This Terms of Service (“TOS”) is a legal agreement between you (“Subscriber”) and Urge Interactive, LLC (“Company”), and governs your use of the Company’s services and products. By using the Company’s services and products, you agree to be bound by this TOS, as well as the Company’s Acceptable Use Policy (“AUP”).
- Applicable Law and Venue
This TOS and any disputes arising out of or relating to it shall be governed by and construed in accordance with the laws of the United States and the State of California, without regard to conflicts of law principles. Any legal action or proceeding concerning this TOS shall be brought exclusively in the federal or state courts located in Los Angeles, California.
- Acceptable Use Policy
You agree to comply with the Company’s AUP, which may be amended from time to time at the Company’s discretion. Violations of the AUP may result in termination of services or other remedies as described in the AUP.
- Disclosure to Law Enforcement
You acknowledge that the AUP prohibits the use of the Company’s services for illegal activities. As such, you agree that the Company may disclose any information about you, including your IP addresses, account history, and account use, to law enforcement agents upon receipt of a written request corresponding to a subpoena or other court order without further consent or notification to you. The Company also reserves the right to terminate services as set forth in this TOS.
- Service Rates and Payment
(a) You acknowledge that the initial rates and charges for the Company’s services have been communicated to you, and you understand that the Company may change these rates and charges from time to time based on the scope of work and the specificity of talent required to complete the work.
(b) Payment for services is due upon receipt of the Company’s invoice, unless otherwise specified. Payments for tangible products and services (e.g., graphic design, website design and development, application design and development, etc.) are due upon delivery, launch, or submission as complete. Any unpaid balances may be subject to late fees, as described below.
(c) The Company requires a 50% retainer of estimated project costs before the start of any project or for projects estimated to cost over $2,500, unless otherwise agreed in writing. You must provide a valid credit card for your account, and you authorize the Company to charge this card for the remaining balance upon completion of project deliverables or for any monthly recurring fees, unless otherwise agreed in writing.
- Late Fees and Collections
(a) Payments that are declined for any reason are subject to a $35.00 non-sufficient funds (NSF) fee. Payments made by check that are declined are subject to a $45.00 NSF fee, plus any bank charges incurred by the Company.
(b) Service interruptions may occur for accounts that are 10 days past due, and a $15.00 late fee will be assessed. To restore service, you must pay the late fee in addition to any outstanding balances. Delivered products or services with unpaid balances may incur a 10% late fee.
(c) Accounts that are not collectable by the Company may be referred to an outside collection agency. If your account is referred for collection, you agree to pay the Company a “Processing and Collection” fee of not less than $75.
- Subscription-Based Services and Cancellation
(a) Monthly marketing packages are subscription-based and require payment in advance of service. Cancellation requires 30 days’ written notice.
(b) To cancel your service, you must provide written notice by mail or fax to the Company at the following address or number:
Urge Interactive, LLC
7906 Santa Monica Blvd., Suite 201
West Hollywood, CA 90046
Fax: (888) 348-3113
(c) Upon receipt of your cancellation notice, the Company will contact you using the telephone number or email address on record to confirm the cancellation. You must verify the cancellation within 48 hours.
- Refunds and Disputes
(a) Payments to the Company are non-refundable after 30 days, and costs associated with domain name purchases and marketing services (including website design and development work completed) are non-refundable at any time.
(b) You must report any overcharges or billing disputes within 20 days of the dispute occurring. If you dispute a valid charge, as determined by the Company in its sole discretion, you agree to pay the Company an “Administrative Fee” of not less than $75 and not more than $200.
(c) Pre-paid credits or package submissions by a corporate partner will expire one year from the date of communication to the Company.
- Failure to Pay
The Company may temporarily deny service or terminate this TOS upon your failure to pay charges when due. Termination or denial of service will not relieve you of responsibility for payment of all accrued charges, plus reasonable interest and any collection fees. Web development project payments are due on the day of launch unless otherwise agreed upon in writing, and the credit card on file will be charged at that time.
- Liability Limitations
(a) You acknowledge that the Company’s services may be subject to interruptions and that damages resulting from such interruptions are difficult to ascertain. You agree that the Company shall not be liable for any damages arising from causes beyond its direct and exclusive control.
(b) You further acknowledge that the Company’s liability for its own negligence may not exceed an amount equivalent to the charges payable by you for services during the period in which the damages occurred. The Company shall not be liable for any special, consequential, or indirect damages, injury, or loss.
- Transfer of Domains
(a) New web hosting accounts involving the transfer of a domain from another provider to the Company or its domain provider may require a minimum of seven (7) days to be set up and entered into the Company’s DNS servers. In some cases, transfers may take up to sixty (60) days. The Company makes no guarantees regarding the time required for a specific transfer.
(b) If the transfer of a domain is performed by the Company on your behalf, a handling fee may be incurred. If you cancel service during the transfer period, all charges are considered earned and non-refundable.
- Support Boundaries
The Company provides technical support to its clients within its area of expertise. For assistance, you may email firstname.lastname@example.org or open a support ticket within your secure account manager. You are encouraged to consult the Company’s knowledge base and help files for the service you are experiencing problems with before contacting support.
You agree to indemnify the Company for any violation of the AUP and TOS that results in loss to the Company or the bringing of any claim against the Company by a third party. This means that if the Company is sued due to your or your customer’s activity, you will pay any damages awarded against the Company, plus all costs and attorney’s fees.
- Miscellaneous Provisions
(a) You must provide and maintain current contact information for you, including a valid credit card.
(b) A waiver by the Company of any breach or provision of this TOS shall not operate as or be construed as a continuing or subsequent waiver thereof or as a waiver of any other provision.
(c) You shall not transfer or assign this TOS without the prior written consent of the Company. The Company may assign this TOS at any time without your consent or notice. The Company reserves the right to cancel your rights under this TOS at any time without further obligation.
(d) The Company is not responsible for any material input by others and not posted to the Company’s network by the Company. The Company is not responsible for the content of any other websites linked to its network; links are provided as internet navigation tools only. The Company disclaims any responsibility for any inappropriate use and any liability to any person or party for any other person or party’s violation of this policy.
(e) The Company is not responsible for any damages your business may suffer. The Company does not make implied or written warranties for any of its services. The Company denies any warranty of merchantability for a specific purpose. This includes loss of data resulting from delays, non-deliveries, wrong delivery, and any and all service interruptions caused by the Company.
(f) Hosting pornographic content or servers on hosting accounts without prior written consent is strictly forbidden. Any accounts found in violation of this will be subject to immediate cancellation without refund or compensation.
- Responsibility for Content
As a client of the Company, you are solely responsible for the content stored on and served by your server/hosting account or products produced by the Company. To the best of the Company’s knowledge, any materials or intellectual property created are original and do not infringe upon the intellectual property rights of others.
- Denial of Service
The Company reserves the right to refuse service to anyone at any time for any reason.
Pay-per-click strategies that are bundled with a comprehensive marketing package are considered proprietary to the Company and are not shared with the client. Reporting on results will be provided upon request.
- Entire Agreement
This TOS, along with the AUP, constitutes the entire agreement between you and the Company with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of the TOS will be effective only if in writing and signed by an authorized representative of the Company.
This document was last updated on May 01, 2023