Terms and Conditions for Service and Website Usage
Conversion Giant and www.nogots.com are express written trademarks of Keyword Search Pros, Inc. Keyword Search Pros, Inc. conducts business as Conversion Giant, and Conversion Giant is a legally registered?DBA of Keyword Search Pros, Inc. in Los Angeles Country, California. All legal terms and conditions?are that are applicable to the name: Conversion Giant or www.nogots.com are legally bound or enforced by Keyword Search Pros, Inc., a California corporation.
PLEASE READ THIS DOCUMENT CAREFULLY BEFORE ACCESSING OR USING THE SITE OR CONTRACTING WITH KEYWORD SEARCH PROS, INC. FOR ANY SERVICE OR RELATED SERVICES. BY ACCESSING OR USING THE SITE OR SERVICE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH BELOW. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR USE THE SITE OR HOLD ANY LIABILITY TOWARD KEYWORD SEARCH PROS, INC. FOR SERVICE. KEYWORD SEARCH PROS, INC. MAY MODIFY THIS AGREEMENT AT ANY TIME, AND SUCH MODIFICATIONS SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING OF THE MODIFIED AGREEMENT ON THE SITE. YOU AGREE TO REVIEW THE AGREEMENT PERIODICALLY TO BE AWARE OF SUCH MODIFICATIONS AND YOUR CONTINUED ACCESS OR USE OF THE SITE SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF THE MODIFIED AGREEMENT.
1. Copyright, Licenses and Idea Submissions. The entire contents of the Site are protected by international copyright and trademark laws. The owner of the copyrights and trademarks are KEYWORD SEARCH PROS, INC., its affiliates or other third party licencors. YOU MAY NOT MODIFY, COPY, REPRODUCE, REPUBLISH, UPLOAD, POST, TRANSMIT, OR DISTRIBUTE, IN ANY MANNER, THE MATERIAL ON THE SITE, INCLUDING TEXT, GRAPHICS, CODE AND/OR SOFTWARE. You may print and download portions of the eBook or material from the different areas of the Site solely for your own non-commercial use provided that you agree not to change or delete any copyright or proprietary notices from the materials. You agree to grant to KEYWORD SEARCH PROS, INC. a non-exclusive, royalty-free, worldwide, perpetual license, with the right to sub-license, to reproduce, distribute, transmit, create derivative works of, publicly display and publicly perform any materials and other information (including, without limitation, ideas contained therein for new or improved products and services) you submit to any public areas of the Site (such as bulletin boards, forums and newsgroups) or by e-mail to KEYWORD SEARCH PROS, INC. by all means and in any media now known or hereafter developed. You also grant to KEYWORD SEARCH PROS, INC. the right to use your name in connection with the submitted materials and other information as well as in connection with all advertising, marketing and promotional material related thereto. You agree that you shall have no recourse against KEYWORD SEARCH PROS, INC. for any alleged or actual infringement or misappropriation of any proprietary right in your communications to KEYWORD SEARCH PROS, INC..
2. TRADEMARKS. Publications, products, content or services referenced herein or on the Site are the exclusive trademarks or service marks of KEYWORD SEARCH PROS, INC. Other product and company names mentioned in the Site may be the trademarks of their respective owners.
3. Use of the Site. You understand that, except for information, products or services clearly identified as being supplied by KEYWORD SEARCH PROS, INC. KEYWORD SEARCH PROS, INC. does not operate, control or endorse any information, products or services on the Internet in any way. Except for KEYWORD SEARCH PROS, INC.- identified information, products or services, all information, products and services offered through the Site or on the Internet generally are offered by third parties, that are not affiliated with KEYWORD SEARCH PROS, INC. a. You also understand that KEYWORD SEARCH PROS, INC. cannot and does not guarantee or warrant that files available for downloading through the Site will be free of infection or viruses, worms, Trojan horses or other code that manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to the Site for the reconstruction of any lost data. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND THE INTERNET. KEYWORD SEARCH PROS, INC. PROVIDES THE SITE AND RELATED INFORMATION “AS IS” AND DOES NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER (INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE OR NON-INFRINGEMENT, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE) WITH REGARD TO THE SERVICE, ANY MERCHANDISE INFORMATION OR SERVICE PROVIDED THROUGH THE SERVICE OR ON THE INTERNET GENERALLY, AND KEYWORD SEARCH PROS, INC. SHALL NOT BE LIABLE FOR ANY COST OR DAMAGE ARISING EITHER DIRECTLY OR INDIRECTLY FROM ANY SUCH TRANSACTION. IT IS SOLELY YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND USEFULNESS OF ALL OPINIONS, ADVICE, SERVICES, MERCHANDISE AND OTHER INFORMATION PROVIDED THROUGH THE SERVICE OR ON THE INTERNET GENERALLY. KEYWORD SEARCH PROS, INC. DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SERVICE WILL BE CORRECTED. YOU UNDERSTAND FURTHER THAT THE PURE NATURE OF THE INTERNET CONTAINS UNEDITED MATERIALS SOME OF WHICH ARE SEXUALLY EXPLICIT OR MAY BE OFFENSIVE TO YOU. YOUR ACCESS TO SUCH MATERIALS IS AT YOUR RISK. KEYWORD SEARCH PROS, INC. HAS NO CONTROL OVER AND ACCEPTS NO RESPONSIBILITY WHATSOEVER FOR SUCH MATERIALS.
4. Confidentiality. The client shall keep confidential all information that is provided to the client, their employees, affiliates and agents (the “receiving party”) in connection with the performance of this agreement that is proprietary in nature, including but not limited to all technical data, know how, methods, processes and procedures used to optimize the client’s website(s). The receiving party agrees that, during the term and thereafter, it will keep the Confidential information in strictest confidence and, in addition, protect such Confidential information by no less stringent security measures as it takes to protect its own Confidential information, but by at least reasonable security measures. The receiving party also agrees that it will not use any Confidential information for any purpose other than in connection with the performance of its obligations under this agreement. The parties recognize that the disclosure of Confidential information by the receiving party in violation of the provisions of this section would cause irreparable injury to the Disclosing party; therefore, in the event any party breaches or threatens to breach the provisions of this section, the other party, in addition to any other remedies it may have, will be entitled to preliminary and permanent injunctive relief without the necessity of posting a bond.
5. Program Overview. KEYWORD SEARCH PROS, INC. will fully work to improve search results for its clients. Some activities can but do not have to encompass and are not limited to: keywords management, ad group management, campaign organization, quality score modification, position modification, bid management, cost per click management, analytics, conversion tracking, ad text copy, search network management, content network management, and search engine optimization adjustments to websites. KEYWORD SEARCH PROS, INC. agrees to provide its clients any information about regarding their own campaign at any time, including its reporting, and or explanation to its reporting upon request.
6. Guarantee. KEYWORD SEARCH PROS, INC offers no guarantee or implication to any client that the service provides with regard to cost, ad position or ranking, return, ROI, or any other measurement of service.
7. Affiliation. KEYWORD SEARCH PROS, INC is not a representative of, nor is directly affiliated with, nor is contracted with any search engine including Google, Yahoo!, Microsoft, or Ask.com. Although KEYWORD SEARCH PROS, INC. may be endorsed by the above search engines and does operate with search engine provided tools and interfaces and may carry various designations as a qualified service manager for search marketing service, KEYWORD SEARCH PROS, INC. is not a part of and does not hold itself to BE any search engine.
8. LIMITATION OF LIABILITY. IN NO EVENT WILL KEYWORD SEARCH PROS, INC. BE LIABLE FOR (I) ANY INCIDENTAL, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE, OR ANY INFORMATION, OR TRANSACTIONS PROVIDED ON THE SERVICE, OR DOWNLOADED FROM THE SERVICE, OR ANY DELAY OF SUCH INFORMATION OR SERVICE. EVEN IF KEYWORD SEARCH PROS, INC. OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SERVICE AND/OR MATERIALS OR INFORMATION DOWNLOADED THROUGH THE SERVICE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, KEYWORD SEARCH PROS, INC. LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. KEYWORD SEARCH PROS, INC. makes no representations whatsoever about any other web site which you may access through this one or which may link to this Site. When you access a non- KEYWORD SEARCH PROS, INC. web site, please understand that it is independent from KEYWORD SEARCH PROS, INC., and that KEYWORD SEARCH PROS, INC. has no control over the content on that web site. In addition, a link to a KEYWORD SEARCH PROS, INC. web site does not mean that KEYWORD SEARCH PROS, INC. endorses or accepts any responsibility for the content, or the use, of such web site.
9. Indemnification. You agree to indemnify, defend and hold harmless KEYWORD SEARCH PROS, INC., its officers, directors, employees, agents, licensors, suppliers and any third party information providers to the Service from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any
violation of this Agreement (including negligent or wrongful conduct) by you or any other person accessing the Service.
10. Third Party Rights. The provisions of paragraphs 2 (Use of the Service), and 3 (Indemnification) are for the benefit of KEYWORD SEARCH PROS, INC. and its officers, directors, employees, agents, licencors, suppliers, and any third party information providers to the Service. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on its own behalf.
11. Payment. Pricing will be based on a monthly basis and according to the Client’s budget with regard to size and/or necessary work to be performed. Once a MONTHLY MANAGEMENT FEE payment is made to KEYWORD SEARCH PROS, INC. for service, the payments shall continue to be due every month on an automatically recurring basis until otherwise cancelled by (30) days written notice. Once authorization for billing is received by KEYWORD SEARCH PROS, INC. client has agreed to have KEYWORD SEARCH PROS, INC. directly debit the credit card or bank account agreed upon automatically every (30) days. Each MONTHLY MANAGEMENT FEE will be received prior to the fiscal month of service to be performed. SET UP FEES can or will be charged to the client for heavy work services in the initial periods following the commencement of service. SET UP fees are charged only one time shortly after the first billing authorization. This contract may be cancelled at any time by the client with (30) days written notice. Client agrees to be responsible for all payments due to KEYWORD SEARCH PROS, INC. up until 30 days after the written receipt of cancellation. Payments that are more than 5 days late will be assessed a 10% late fee.
12. Term; Termination. This Agreement may be terminated by either party, for any reason, by giving a 30 day written notice to the opposite party. Cancellation of services or request for services to be canceled by Client must be mailed to Keyword Search Pros, Inc. at 15124 Ventura Blvd #203, Sherman Oaks, CA 91403. The provisions of paragraphs 1(Copyright, Licenses and Idea Submissions), 2 (Trademarks) 3(Use of the Site or Service), 4(Confidentiality), 7(Affiliation), 8(Limitation of Liability),
9(Indemnification), 10(Third Party Rights) and 13(Miscellaneous) shall survive any termination of this Agreement.
13. Refund Policy. All services rendered by KSP are non-refundable. This includes, but is not limited to: setup fees, one time fees, monthly service fees, upgrade fees, additional service fees, administrative fees, and late fees. KSP reserves the discretion to refund clients who rightfully deserve refunds.
14. Chargeback Policy and Procedures. Purchases will appear on your credit/debit card statement as “Keyword Search Pros” or “Real Search Pros”. Purchases and services may be disputed when and only if 1) the CLIENT believes they never ordered such services from KSP, 2) the CLIENT has previously contacted Keyword Search Pros to resolve matters for unauthorized charges, and 3) the CLIENT has not been able to resolve such issues within 30 days of initial contact with KSP, OR 1) the CLIENT believes the charge to their credit card was issued for the wrong amount, 2) the CLIENT has previously contacted Keyword Search Pros to resolve matters for mis-calculated charges, and 3) the CLIENT has not been able to resolve such issues within 30 days on initial contact with KSP. Customers seeking to resolve billing errors are instructed to email the billing department at firstname.lastname@example.org. Customer agrees not to chargeback any charge card payments for ‘services rendered’ or ‘services not rendered’. A chargeback of payment for ‘services rendered’ or ‘not rendered’ will result in an additional charge of $150 and will be subject to collection by an authorized collection agency. A chargeback will result in immediate service termination. Service fees for ‘services rendered are never refundable and will always be subject to the Chargeback Abuse Policy standards herein below. If chargeback originated for reasons caused by unauthorized charges, providing a signed authorization form from CLIENT agreeing to services will waive any right to further dispute charges from KSP.
15. Chargeback Abuse Policy. ALL UNRESOLVED CHARGEBACK ABUSE ISSUES COMMITTED BY CLIENTS WILL IMMEDIATELY BE REPORTED TO MAJOR CREDIT BUREAUS, CHARGEBACK ABUSERS DATABASES, AND COLLECTION COMPANIES. THIS CAN SEVERELY DAMAGE CREDIT RATINGS FOR UP TO 7 YEARS.
You agree not abuse any merchant service provider chargeback policy and any chargeback policy and procudures above. You agree not to file a credit card or debit card chargeback for the reason of ‘services rendered” or ‘services not rendered’. Filing a chargeback for “services not rendered’ is to be considered a breach of this agreement. In the event that you breach this agreement and have filed a chargeback, upon a resolution in our favor of the chargeback by either the credit card issuing bank, the credit card processor or by VISA or MASTERCARD, terminate your chargeback with the issueing bank immediately, and you agree to reimburse KSP for any costs incurred in researching and responding to such chargeback, including without limitation, our actual costs paid to the credit card processor or our banks, other third parties, and the reasonable value of the time of our employees and owners spent on the matter, as determined in our discretion in good faith. You further agree that all dispute resolution procedures below will be deemed waived by you, and that these amounts will be added to the original chargeback amount, and that this total amount will then be immediately due and payable.
In the event that a chargeback is placed or threatened on a purchase or order of services rendered not rendered, we also reserve the right to report the incident for inclusion in chargeback abuser database(s) of our choosing and in our sole discretion. The information reported will include name, email address, order date, order amount, IP address, full address, and phone number. Being listed on such databases may make it more difficult or even impossible for you to use (any of) your credit card(s) on future purchases with us or other merchants. Chargeback abusers wishing to be removed from the database shall make payment to us for any outstanding amount owed to us + $150 for processing and handling by wire transfer or such other means as we may require.
Anyone who has committed chargeback abuse will also be reported to all major credit bureaus and/or collection agencies as a delinquent account. All legal fees and collection fees accrued in the entire process will be added to the total collection amount owed by abuser.
16. Miscellaneous. This Agreement shall all be governed and construed in accordance with the laws of California, United States of America applicable to agreements made and to be performed in California, United States of America. You agree that any legal action or proceeding between KEYWORD SEARCH PROS, INC. and you for any purpose concerning this Agreement or the parties’ obligations hereunder shall be brought exclusively in a federal or state court of competent jurisdiction sitting in California, United States of America. Any cause of action or claim you may have with respect to the Service must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred. KEYWORD SEARCH PROS, INC.’s failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement. KEYWORD SEARCH PROS, INC. may assign its rights and duties under this Agreement to any party at any time without notice to you. Any rights not expressly granted herein are reserved.
2017 KEYWORD SEARCH PROS, INC. All rights reserved.
Addendum to Terms and Conditions
Effective August 15th, 2008, the name “Real Search Pros, Inc.” has been officially amended to “Keyword Search Pros, Inc.” The responsibility of all current and previous agreements and contracts set forth by “Real Search Pros, Inc.” or “Real Search Pros” or “//RealSearchPros.com” are assumed and recognized as valid by “Keyword Search Pros, Inc.” and its Directors. Such agreements may include service agreements, quotes, bids, service contracts, accounts receivable, accounts payable, terms and conditions, any other written document from “Real Search Listings, Inc.”. “Keyword Search Pros, Inc.” shall continue to own and operate the “Real Search Pros” name with regards to website, service, accounts and other facets.