iPLAN SERVICE AGREEMENT
This Service Agreement is entered into between iPlan, LLC, a Florida limited liability corporation, and the undersigned. Subscribers to iPlan's virtual college admission consulting service and any student for which a subscription is made are referred to in this Agreement as "you" or "your." This Agreement discloses how you or your student can use iPlan's services. This Agreement contains the terms and conditions governing iPlan's services. By using these services or by permitting your student to use these services, you agree on behalf of yourself and your student to the terms and conditions stated in this Agreement.
1. YOU AGREE TO THIS AGREEMENT AND THE REFERENCED AGREEMENTS: By using the services provided by iPlan under this Agreement, you acknowledge that you have read and agree to be bound by all terms and conditions of this Agreement and any pertinent rules or policies that are or may be published by iPlan on its website or sent to the e-mail address you provided.
2. CHANGES TO AGREEMENT. This Agreement will change over time in response to changes in the requirements of governments, administrative bodies, legislation, and colleges, and changes in the academic world. If, as a result of such a change to this Agreement, you no longer agree with its terms, you agree that your exclusive remedy is to terminate this Agreement and cancel your subscription. Should you elect to cancel the Agreement with iPlan, you will not receive a refund for any fees you may have paid to iPlan. If you continue to use the services following a change in this Agreement and/or the services, your continued use of the services indicates your consent to the changes. Any such revision or change will be binding and effective within 30 calendar days of the date on which the revised Agreement or change to the terms of the Services is posted to the website of iPlan or 15 calendar days after notification of the change in terms is sent to the e-mail address provided by you. You agree to review this Agreement periodically to make yourself aware of any such revisions.
3. TERM. The term of this Agreement shall continue in full force and effect for the period you selected as part of your subscription application. You agree that you will not transfer your subscription to any other person during the term of this Agreement or allow anyone else to use your identification and password to log in as you.
4. SERVICES PROVIDED AT WILL AND TERMINATION OF SERVICES. We may reject your subscription application or elect to discontinue providing services to you for any reason that iPlan deems appropriate. If we have grounds to terminate or suspend your subscription, no fee refund will be made. At any time and for any reason, we may terminate the services seven (7) days after we send notice of termination via mail or e-mail, at our option, to the subscriber contact information provided in association with your registration. Following notice of termination other than for cause, we will attempt to refund your fees based on a proration of time left under this Agreement. You agree that your failure to comply completely with the terms and conditions of this Agreement and any iPlan rule or policy may be considered by iPlan to be a material breach of this agreement and grounds for termination for cause.
5. SERVICES PROVIDED BY iPLAN. iPlan is a virtual college admission consulting service, designed to provide students with personalized advice on how to build their application credentials and target the right colleges.
6. AGREEMENT NOT TO USE "SERVICES" FOR IMPROPER PURPOSE. You agree not to use the services provided by iPlan, or to allow or enable others to use the services provided by iPlan, for improper purposes, including but not limited to: (1) creating false student profiles, (2) creating student profiles of students without their permission, (3) allowing others to use your log in information, (4) the transmission of unsolicited email (Spam), or (5) repetitive, high volume inquires into any of the services provided by iPlan. Server hacking or other perpetration of security breaches is prohibited. You agree that iPlan reserves the right to deactivate your subscription immediately if IPlan deems it is prudent or in its or its subscribers' best interests to do so.
7. INFORMATION WE COLLECT. In order to participate in the iPlan service, you understand and agree that you may be asked to provide personal identifying information as part of the registration process and at other points in using iPlan, and that we will store information that you provide. This information may include, but is not limited to, the following: e-mail, password, first name, last name, year of birth, address, phone number, and school. iPlan also collects and stores your answers to the surveys.
8. HOW WE USE THE INFORMATION. In the course of our business we may share your personal identifying information in aggregated or individual form to provide statistical user data about our subscribers to advertisers, potential advertisers, content licensors, service vendors, or other third parties who we believe can provide services or products that are useful to you. Unless you opt out, we may use your personal identifying information to contact you about any of our other products or services. In addition, at various points in using iPlan we may use your personal identifying information so that we can perform tasks you request or we deem beneficial to you.
9. EXPIRATION AND RENEWAL OF SERVICES. You acknowledge that it is your responsibility to keep your own records and to maintain your own reminders regarding when your subscription is set to expire. As a convenience to you, and not as a binding commitment, we may notify you via an email message when renewal fees are due. Should these fees go unpaid, your subscription will expire or be cancelled at the end of the term of this Agreement. Payment must be made by credit card or such other method as we may allow or require from time to time. If you select automatic renewal of the subscription, we may attempt to renew the subscription a reasonable time before expiration. You acknowledge that it is your responsibility to keep your billing information up to date and that we are not required to, but that we may, contact you to update this information in the event that an attempted transaction is not processed successfully.
10. ACCURATE ACCOUNT CONTACT INFORMATION AND OTHER INFORMATION. As further consideration for the services, you agree to provide certain current, complete and accurate information about you. You agree to maintain and update this information as needed to keep it current, complete and accurate. You agree that the type of information you are required to provide may change and you understand that, if you do not provide the newly required information, your registration or and/or other services may be suspended or terminated or may not be renewed. In the event the lack of accurate or current contact information results in the termination of your subscription, you agree that you shall not hold iPlan liable for any such loss or any damages associated with the loss.
11. ACCOUNT SECURITY. Please safeguard your account login identifier and password from any unauthorized use. We will take reasonable precautions to protect the information we obtain from you from loss, misuse, unauthorized access or disclosure, alteration or destruction of that information and that such reasonable precautions include procedures for releasing account access information to parties who claim to have lost account access information. You agree that, if we take reasonable precautions in relation thereto, that IN NO EVENT SHALL WE BE LIABLE IF SUCH REASONABLE PRECAUTIONS DO NOT PREVENT THE UNAUTHORIZED USE OR MISUSE OF YOUR ACCOUNT IDENTIFIER OR PASSWORD AND THAT, EVEN IF WE FAIL TO TAKE REASONABLE PRECAUTIONS, THAT OUR LIABILITY UNDER ANY CIRCUMSTANCES SHALL BE LIMITED BY THE LIMITATION OF LIABILITY PROVISION FOUND BELOW IN THIS AGREEMENT.
12. OWNERSHIP OF INFORMATION AND DATA. You agree and acknowledge that we own all database, compilation, collective and similar rights, title and interests worldwide that are stored on our servers.
13. LIMITATION OF LIABILITY: YOU AGREE THAT WE WILL NOT BE LIABLE FOR ANY (1) SUSPENSION OR LOSS OF THE SERVICES, (2) USE OF THE SERVICES, (3) INTERRUPTION OF OUR SERVICES, (4) ACCESS DELAYS OR ACCESS INTERRUPTIONS TO OUR WEB SITE(S) OR SERVICES OR DELAYS OR ACCESS INTERRUPTIONS YOU EXPERIENCE, (5) LOSS OR LIABILITY RESULTING FROM ACTS OF OR EVENTS BEYOND OUR CONTROL, (6) DATA NON-DELIVERY, MISDELIVERY, CORRUPTION, DESTRUCTION OR OTHER MODIFICATION, (7) THE FAILURE OF THE STUDENT TO BE ADMITTED TO A COLLEGE OR UNIVERSITY AFTER FOLLOWING THE ADVICE PROVIDED UNDER THIS AGREEMENT, (8) THE FAILURE OF THE STUDENT TO BE ACADEMICALLY, SOCIALLY, PROFESSIONALLY, OR IN ANY OTHER WAY SUCCESSFUL IN THE COLLEGE OR UNIVERSITY TO WHICH THEY WERE ADMITTED AFTER FOLLOWING THE ADVICE PROVIDED BY iPLAN, (9) THE FAILURE OF THE STUDENT TO GRADUATE FROM A COLLEGE OR UNIVERSITY THAT WAS ON THE RECOMMENDED LIST PROVIDED UNDER THIS AGREEMENT, (10) LOSS OR LIABILITY RESULTING FROM THE UNAUTHORIZED USE OR MISUSE OF YOUR LOG IN IDENTIFIER OR PASSWORD, OR (10) ADVERSE OUTCOMES WITH RESPECT TO ADMISSION TO COLLEGES OR UNIVERSITIES PROPOSED OR NOT PROPOSED BY iPLAN. YOU ALSO AGREE THAT WE WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING LOST PROFITS) REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU FURTHER AGREE THAT IN NO EVENT SHALL OUR MAXIMUM AGGREGATE LIABILITY EXCEED THE TOTAL AMOUNT PAID BY YOU FOR YOUR SUBSCRIPTION. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
14. INDEMNITY AND DEFENSE. With respect to iPlan, as well as the contractors, agents, employees, officers, directors, members, and affiliates of such parties, you agree to defend, release, indemnify, and hold such parties harmless from all liabilities, claims and expenses, including attorney's fees and court costs, for third party claims relating to or arising under this Agreement, the services provided hereunder, or your use of the services. Moreover, should we be forced to defend ourselves in any action or legal proceeding in connection with any services provided to you, you shall have sole responsibility to defend us against any such claim by the legal counsel of our choosing. The terms of this paragraph will survive any termination or cancellation of this Agreement.
15. GOVERNING LAW AND JURISDICTION FOR DISPUTES. Your rights and obligations and all actions contemplated by this Agreement shall be governed by the laws of the State of Florida, as if the Agreement was a contract wholly entered into and wholly performed within the State of Florida. You agree that any action brought by you to enforce this Agreement or any matter brought by you and which is against or involves us and which relates to your use of the services shall be brought exclusively in the United States District Court for the Southern District of Florida, or if there is no jurisdiction in such court, then in a state court in Palm Beach County, Florida. You consent to the personal and subject matter jurisdiction of any state or Federal court in Palm Beach County, Florida in relation to any dispute between you and us under this Agreement. You agree that service of process on you by us in relation to any dispute arising under this Agreement may be served upon you by first class mail to the address listed by you in your subscription registration or by electronically transmitting a true copy of the papers to the email address listed by you in your subscription registration.
16. YOU AGREE TO WAIVE THE RIGHT TO TRIAL BY JURY IN ANY PROCEEDING THAT TAKES PACE RELATING TO OR ARISING OUT OF THIS AGREEMENT.
17. NOTICES: You agree that any notices required to be given under this Agreement by us to you will be deemed to have been given if delivered in accordance with the postal and electronic mail address information you provided in the subscription registration.
18. LEGAL AGE. You attest that you are of legal age to enter into this Agreement.
19. FINAL AGREEMENT. This Agreement together with all modifications, constitute the complete and exclusive agreement between you and us, and supersede and govern all prior proposals, agreements, or other communications, subject to the terms set out in Section 2 above. This Agreement may not be amended or modified by you except by means of a written document signed by both you and an authorized representative of us.
20. NO AGENCY RELATIONSHIP. Nothing contained in this Agreement shall be construed as creating any agency, partnership, or other form of joint enterprise between the parties hereto. Each party shall ensure that the foregoing persons shall not represent to the contrary, either expressly, implicitly, by appearance or otherwise.
21. WAIVER. The failure of us to require your performance of any provision hereof shall not affect the full right to require such performance at any time thereafter; nor shall the waiver by us of a breach of any provision hereof be taken or held to be a waiver of the provision itself.
22. ENFORCEABILITY. In the event that any provision of this Agreement shall be unenforceable or invalid under any applicable law or be so held by applicable court decision, such unenforceability or invalidity shall not render this Agreement unenforceable or invalid as a whole. We will amend or replace such provision with one that is valid and enforceable and which achieves, to the extent possible, our original objectives and intent as reflected in the original provision.
23. ASSIGNMENT AND RESALE. Your rights under this Agreement are not assignable or transferable. You agree not to reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes any of the services or content (or portion thereof) without iPlan's prior express written consent.
24. FORCE MAJEURE. Neither party shall be deemed in default hereunder, nor shall it hold the other party responsible for, any cessation, interruption or delay in the performance of its obligations hereunder due to causes beyond its control including, but not limited to: earthquake; flood; fire; storm; natural disaster; act of God; war; terrorism; armed conflict; labor strike; lockout; boycott; supplier failures, shortages, breaches, or delays; or any law, order regulation, direction, action or request of the government, including any federal, state and local governments having or claiming jurisdiction over iPlan, or of any department, agency, commission, bureau, corporation or other instrumentality of any federal, state, or local government, or of any civil or military authority; or any other cause or circumstance, whether of a similar or dissimilar nature to the foregoing, beyond the reasonable control of the affected party.
29. HEADINGS. The section headings appearing in this Agreement are inserted only as a matter of convenience and in no way define, limit, construe or describe the scope or extent of such section or in any way affect such section. Close it