Web Site Terms and Conditions of Use

The use of services from Control Panel Solutions, Inc., (DBA: BuycPanel) [hereafter referred to as “Provider”] constitutes an Agreement to comply with the Terms of Use between Provider and Customer herein below stated. Provider reserves the right to change these terms and conditions, services, and the prices mentioned in this site at any time, at its sole discretion, without notice unless otherwise specified herein below. Provider reserves the right to add, remove, modify or suspend all or some of its services at any time. Should Customer object to any term or
condition of the Terms of Use, any guidelines, or any subsequent modifications thereto or become dissatisfied with Provider in any way, Customer’s only recourse is to immediately discontinue use of Provider’s services. Provider reserves the right to seek all remedies available by law and in equity for any violation of these terms and conditions.

1) Content

All products and/or services provided by Provider may only be used for lawful purposes. The laws of the State of CALIFORNIA, and the United States of America apply.

The customer agrees to indemnify and hold harmless Provider from any claims resulting from the use of Provider’s products and/or services.

Use of Provider’s products and/or services to infringe upon any copyright or trademark is prohibited. This includes but is not limited to unauthorized copying of music, books, photographs, or any other copyrighted work. The offer of sale of any counterfeit merchandise of a trademark holder will result in the immediate termination of Customer’s account. Any account found to be in violation of another’s copyright will be expeditiously removed, or access to the material disabled. Any account found to be in repeated violation of copyright laws will be suspended and/or terminated.

Provider services, including all related equipment, networks and network devices are provided only for authorized customer use. Provider systems may be monitored for all lawful purposes, including ensuring that use is authorized, for management of the system, to facilitate protection against unauthorized access, and to verify security procedures, survivability, and operational security. During monitoring, information may be examined, recorded, copied and used for authorized purposes. Use of Provider system(s) constitutes consent to monitoring for these purposes.

Provider reserves the right to refuse service to anyone. Any material that, in Provider’s judgment, is obscene, threatening, illegal, or violates Provider’s Terms of Use in any manner may be removed from Provider’s servers (or otherwise disabled), with or without notice.

The customer also agrees that all licensing is subject to approval by the software manufacturer/vendor and that Provider has limited control over what licenses are revoked for inappropriate usage.

2) Restrictions on Use of the Site and Customer Conduct

Viewing or using certain sections of Provider’s website (hereinafter “Site”) and Services require Customer to have an account in good standing. In order to have an account in good standing Customer must comply with all provisions of the Terms of Use, including following the procedures set forth in the Account Security section.

Customer agrees that Customer is responsible for his/her/its use of the Site and the Services, including any information, data, text, software, sound, photographs, graphics, video, messages, tags or other materials (“User Content”) that Customer Submits to the Site through any means. For purposes of these Terms of Use, to “Submit” User Content means to email, post, upload, distribute or otherwise make available to Provider or on or through the Site whether electronically, by telephone, fax or any other means.

In using the Site or Services, Customer must comply with all Applicable Laws including all Applicable Laws related to the import, export or re-export, directly or indirectly, of any software accessed or downloaded from or through the Site.

In using the Site and the Services, Customer agrees that Customer will not engage in any of the following or authorize or encourage any third party to engage in any of the following:

  • Submit any content that is unlawful, defamatory, hateful, invasive of another’s privacy, harassing, abusive, fraudulent, obscene, contains viruses, or is otherwise objectionable as determined by Provider in its sole discretion;
  • Submit any content that (a) infringes upon any third party Intellectual Property Rights or other proprietary right, (b) violates any contractual or fiduciary rights or obligations or (c) misappropriates any trade secrets;
  • Submit any content that of which Customer does not have ownership (unless Customer has sufficient rights, consents or licenses to Submit such content);
  • Submit any content, script, code, software or other materials that contains viruses or any other code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
  • Harm, impair, delay or otherwise disrupt or prevent others from using the Site or Services;
  • Submit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation, except (a) in those areas (such as the Ads & Offers forum) that are designated by Provider for such purpose; and (b) only if such advertising and promotional materials comply with all Applicable Laws and are not false or misleading;
  • Use the Site or Services for any fraudulent or inappropriate purpose;
  • Attempt to gain unauthorized access to the Site or Services, other accounts, computer systems or networks connected to any Provider server or to any of the Services, through hacking, password mining or any other means;
  • Interfere with, disrupt, tamper with or access without uthorization any computers, servers or networks of Provider or operated by others on behalf of Provider;
  • Forge, delete or otherwise manipulate headers or other identifiers in order to disguise the origin of any content Customer Submits;
  • Stalk or otherwise harass another; or
  • Collect personal information about other customers.

Provider has the right but not the obligation to pre-screen, refuse, disable access to or remove any User Content that is available via the Site or Services, including by removing any User Content that violates these Terms of Use or that Provider otherwise finds objectionable. Provider also has the right, but not the obligation, to investigate Customer’s use of the Site or Services to determine whether Customer has violated these Terms of Use. Provider may access Customer’s account and otherwise engage in investigations to the extent required or permitted by Applicable Law or
to comply with a legal process or governmental request.

Without limiting any of Provider’s other legal rights, remedies and defenses, all of which are expressly reserved, Provider may terminate or suspend any account for breach of these Terms of Use at any time in its sole discretion, including for any repeated breach of the provisions on User Content that violates third-party Intellectual Property Rights.

3) Submissions

With the exception of credit card numbers or payment information for the purchase of products and services, and server login information, Provider does not want to receive confidential or proprietary information through its web site.

Any information sent to Provider, with the exception of credit card numbers or payment information, and server login information, will be deemed NOT CONFIDENTIAL. Customer grants Provider an unrestricted, irrevocable license to display, use, modify, perform, reproduce, transmit, and distribute any information Customer sends Provider, for any and all commercial and non-commercial purposes.

Unless otherwise agreed upon by Provider in advance in writing, Customer also agrees that Provider is free to use any ideas, concepts, or techniques that Customer sends Provider for any purpose, including, but not limited to, developing, manufacturing, and marketing products that incorporate such ideas, concepts, or techniques.

Provider may, but is not obligated to, review or monitor areas on its site where customers may transmit or post communications, including bulletin boards, chat rooms, and user forums. Provider is not responsible for the accuracy of any information, data, opinions, advice, or statements transmitted or posted on bulletin boards, chat rooms, and user forums.

Customer is prohibited from posting or transmitting to or from this web site any libelous, obscene, defamatory, pornographic, or other materials that would violate any laws. However, if such communications do occur, Provider will have no liability related to the content of any such communications.

4) Payment Information

Customer agrees to supply appropriate payment for the services received from Provider. An invoice for the service provided will be emailed to the client 3 days before the next billing due date. Customer agrees that until and unless
Customer notifies Provider of Customer’s desire to cancel any or all services received, those services will be billed on a RECURRING BASIS (Continuous Payment Authority) automatically to Customer’s credit card on-file or PayPal subscription on file.

5) Cancellations and Refunds

Cancellations must be done in writing via the cancellation process on Provider’s website athttp://buycpanel.com/cancellicense.php. Cancellations must be made at least one (1) day before Customer’s service due date. Cancellations sent in on or after Customer’s service due date will not be subject to a refund. Once Provider receives Customer’s cancellation notice and has confirmed all necessary information Provider will inform Customer by e-mail that Customer’s service has been cancelled.

As a Customer of Provider, it is Customer’s responsibility to ensure that Customer’s payment information is up to date, and that all invoices are paid on time. Provider provides a two (2) day grace period from the time the invoice is due and when it must be paid. When an invoice is five (5) days past due the specific service(s) associated with that invoice will be suspended until payment is received. Provider reserves the right to change the monthly payment amount and any other charges at any time with thirty (30) days written notice to the Customer. Provider reserves
the right to suspend any license that is one day unpaid past the invoice due date. Violations of the Terms of Use will waive any refund otherwise due to Customer.

If Customer cancels account and payments still continue to recur for any reason, including but not limited to 1) by fault of the credit card processor and/or 2) by fault of any other payment collection company, Provider is to be held free of liability for any overdraft fees that are issued by Customer’s financial institution.

Provider offers a 7 day money back guarantee for all new services ordered.  Upon written request via email to billing@buycpanel.com Customer of Provider will receive a full refund of services ordered within the last 7 days.

6) Indemnification

Customer agrees that it shall defend, indemnify, save and hold Provider harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees asserted against Provider, its agents, its customers, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by customer, its agents, employees or assigns. Customer agrees to defend, indemnify and hold harmless Provider against liabilities arising out of; (1) any injury to person or property caused by any services and/or products sold or otherwise distributed in connection with Provider; (2) any material supplied by customer infringing or allegedly infringing on the proprietary rights of a third party; (3) copyright infringement and (4) any defective products sold to customers from Provider’s servers.

7) Arbitration

ANY DISPUTE CONCERNING THESE TERMS OF USE WILL BE SUBMITTED TO ARBITRATION. Disputes submitted to arbitration are not resolved in court by a judge or jury. Customer and Provider hereby agree
to submit any dispute to binding arbitration. A “Dispute” shall include any dispute, claim or controversy of any kind, whether in contract, tort, legal or equitable, or on the alleged breach of any duty imposed by any statute, rule or regulation now existing or hereafter arising, relating in any way to any aspect of this agreement.

By using any Provider services, Customer agrees to submit to binding arbitration. If any disputes or claims arise against Provider or its subsidiaries, such disputes will be handled by an arbitrator of Provider’s choice. An arbitrator from JAMS will be selected. Arbitrators shall be attorneys or retired judges and shall be selected pursuant to the applicable rules. All decisions rendered by the arbitrator will be binding and final. The arbitrator’s award is final and binding on all parties. The Federal Arbitration Act, and not any state arbitration law, governs all arbitration under this Arbitration Clause. Customer will be jointly responsible with Provider for any and all costs related to such arbitration.

  1. The arbitrator will have no authority to award punitive, exemplary or enhanced damages, and the parties hereby waive any right to seek or recover any such damages.
  2. If Customer refuses to submit to arbitration, Provider may compel Customer to arbitrate under California law; the party making the motion to compel arbitration shall be entitled to attorney’s fees and costs in connection with making the motion.

8) Warranties and Disclaimers; Liability Limitations

Disclaimer of Warranty. CUSTOMER AGREES THAT USE OF THE PROVIDER’S SITE AND SERVICES IS ENTIRELY AT CUSTOMER’S OWN RISK. THE PROVIDER’S SITE AND THE SERVICES ARE PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. TO THE EXTENT PERMITTED BY APPLICABLE LAW, PROVIDER EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. TO THE EXTENT PERMITTED BY APPLICABLE LAW, PROVIDER MAKES NO WARRANTIES THAT: (I) THE SERVICES AND/OR PRODUCTS AND/OR SITE WILL MEET CUSTOMERS REQUIREMENTS; (II) THE SERVICES AND/OR PRODUCTS AND/OR SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (III) THE RESULTS THAT MAY BE OBTAINED FROM THE PURCHASE OF THE SERVICES AND/OR PRODUCTS AND/OR USE OF THE SITE WILL BE ACCURATE OR RELIABLE; (IV) THE QUALITY OF ANY SERVICES AND/OR PRODUCTS PURCHASED OR INFORMATION
OBTAINED BY CUSTOMER THROUGH THE SERVICES AND/OR PRODUCTS AND/OR SITE WILL MEET CUSTOMER’S EXPECTATIONS; OR (V) ANY ERRORS IN THE SERVICES AND/OR PRODUCTS AND/OR SITE WILL BE CORRECTED. PROVIDER DOES NOT WARRANT THIRD PARTY PRODUCTS.

PROVIDER ASSUMES NO RESPONSIBILITY FOR ERRORS OR OMISSIONS IN THE INFORMATION OR SOFTWARE OR OTHER DOCUMENTS WHICH ARE REFERENCED BY OR LINKED TO THIS WEB SITE.

Limitation of Liability. SOME STATES AND JURISDICTIONS INCLUDING MEMBER COUNTRIES OF THE EUROPEAN ECONOMIC AREA, DO NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE BELOW LIMITATION OR EXCLUSION MAY NOT APPLY TO CUSTOMER. UNDER NO CIRCUMSTANCES SHALL PROVIDER BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES (EVEN IF PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH POSSIBILITY WAS REASONABLY FORESEEABLE), RESULTING FROM ANY
ASPECT OF CUSTOMER’S USE OF SITE, SERVICES, PROVIDER CONTENT OR USER CONTENT, WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF THE SITE, SERVICES, PROVIDER CONTENT OR USER CONTENT, FROM INABILITY TO USE THE SITE, SERVICES, PROVIDER CONTENT OR USER CONTENT OR THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF THE SITE, SERVICES, PROVIDER CONTENT OR USER CONTENT. SUCH
LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE SITE, SERVICES, PROVIDER CONTENT OR USER CONTENT OR ANY LINKS ON THE SITE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE SITE, SERVICES, PROVIDER CONTENT OR USER CONTENT OR ANY LINKS ON THE SITE. THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. IN NO CASE SHALL PROVIDER’S LIABILITY EXCEED THE AMOUNT CUSTOMER PAID FOR THE
APPLICABLE PRODUCT OR SERVICE.

THIS WEB SITE COULD INCLUDE TECHNICAL OR OTHER INACCURACIES. CHANGES ARE PERIODICALLY MADE TO THE INFORMATION HEREIN. HOWEVER, PROVIDER MAKES NO COMMITMENT TO UPDATE MATERIALS ON THIS SITE.

Provider makes no representation that information on this web site is appropriate or available for use in all countries, and prohibits accessing materials from territories where contents are illegal. Those who access this site do so on their own initiative and are responsible for compliance with all applicable laws.

9) Disclosure to law enforcement

Provider may disclose any subscriber information to law enforcement agencies without further consent or notification to the subscriber upon lawful request from such agencies. Provider will cooperate fully with law enforcement agencies.

10) Choice of Law; Venue; Jurisdiction

This Agreement will be governed by and interpreted in accordance with the laws of the State of California without regard to the conflicts of laws principles thereof. Any dispute or claim arising out of or in connection with the Agreement not conclusively resolved by arbitration shall be exclusively and finally settled by the state or federal courts located in California. For purposes of this Agreement, Customer and Provider hereby irrevocably consent to exclusive personal jurisdiction and venue in the Superior Court of California, County of Orange, and the federal court in the Central District of California.

11) Account Security

If any of the Services on the Site require Customer to create an account, Customer must complete the registration process by providing Provider with true, current, complete and accurate information as prompted by the applicable registration form, and Customer will maintain and promptly update such information to keep it true, current, complete and accurate. Provider will not be held responsible for any loss of communication or problems that arise as a result of customers not informing Provider of their current and accurate contact details. Customer must select a password and a username. Provider may provide Customer with tools to assist Customer in evaluating the strength of the password Customer selects to access the Site and Services, but Provider cannot guarantee that such password will provide absolute protection.

Customer is responsible for maintaining the confidentiality of his/her/its password and account. Furthermore, Customer is responsible for any and all activities that occur under Customer’s account. Customer agrees to notify Provider immediately of any unauthorized use of Customer’s account or any other breach of security. Provider will not be liable for any loss that Customer may incur as a result of someone else using Customer’s password or account, either with or without Customer’s knowledge. However, Customer could be held liable for losses incurred by Provider or another party due to someone else using Customer’s account or password. Customer may not use anyone else’s account at any time. If Customer provides any information that is false, inaccurate, out of date or incomplete, or if Provider has reasonable grounds to suspect that such information is false, inaccurate, not current or incomplete, Provider may suspend or terminate Customer’s account and refuse any and all current or future use of the Services, the Site or any portion thereof.

Licenses and accounts are for the use of the primary owner only. Account holders are not permitted to “borrow”, “lend” or “sell”, their leased license to any third party. Account holders are not permitted to “borrow” or “lend”, their owned license to any third party.

12) Payment Methods Accepted

Provider accepts the following forms of payment: Visa, Mastercard, American Express, Discover Card, PayPal, and bank wire transfers. If Customer sends payment by wire transfer, Customer must notify Provider so that Provider can credit the wired funds to Customer’s account.

13) Specific Terms for Addon Providers

By using software offered from Provider’s partners, referred to as “Addons” on Provider’s website, Customer is agreeing to the licensing agreements and Terms of Use or Terms of Service for each of these add on products purchased through Provider. In addition to these Terms of Use, Customer is also bound by any and all Addon Providers’ agreements entered into in connection with using Provider’s Services and/or Products, including but not limited to End User Licensing Agreements (EULAs).

  • Reselling licenses – Customer may only resell Provider’s software products to Customer’s clients through Customer’s datacenter together with Customer’s services. Customer may not setup stand-alone web sites to sell Provider’s licenses outside of Customer’s datacenter.

14) Severability

If any provision of these Terms of Use is held to be invalid, illegal or unenforceable for any reason, such invalidity, illegality or unenforceability will not affect any other provisions of the Terms of Use, and the Terms of Use will be construed as if such invalid, illegal or unenforceable provision had never been contained herein.

15) How To Contact Provider

Should Customer have other questions or concerns about these Terms of Use please send Provider an email at sales@buycpanel.com.