Terms & Conditions

By using this website (the “Site”), you agree to be bound by these Terms & Conditions and to use the Site in accordance with these Terms & Conditions , our Privacy Policy and any additional terms and conditions that are referenced herein or that otherwise may apply to specific sections of the Site, or to products and services that we make available to you through the Site (all of which are deemed part of these Terms & Conditions ). Accessing the Site, in any manner, whether automated or otherwise, constitutes use of the Site and your agreement to be bound by these Terms & Conditions.

We reserve the right to change these Terms & Conditions or to impose new conditions on use of the Site, from time to time, in which case we will post the revised Terms Conditions on this website and update the “Last Updated” date to reflect the date of the changes. By continuing to use the Site after we post any such changes, you accept the Terms & Conditionster, as modified.

We also reserve the right to deny access to the Site or any features of the Site to anyone who violates these Terms & Conditions or who, in our sole judgment, interferes with the ability of others to enjoy our website or infringes the rights of others.

Rights and Restrictions Relating to Site Content
Your Limited Right to Use Site Materials. This Site and all the materials available on the Site are the property of us and/or our affiliates or licensors, and are protected by copyright, trademark, and other intellectual property laws. The Site is provided solely for your personal noncommercial use. You may not use the Site or the materials available on the Site in a manner that constitutes an infringement of our rights or that has not been authorized by us. More specifically, unless explicitly authorized in these Terms & Conditions or by the owner of the materials, you may not modify, copy, reproduce, republish, upload, post, transmit, translate, sell, create derivative works, exploit, or distribute in any manner or medium (including by email or other electronic means) any material from the Site. You may, however, from time to time, download and/or print one copy of individual pages of the Site for your personal, non-commercial use, provided that you keep intact all copyright and other proprietary notices. For information about requesting permission to reproduce or distribute materials from the Site, please contact us.

Limitations on Linking and Framing. You are free to establish a hypertext link to our Site so long as the link does not state or imply any sponsorship of your website or service by us or by our Site. However, you may not, without our prior written permission, frame or inline link any of the content of our Site, or incorporate into another website or other service any of our material, content or intellectual property.

Site Registration Process
To access certain features of our Site, such as an audiocast, we may ask you to register with us on the form provided and such registration may require you to provide personally identifiable information such as your name, company, address and email address. You agree to provide true, accurate, current and complete information about yourself as prompted by the Site’s registration form. If we have reasonable grounds to suspect that such information is untrue, inaccurate, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Site (or any portion thereof). Our use of any personally identifiable information you provide to us as part of the registration process is governed by the terms of our Privacy Policy.

Job Listings
Our Site may permit users to post, and search for, job openings.

Limitation on Use of Company Directories
The information contained in any company directories that may be provided on the Site is provided for business lookup purposes and is not to be used for marketing or telemarketing applications. This information may not be copied or redistributed and is provided “AS IS” without warranty of any kind. In no event will we or our suppliers be liable in any way with regard to such information.

Privacy
We respect the privacy of the users of our Site. Please take a moment to review our Privacy Policy.

Forward Looking Statements
The information contained on the Site, including stored presentations, may contain certain comments or forward-looking statements that are based largely on Digital Tulip’s current expectations and are subject to certain risks, trends and uncertainties. Such comments and statements should be understood in the context of Digital Tulip’s publicly available reports filed with the SEC, including the most current annual report, 10-K and 10-Q, which contain a discussion of various factors that may affect Digital Tulip’s business. These factors could cause actual future performance to differ materially from current expectations. Except as required by law, Digital Tulip is not responsible for updating or revising any forward-looking statements whether as a result of new information, future events or otherwise. It also includes certain non-GAAP financial measures. We have provided a reconciliation of those measures to the most directly comparable GAAP measures on the investor relations portion of our web site.

Modifications to, or Discontinuation of, the Site
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site, or any portion thereof, with or without notice. You agree that we will not be liable to you or to any third party for any modification, suspension or discontinuance of the Site or any portion thereof.

Disclaimers
Throughout our Site, we have provided links and pointers to Internet sites maintained by third parties. Our linking to such third-party sites does not imply an endorsement or sponsorship of such sites, or the information, products or services offered on or through the sites. In addition, neither we nor our parent or subsidiary companies nor any of our respective affiliates operate or control in any respect any information, products or services that third parties may provide on or through the Site or on websites linked to by us on the Site.

THE INFORMATION, PRODUCTS AND SERVICES OFFERED ON OR THROUGH THE SITE AND ANY THIRD-PARTY SITES ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT THE SITE OR ANY OF ITS FUNCTIONS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY PART OF THIS SITE, INCLUDING BULLETIN BOARDS, OR THE SERVERS THAT MAKE IT AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SITE OR MATERIALS ON THIS SITE OR ON THIRD-PARTY SITES IN TERMS OF THEIR CORRECTNESS, ACCURACY, TIMELINESS, RELIABILITY OR OTHERWISE.

You must provide and are solely responsible for all hardware and/or software necessary to access the Site. You assume the entire cost of and responsibility for any damage to, and all necessary maintenance, repair or correction of, that hardware and/or software.

The Site is provided for informational purposes only, and is not intended for trading or investing purposes, or for commercial use. Stock and mutual fund quotes, and related financial news stories may be delayed at least 20 minutes, as may be required by the stock exchanges and/or the financial information services. The Site should not be used in any high risk activities where damage or injury to persons, property, environment, finances or business may result if an error occurs. You expressly assume all risk for such use.

Your interactions with companies, organizations and/or individuals found on or through our Site, including any purchases, transactions, or other dealings, and any terms, conditions, warranties or representations associated with such dealings, are solely between you and such companies, organizations and/or individuals. You agree that we will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings. You also agree that, if there is a dispute between users of this Site, or between a user and any third party, we are under no obligation to become involved, and you agree to release us and our affiliates from any claims, demands and damages of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such dispute and/or our Site.

YOU EXPRESSLY AGREE THAT THE SERVICES AND PRODUCTS PROVIDED BY Digital Tulip, LLC ARE PROVIDED ON AN “AS IS” BASIS, WITHOUT WARRANTY, REPRESENTATION, CONDITION, OR GUARANTEE OF ANY KIND, EXPRESS OR IMPLIED, AND THAT YOUR USE THEREOF IS AT YOUR OWN RISK. Digital Tulip, LLC HEREBY DISCLAIMS ANY AND ALL WARRANTIES, REPRESENTATIONS, CONDITIONS, OR GUARANTEES, INCLUDING ANY WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY, MERCHANTABLE QUALITY, SERVICE QUALITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE.

No claim shall be brought more than one year following the happening of the event giving rise to such claim

Limitation of Liability
UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL WE OR OUR SUBSIDIARIES, PARENT COMPANIES OR AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THIS SITE, INCLUDING ITS MATERIALS, PRODUCTS, OR SERVICES, OR THIRD-PARTY MATERIALS, PRODUCTS, OR SERVICES MADE AVAILABLE THROUGH THIS SITE, EVEN IF WE ARE ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. (BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY AND THE LIABILITY OF OUR SUBSIDIARIES, PARENT COMPANIES AND AFFILIATES, IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW.) YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT WE ARE NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER. IF YOU ARE DISSATISFIED WITH THE SITE, OR ANY MATERIALS, PRODUCTS, OR SERVICES ON THE SITE, OR WITH ANY OF THE SITE’S TERMS AND CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

Indemnification
You agree to indemnify and hold harmless us, our affiliates, and each of our and their respective directors, officers, managers, employees, shareholders, agents, representatives and licensors, from and against any and all losses, expenses, damages and costs, including reasonable attorneys’ fees, that arise out of your use of the Site, violation of these Terms & Conditions by you or any other person using your account, or your violation of any rights of another. We reserve the right to take over the exclusive defense of any claim for which we are entitled to indemnification under this section. In such event, you agree to provide us with such cooperation as is reasonably requested by us.

Suspension and Termination of Access
You agree that, in our sole discretion, we may suspend or terminate your password, account (or any part thereof) or use of the Site, or any part of the Site, and remove and discard any materials that you submit to the Site, at any time, for any reason, without notice. You agree that we will not be liable to you or any third-party for any suspension or termination of your password, account (or any part thereof) or use of the Site, or any removal of any materials that you have submitted to the Site. In the event that we suspend or terminate your access to and/or use of the Site, you will continue to be bound by the Terms & Conditions that were in effect as of the date of your suspension or termination.

Notice of Copyright Infringement
If you are a copyright owner who believes your copyrighted material has been reproduced, posted or distributed via the Site in a manner that constitutes copyright infringement, please inform our designated copyright agent by sending written notice by by email to [email protected].  Please include the following information in your written notice: (1) a detailed description of the copyrighted work that is allegedly infringed upon; (2) a description of the location of the allegedly infringing material on the Site; (3) your contact information, including your address, telephone number, and, if available, email address; (4) a statement by you indicating that you have a good-faith belief that the allegedly infringing use is not authorized by the copyright owner, its agent, or the law; (5) a statement by you, made under penalty of perjury, affirming that the information in your notice is accurate and that you are authorized to act on the copyright owner’s behalf; and (6) an electronic or physical signature of the copyright owner or someone authorized on the owner’s behalf to assert infringement of copyright and to submit the statement. Please note that the contact information provided in this paragraph is for suspected copyright infringement only. Contact information for other matters is provided elsewhere in these Terms & Conditions or on the Site.

Other
This agreement constitutes the entire agreement between us and you with respect to the subject matter contained in this agreement and supersedes all previous and contemporaneous agreements, proposals and communications, written oral. You also may be subject to additional terms and conditions that may apply when you use the products or services of a third party that are provided through the Site. In the event of any conflict between any such third-party terms and conditions and these Terms of Service, these Terms of Service will govern. This agreement will be governed by and construed in accordance with the laws of the State of Kentucky, without giving effect to any principles of conflicts of law.

This agreement is personal to you and you may not assign it to anyone. If any provision of this agreement is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from this agreement and will not affect the validity and enforceability of any remaining provisions. These Terms of Service are not intended to benefit any third party, and do not create any third party beneficiaries. Accordingly, these Terms of Service may only be invoked or enforced by you or us. You agree that regardless of any statute or law to the contrary, any claim or cause of action that you may have arising out of or related to use of the Site or these Terms of Service must be filed by you within one year after such claim or cause of action arose or be forever barred.

Your use of Digital Tulip, LLC products or services, including trial versions, is at all times subject to the following terms and conditions (the “Terms”). You agree that all of the Digital Tulip, LLC products or services that you use (the “Services”) shall be subject to these Terms as they may be amended and revised from time to time without notice excepted as posted on the Digital Tulip, LLC web site.

Domain Name Registration

Digital Tulip, LLC may assist with the application for registration of domain names, or with the continuing management of registered domain names, which domain names may be registered in an account in Digital Tulip, LLC’ name or in your name. In addition to the other Terms herein, such services are subject to the following specific terms:

The application for and registration of domain names is made through third-party domain name registrars. The registration and use of your domain name is subject to the terms of the applicable registrar and the laws and regulations that govern the ownership and use of domain names.

Digital Tulip, LLC makes no representation that a domain name that you wish to register is capable of being registered by or for you or that it will be registered in your name. You should therefore not assume registration of your requested domain name(s) until you have been notified that it has, or they have, been registered. Any action taken by you before such notification is at your risk.

Digital Tulip, LLC shall have no liability for any refusal or denial by any third party to register a domain name or for any cancellation or transfer of a domain name by any third party (including any regulatory authority, governmental authority, court, or other party with a regulatory or administrative role regarding the ownership and use of domain names).

In the event of a dispute regarding your ownership or use of a domain name that Digital Tulip, LLC manages for you, Digital Tulip, LLC may, at Digital Tulip, LLC’ discretion and without notice, withhold, suspend or cancel the domain name as deemed appropriate by Digital Tulip, LLC without liability to you. Digital Tulip, LLC may also take such actions and make such representations regarding domain names it manages for you as Digital Tulip, LLC may determine are necessary or appropriate under the laws and regulations that govern the ownership and use of domain names without liability to you.

Digital Tulip, LLC has no responsibility or liability regarding any domain name (including its renewal) that is not managed by Digital Tulip, LLC.

Third-Party Services

Digital Tulip, LLC may assist with the purchase and management of services offered by and performed by third parties on terms set by those providers, including various web-based services such as web hosting and web-based advertising. Similarly, Digital Tulip, LLC may assist with the incorporation of third-party software or features into your website(s). In addition to the other Terms herein, such services are subject to the following specific terms:

In all such cases, these third-party services, software, features or other benefits (collectively, the “Third-Party Services”) shall at all times be subject to the terms of the third-party providers and any laws or regulations applicable to those services.

Digital Tulip, LLC shall have no liability to you in connection with the Third-Party Services, including the quality of such service, any temporary or permanent interruption, outage, or unavailability of the service or any features relating to such service, or any refusal, denial, or discontinuation of the service by such provider for any reason.

All charges for Third-Party Services provided for your benefit shall be your payment responsibility, whether such charges are billed directly to you by the third-party provider or billed to Digital Tulip, LLC by the third-party provider and charged to you by Digital Tulip, LLC. All such charges billed to Digital Tulip, LLC shall be paid by you promptly after such amounts are invoiced to you by Digital Tulip, LLC.

Web Site Hosting and Email

Digital Tulip, LLC may provide website hosting and email services utilizing third-party providers (sometimes referred to as data centers). In addition to the other Terms herein, such services are subject to the following specific terms:

Digital Tulip, LLC makes no representation and provides no warranty as to the accuracy or quality of information received by any person via a third-party website hosting server in connection with any Digital Tulip, LLC services (the “Server”), and Digital Tulip, LLC shall have no liability for any loss or damage to any data stored on the Server.

You are encouraged to take reasonable actions to protect your interests in data stored on the Server, including appropriate and regular backups and the maintenance of adequate insurance coverage for any loss or damage to data stored on the Server.

Your use of the Server and any web site on the Server will comply with all of the terms, rules, and regulations established by the third-party data center.

You represent and warrant to Digital Tulip, LLC that you will use any web site hosted on the Server only for lawful purposes. In particular, you represent and warrant that:

• You will not use the Server in any manner that violates any law or regulation or that infringes the rights of any third party, nor will you authorize or permit any other person to do so.
• You will not post, link to or transmit:
• Any material that is unlawful, threatening, abusive, malicious, defamatory, obscene, pornographic, blasphemous, profane or otherwise objectionable in any way as determined by Digital Tulip, LLC.
• Any material containing a virus or other hostile computer program.

Any material that constitutes or encourages the commission of a criminal offense, or that infringes any patent, trade mark, design right, copyright or any other intellectual property right or similar rights of any person.

• You will not utilize any resources provided by Digital Tulip, LLC, including any web site hosting or email services, to send spam email, whether opt-in or otherwise.
• You will not employ programs that consume excessive system resources including, but not limited to, processor cycles and memory. Digital Tulip, LLC does not host IRC, IRC bots, or other server-resource-intensive programs.
• If your hosting plan has bandwidth or disk storage limitations, your usage beyond those limitations will be subject to a surcharge for such excess usage at Digital Tulip, LLC’ customary prices then in effect. You are responsible for monitoring your bandwidth and disk storage usage, which may be easily monitored via your control panel. If your hosting plan does not have a bandwidth or disk storage limitation and your usage of either increases dramatically beyond expectations when such plan was established, you agree to work with Digital Tulip, LLC to appropriately accommodate such increases in usage. In the event of unusually heavy usage, additional fees may apply.
• You shall keep secure any identification, password and other confidential information relating to your account and shall notify us immediately of any known or suspected unauthorized use of your account or breach of security, including loss, theft, or unauthorized disclosure of your password or other security information.
• You shall observe the procedures that we may from time to time prescribe and shall make no use of the Server that is detrimental to our other customers.
• You shall ensure that all email is sent in accordance with applicable laws and regulations (including data protection legislation) and in a secure manner.
• You will not send unsolicited email messages, including, without limitation, commercial advertising and informational announcements, or send email via scripts on the Server or using another site’s mail server to relay email.
• You will be responsible for any and all costs incurred by Digital Tulip, LLC as a result of your violation of these Terms, including, but not limited to, attorney fees and costs resulting from such violations. If it is necessary for Digital Tulip, LLC’ technicians to address the results of any violations of these Terms, such as responding to complaints and providing cleanup of unsolicited commercial mailings and/or unauthorized bulk mailings and/or news server violations, you will be responsible for such services at the rate of US $175 per hour plus US $1 for each bulk-email or Usenet message sent, plus US $1 per complaint received.

Digital Tulip, LLC reserves the right to remove from your web site without notice any material that Digital Tulip, LLC deems inappropriate. Digital Tulip, LLC does not host illegally obtained software, underage adult or pornographic content, or content that infringes on another person’s intellectual property rights.

If Digital Tulip, LLC becomes aware of an alleged violation by you of its Terms regarding web hosting or email services Digital Tulip, LLC may initiate an investigation. During the investigation Digital Tulip, LLC may restrict your access in order to prevent further possible unauthorized activity. Depending on the severity of the violation, Digital Tulip, LLC may, at its sole discretion, restrict, suspend, or terminate your account and/or pursue other civil remedies. If such violation is a crimnal offense, Digital Tulip, LLC may notify the appropriate law enforcement department of such violation.

Digital Tulip, LLC does not issue service credits for any outages incurred through service disablement resulting from violations of these Terms.

Your access to other networks connected to Digital Tulip, LLC must comply with the rules appropriate for those other networks.

Services Included in Basic Annual Website hosting:

• Server Management, WordPress Managed Hosting
• Ongoing monthly maintenance (WP Core CMS & Plugin Updates, WP Security management)
• Managed offsite backups
• 99.9% uptime guarantee
• Site storage up to 5GB and unlimited bandwidth
• AutoSSL Utility
• Minimal content updates (appx 10 -15 mins). Does not carry over moth to month.

Client Responsibility to Monitor Advertising and Marketing Material

Digital Tulip, LLC may assist with the creation of advertising and marketing-related material and the dissemination of such material on various websites, including social media sites. In addition to the other Terms herein, such services are subject to the following specific terms:

You are responsible for monitoring all such material being generated and disseminated by Digital Tulip, LLC on your behalf, and the responses, replies, and other customer and community reactions to such material.

You are responsible for promptly notifying Digital Tulip, LLC of any concerns or objections you may have regarding any such material so Digital Tulip, LLC may take timely action to address such concerns or objections.

You are responsible for all charges relating to the dissemination of such material during any and all periods that you provide no objection or request for change to Digital Tulip, LLC

Payment Responsibilities; Consequences of Non-payment

You are responsible for payment for Services as provided by the Scope of Work and any invoices that Digital Tulip, LLC may issue with regard to the Services. Your payment responsibilities include payment to Digital Tulip, LLC for the charges paid by Digital Tulip, LLC to third-party providers in connection with Services that have been delivered or for which payment has been irreversibly committed even if you subsequently provide notice of concerns or objections regarding those Services.

Unless otherwise specifically agreed between you and Digital Tulip, LLC in writing, all payments are due not later than thirty (30) days following the invoice date for such amounts.

Digital Tulip, LLC may assess interest at the rate of thirty percent (30%) per year (two and one-half percent [2.5%] per month) on all amounts past due until such amounts are paid.

If you fail to pay any sums due to Digital Tulip, LLC within the time that they are due, Digital Tulip, LLC may suspend the Services and/or cancel the Services without notice to you.

If any of your charges are thirty (30) days or more past due, Digital Tulip, LLC may suspend any and all of Digital Tulip, LLC’ services, including the discontinuation of the operation of and/or access to any hosted web site of yours and the related data, until your unpaid balance is paid in full with any interest that has accrued on past due amounts.

If any of your charges are sixty-one (61) days or more past due, Digital Tulip, LLC reserves the right to delete your account and all related data.

Digital Tulip, LLC may refrain from releasing any domain name held in Digital Tulip, LLC’ name until your unpaid balance is paid in full with any interest that has accrued on past due amounts.

If your check is returned as unpaid for any reason, you will be assessed a “returned check” charge of $45.00.

Digital Tulip, LLC’ rights as provided herein are in addition to Digital Tulip, LLC’ rights to pursue collection of any unpaid past due amounts, and in addition to any other legal or equitable rights that may accrue to Digital Tulip, LLC as a result of your late payment or non-payment of charges.

Performance of Digital Tulip, LLC Services

Digital Tulip, LLC will make reasonable efforts to perform and deliver its services within the time period identified in the Scope of Work or other documents relating to such services. However, circumstances beyond the control of Digital Tulip, LLC may sometimes prevent delivery within such time period, and in such cases Digital Tulip, LLC shall have no liability to you for such delay.

In its discretion, Digital Tulip, LLC may arrange for some Digital Tulip, LLC services or portions of such services to be performed by persons or organizations outside Digital Tulip, LLC.

At your request, Digital Tulip, LLC may provide consulting assistance regarding compliance with the various rules and regulations applicable to your activities in connection with the Services, particularly including the rules and regulations of third-party providers. Digital Tulip, LLC does not warrant the accuracy of any information, direction, or advice Digital Tulip, LLC may provide in this regard, and you are solely responsible for your compliance with all such rules and regulations.

In the event of an urgent development regarding the services Digital Tulip, LLC is providing you, if Digital Tulip, LLC cannot timely contact you for specific instructions regarding such development, Digital Tulip, LLC may then take action on your behalf as it deems best considering such circumstances without liability to you.

Digital Tulip, LLC will provide you credentials for the Services you engage. It is your responsibility to maintain security regarding those credentials. Digital Tulip, LLC can assist in the resetting of passwords, but cannot retrieve existing passwords.

In the event of an outage in your service or any other urgent matter, you are free to contact us in any reasonable manner.

Digital Tulip, LLC reserves the right to address support matters in any reasonable order, including on the basis of the severity of the need.

Service Availability

Digital Tulip, LLC will make reasonable efforts to make available to you at all times the Services you have engaged, but Digital Tulip, LLC shall not, in any event, be liable for interruptions of or downtime of the Services. Furthermore, Digital Tulip, LLC shall not be liable for non-receipt, misrouting, or other failure of email, content management systems, or data routing/manipulation.

Digital Tulip, LLC shall have the right to suspend the Services at any time and for any reason, generally without notice, but if such suspension lasts or is expected to last for more than 7 days you will be notified of the reason. Digital Tulip, LLC does not offer any sort of compensation on any network uptime guarantee.

The Services provided to you cannot be transferred or used by anyone other than you.

Term and Termination

The term period for any services engaged by you will be as set forth in the Scope of Work. Continuing services (for example, site edits, web site hosting and email services) shall automatically renew for additional term periods of equal duration (or as stipulated in the Scope of Work) unless you provide notice of intent not to renew at least 90 days prior to the expiration of the current term.

Unless otherwise stated in your Scope of Work, the default period for all contracts is twelve (12) months with automatic renewal for the same period.

You may buyout the contract if you wish to terminate early. The buyout amount is one-hundred (100%) percent of the remaining amount to be invoiced through the term of the Scope of Work and/or term.

If you violate these Terms, Digital Tulip, LLC may suspend or cancel the Services.

Digital Tulip, LLC reserves the right to suspend or cancel the Services at any time without cause. In that event you will be entitled to a refund of any amounts paid for undelivered Services.

Indemnity

You shall indemnify Digital Tulip, LLC and hold Digital Tulip, LLC harmless from and against any breach by you of these Terms and any claim brought against us by a third party resulting from the provision of Services by Digital Tulip, LLC to you and your use of the Services including, without limitation, all claims, actions, proceedings, losses, liabilities, damages, costs, expenses (including reasonable legal costs and expenses), howsoever suffered or incurred by Digital Tulip, LLC as a result of your breach or non-observance of these Terms.

LIMITATION OF DAMAGES

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ANY LIABILITY OF Digital Tulip, LLC IN CONNECTION WITH THE USE OF ANY SERVICES OR PRODUCTS PROVIDED BY Digital Tulip, LLC, UNDER ANY CAUSE OF ACTION OR THEORY, SHALL BE STRICTLY LIMITED TO THE AMOUNT ALREADY PAID BY YOU TO Digital Tulip, LLC FOR SUCH SERVICES OR PRODUCTS IN THE SIX-MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE CLAIM. IN NO EVENT SHALL Digital Tulip, LLC BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF, OR IN CONNECTION WITH, THE SERVICES OR PRODUCTS PROVIDED BY Digital Tulip, LLC. YOU AGREE THAT YOU WILL NOT HOLD Digital Tulip, LLC RESPONSIBLE FOR THE SELECTION OR RETENTION OF, OR ANY ACTS, ERRORS, OR OMISSIONS BY, ANY THIRD PARTY IN CONNECTION WITH THE SERVICES OR PRODUCTS PROVIDED BY Digital Tulip, LLC

Applicable Law

You agree that these Terms and the relationship between you and Digital Tulip, LLC shall be governed by the laws of the State of Kentucky without regard to its conflict of law provisions and that any and all claims, causes of action or disputes (regardless of theory) arising out of or relating to the Terms, or the relationship between you and Digital Tulip, LLC, shall be brought exclusively in the courts located in Fayette County, Kentucky or the U.S. District Court for Eastern Kentucky. You agree to submit to the personal jurisdiction of the courts located within Fayette County, Kentucky or the U.S. District Court of Eastern Kentucky, and agree to waive any and all objections to the exercise of jurisdiction over the parties by such courts and to venue in such courts.

Inappropriate Conduct Prohibited

You shall not post, using any of the Services provided by Digital Tulip, LLC, defamatory, scandalous, or private information about a person without their consent, material intended to inflict emotional distress, or material that infringes any intellectual property rights.

Any abuse towards any Digital Tulip, LLC employee will not be tolerated. You are expected to request and respond to support and other issues in a professional manner. Cursing, yelling, or other intentionally disruptive behavior directed at Digital Tulip, LLC or any of Digital Tulip, LLC’ employees is a violation of these Terms. Similarly, any threat, whether verbal, oral, written, or delivered by third parties and directed towards Digital Tulip, LLC or any of Digital Tulip, LLC’ employees, partners, equipment, and concerns is a violation of these Terms.

Digital Tulip, LLC shall have the sole discretion for determining whether inappropriate conduct has occurred.

No refunds shall be given when a suspension or cancellation of Services is the result of inappropriate conduct.

General Terms

Headings are included in these Terms for convenience only and shall not affect the construction or interpretation of these Terms.

These Terms, together with any Scope of Work setting forth the Services to be provided by Digital Tulip, LLC, contain the entire understanding between Digital Tulip, LLC and you relating to the subject matter covered by these Terms and supersede any previous agreements, arrangements, undertakings or proposals, written or oral, between Digital Tulip, LLC and you regarding such matters. No oral explanation or oral information given by any party shall alter the application and interpretation of these Terms.

There are no third-party beneficiaries of the Services or these Terms.

Digital Tulip, LLC reserves the right to amend or modify these Terms at any time, effective immediately upon posting the amended or revised Terms on our website (URL: https://www.digitaltulip.com/terms-and-conditions). It is your responsibility to check these Terms from time to time for any such amendments or modifications.

Unless you specifically direct otherwise, Digital Tulip, LLC may use your name as a client of Digital Tulip, LLC in Digital Tulip, LLC’ marketing communications.

“Digital Tulip, LLC” refers to Digital Tulip, LLC a Kentucky limited liability company with a mailing address of 2328 Abbeywood Rd, Lexington, KY 40515.