil procedure section 13-22-215, the parties further agree that notice and service of any petition to confirm an arbitration award issued pursuant to this clause shall be sufficient if served by regular mail.

C) Application Of Federal Arbitration Act. The Parties acknowledge that this Agreement evidences a transaction involving interstate commerce, and that the Federal Arbitration Act (FAA) and, to the extent not inconsistent, the AAA’s Commercial Arbitration Rules as such Rules exist as of the time any Claim arises, shall govern the interpretation, enforcement and proceedings pursuant to this Dispute Resolution Paragraph, except as specifically set forth herein.

D) General Rules For Arbitration

  1. Separate Claim Resolution. The Parties agree that no arbitration or other proceeding conducted pursuant to this Agreement shall allow class claims, or consolidation or joinder of claims or parties.

  2. Qualifications Of Arbitrator. The Arbitrator shall be a practicing attorney or retired judge having at least 15 years’ experience with commercial litigation matters.

  3. Timing Of Award. The Arbitrator’s award shall be made within 6 months following the appointment of an Arbitrator and the Arbitrator shall agree to comply with this schedule before accepting appointment.

  4. Reasoned Award. The Arbitrators shall issue a reasoned written award reached only by strictly applying the rules of law to the facts.

  5. Limitation On Damages. The Arbitrator shall be limited to awarding actual monetary damages only (as defined below) and SHALL NOT have the power to award special, incidental, indirect, punitive or exemplary or consequential damages whatsoever (including, but not limited to, damages for loss of money, lost profits, capital, or income, loss of confidential or other information, business interruption, personal injury, loss of privacy, and any other pecuniary or other loss whatsoever) arising out of or in any way related to the use of or inability to use the materials, systems, or the support services, or the provision of or failure to provide support services, or otherwise under or in connection with any provision of this Agreement, even if either of the Parties has been advised of the possibility of such damages. A Party’s actual damages for purposes of this subparagraph shall be limited to the invoice amount of any receivable owed to Digital Entrepreneur’s client, customer and/or affiliate or to the amount actually paid by the member for the materials or Systems. The foregoing limitations, exclusions and disclaimers shall apply to the maximum extent permitted by applicable law.

  6. Applicable Rules And Discovery. The arbitration of any Claim will be governed by the discovery and summary judgment provisions in the Federal Rules of Civil Procedure (Rules 26 through 37 and 56) and the Federal Rules of Evidence shall be applicable to all presentations of evidence, provided however, that discovery will be limited to exchange of documents and depositions of Parties and experts only. Written interrogatories shall not be permitted.

  7. Expenses Of Arbitration. Each Party shall bear its own costs and expenses, including legal fees and an equal share of the Arbitrator's fees and the administrative costs of the arbitration during the arbitration provided, however, that the Arbitrator shall have the power to award to the prevailing party in any arbitration, the Arbitrator’s and the AAA’s fees, but the Arbitrator shall not have the power to award attorney’s fees or expert fees to any Party.

  8. Jurisdiction And Venue. The Parties consent and submit to the exclusive personal jurisdiction and venue of the Superior Court and the United States District Court, both located in the County of Sheridan, State of Wyoming, to compel arbitration of a Claim in accordance with this Agreement, or to enforce any arbitration award issued pursuant to this Agreement.

  9. Confidentiality. All arbitration proceedings will be closed to the public and confidential, and all records relating thereto will be permanently sealed, except as necessary to obtain court confirmation of the arbitration award or as necessary to give effect to res judicata and collateral estoppel, in which case all filings with any court shall be sealed to the extent permissible by the court. Nothing herein is intended to, or shall, preclude a Party from communicating with, or making disclosures to, its lawyers, tax advisors, auditors and insurers, as necessary and appropriate or from making such other disclosures as may be required by law.

  10. Right To Opt Out Of Arbitration. Digital Entrepreneur believes that the most efficient method of resolving client, customer and/or affiliate disputes is through neutral binding arbitration. The client, customer and/or affiliate may, however, opt out of the obligation to arbitrate disputes by notifying Digital Entrepreneur by e-mail at [email protected] within 30 days of execution of this Agreement.

  11. Alternative to Binding Arbitration of Disputes. The following provisions shall apply to the resolution of any dispute between the Parties that is not subject to arbitration for any reason, including but not limited to: (a) client, customer and/or affiliates election to opt out of arbitration; (b) determination by a court of competent jurisdiction that the Paragraph “Separate Claims Resolution” is invalid; or (c) determination for any reason that the Paragraph “Procedure for Mandatory Mediation and Arbitration” is invalid, in whole or in part. If for any reason, the Parties do not arbitrate a dispute and instead are permitted to bring an action in Superior Court or in a U.S. District Court, the following provisions shall apply:

E) Waiver of Jury Trial. To the extent permitted by law, in connection with any action or proceeding, whether brought in state or federal court, the Parties hereby expressly, intentionally and deliberately waive any right they may otherwise have to trial by jury of any Claim.

F) Jurisdiction and venue, the Parties consent and submit to the exclusive personal and subject matter jurisdiction and venue in Sheridan County, Wyoming.

G) Louisiana Residents: Notwithstanding the foregoing, Louisiana residents may bring an action against the Company with jurisdiction and venue as provided Louisiana law.

H) Judicial Reference. If the waiver of jury trial set forth hereinabove is not enforceable for any reason, then the Parties hereby agree that all Claims, including any and all questions of law or fact relating thereto, shall, at the written request of any Party, be determined by Reference as set forth herein below:

  1. Selection or Appointment of Referee. The Parties shall select a single neutral referee, who shall be a retired state or federal judge. In the event that the Parties cannot agree upon a referee, the referee shall be appointed by the court.

  2. Conduct of Reference. Except as otherwise provided in this Agreement, the Reference shall be conducted pursuant to the Colorado Code of Reference Arbitration Act 13-22-215. The referee shall determine all issues relating to the applicability, interpretation, legality and enforceability of this Agreement. The referee shall report a statement of decision to the court. The Parties shall equally bear the fees and expenses of the referee, unless the referee otherwise provides in the statement of decision.

  3. Provisional Remedies and Self-Help. No provision of this Agreement shall limit the right of any party to (i) exercise self-help remedies including, without limitation, set-off or (ii) to obtain or to oppose provisional or ancillary remedies from a court of competent jurisdiction before, after or during the pendency of the Reference. The exercise of, or opposition to, any such remedy does not waive the right of any Party to a Reference pursuant to this Agreement.

  4. No Decision By Jury. The Parties hereby acknowledge that if a referee is selected or appointed to determine the Claims, then the Claims will not be decided by a jury.

  5. Advice Of Counsel. The Parties recognize and understand that they are executing a legal agreement. Each Party represents that it has consulted legal and financial advisors, or that they have been given the opportunity to consult with such advisors prior to executing this Agreement.

  6. Severability. If any one or more of the provisions contained herein shall for any reason be found by a court of competent jurisdiction or an arbitrator to be invalid, illegal, or unenforceable in any respect, such invalid, illegal or unenforceable provisions shall be ineffective, but shall not in any way invalidate or otherwise affect any other provision. Notwithstanding the foregoing, if Paragraph 16(e)(1) entitled “Separate Claim Resolution” is found for any reason to be unenforceable, either party shall have the right, but not the obligation, to require that a Claim be resolved exclusively in a judicial proceeding in either the Superior Court of the United States District Court, both located in the County of Los Angeles, California, rather than through arbitration.

  7. Limitations Of Actions. Notwithstanding any statute or other legal or equitable doctrine or authority to the contrary, no Claim shall be brought more than eighteen (18) months after the purchase of the Products.

  8. Choice Of Law. This Agreement shall be governed by and interpreted in accordance with the Federal Arbitration Act, and shall otherwise be governed by and interpreted in accordance with the domestic law of the State of Wyoming.

8.13 Jurisdiction/Choice of Law: This Agreement shall be deemed to have been executed in and shall be interpreted, construed and enforced in accordance with the laws of the State of Wyoming, and with respect to all claims that expressly excluded from enforcement under the terms of the Mediation and Arbitration obligations set forth above, subject to the jurisdiction and venue only in the courts of Sheridan County, State of Wyoming.

8.14 Severability: If any provision of this Agreement shall be unlawful, void or for any Reason unenforceable, it shall be deemed separable from, and shall in no way affect the validity or enforceability of, the remaining provisions of this Agreement, and the rights and obligations of the parties shall be enforced to the fullest extent possible.

You agree that you have read this Agreement and, understood and accepted each and every one of its clauses, without fraud, deception or error in consent and agree and acknowledge the content and scope of these terms and conditions along with the other steps and addendums to the Agreement.

You confirm your will and Agreement to become a client, customer and/or affiliate and be bound under this agreement and its terms and conditions is by clicking in ‘I AGREE’ or Accept or using Electronic Signature.

Non-Disclosure

During the term of the agreement, and for a period of 24 months thereafter (the entirety of such period being the “restricted period”), client shall maintain the strictest confidence of company’s confidential information. Client shall never disclose, copy, share, disseminate, transfer, convey, sell, or discuss, directly or indirectly, to any person or entity other than the parties to this agreement, company copyright information, trade secrets, intellectual property or other confidential information, except by express prior written consent of a duly authorized officer or director of company, as the case may be. Client will not make copies, videotape, record, photograph or transfer in anyway, in whole or in part, any confidential information or marked original copies of confidential information, copyright information, or trade secrets of company or its directors, as the case may be. Further, client shall use client’s best efforts and shall take all reasonable precautions to prevent the disclosure of company’s or its director’s copyright information, trade secrets or other confidential information. a breach of this provision includes but is not limited to each disclosure, sharing, dissemination, transfer, conveyance, selling, or discussion of any singular piece of confidential, trade secret, copyright, and/or proprietary information.

Cancellation and Refund Policy

Client may terminate the agreement within 7 days of payment and will receive a full refund of the amount paid to the company. If the client terminates the agreement after 7 days of payment, there are no refunds on payment made previously and client agrees and acknowledges that no refunds will be given.

Income Disclosure

It is important that all Digital Entrepreneur LLC (“Digital Entrepreneur”) clients, customers and/or affiliates understand that each person’s results will vary – there are simply no guarantees as to the level of success or income you may experience.

The testimonials and examples Digital Entrepreneur uses are very often exceptional results that do not apply to the average client, customer and/or affiliate and are not intended to imply or guarantee that one will achieve the same or similar results. Success with Digital Entrepreneur depends heavily on market conditions, commitment, leadership, individual skill and effort. It takes hard work to achieve a substantial income in this business and some clients, customers and/or affiliates will make no money at all.

While every effort has been made to accurately represent our products and their potential, there is no guarantee that you will earn any money using the techniques and ideas in this educational system or any of these products. Success cannot be guaranteed. As with almost any business, known and unknown risks exist, your results will be uniquely your own, and will differ from the results of others.

A. Earnings. Bonuses are paid to Affiliates who qualify pursuant to the Pay Plan or Commission Structure and who are in good-standing with the Company and compliance with the Contract. As the success of any Affiliate depends largely on the personal efforts of that Affiliate, the Company does not guarantee any level of profit or success, nor does it guarantee an Affiliate a specific income. An Affiliate does not receive compensation for sponsoring or recruiting other Affiliates.

B. Payment. The Company will pay Commissions to qualified Affiliates on Product orders which: (i) are received by the Company before the end of the respective week, and (ii) have been fully paid with appropriate payment.

  1. Commissions or bonuses are paid in the name of the Person or Business Entity listed in Payment Option link on the My Earnings section of the website. When no payment option is selected, the Affiliate will be notified and commissions will be held until a selection is made.

  2. All commissions and bonuses are paid every other Friday for the 2 previous weeks activity. These weekly commissions/bonuses will be accumulated from midnight pacific time on each Monday, through 11:59 pm pacific time of the next Sunday. All orders must be in before 11:59 pacific time Sunday to qualify for the previous weeks bonus.

C. Returned or Unpaid Payments. The Company makes every effort to ensure that an Affiliate receives its commissions/bonus payments. However, if a commission payment is unpaid due to insufficient information or other reasons beyond the control of the Company, the payment will be held for the benefit of the Affiliate for 90 days. After such 90 days, a monthly maintenance charge of $10.00 will be deducted from the Affiliates payment.

D. Deductions and Offsets. The Affiliate authorizes the Company to deduct fees from its Commissions or Bonus as outlined on the Payment Option page and/or as deemed appropriate at the sole discretion of the Company. Digital Entrepreneur’s Compliance Policy may change, alter, add, or detract conditions of membership, products, services, and compensation at any time and for any reason.

Digital Entrepreneur reserves the right to terminate an Affiliate at any time for misconduct, unethical conduct, or for violating any Company policies regardless of fault. All disputes and claims relating to Digital Entrepreneur, this Agreement, the Digital Entrepreneur Pay Plan or Commission Structure, or its products, the rights and obligations of an Customer and Digital Entrepreneur, or any other claims or causes of action relating to the performance of either an Affiliate or Digital Entrepreneur under the Agreement or the rules and regulations, and/or a Customer’s purchase of products shall be adjudicated totally and finally in the State of Wyoming, or such other location as Digital Entrepreneur prescribes in accordance with Digital Entrepreneur’s Terms and Conditions.

Digital Entrepreneur and its customers, officers, directors, employees, and other Affiliates shall not be liable for, and the Customer hereby releases the foregoing from and waives any claim for loss of profit, incidental, special, consequential, or exemplary damages which may arise out of any claim whatsoever relating to Digital Entrepreneur’s performance, non-performance, act, or omission with respect to the business relationship or other matters between the Customer and Digital Entrepreneur whether sounding in contract, tort, or strict liability.

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