ZDigital Terms and Conditions
These terms and conditions constitute a binding agreement between ZDigital, Inc. and you as a client, and apply to all services provided by ZDigital to you, including but not limited to Internet marketing and website design services. References to "we", “us”, "our", and "ZDigital" refer to ZDigital, LLC. References to "you" and "your" refer to the recipient of ZDigital, Inc.'s Internet marketing and website design services, including the recipient's successors and assigns.
Thank you for your interest in using the ZDigital online service (the "Service") operated by ZDigital, LLC. These Terms of Service (the "Terms") govern your use of the Service, your use of any software that ZDigital makes available to users of the Service (the "Software"), and your use of the ZDigital Web site currently located at www.ZDigital.com (the "Site"). In these Terms, the Service, the Software and the Site are collectively referred to as the "ZDigital Network." Please read these Terms carefully. By using the ZDigital Network, you are stating that you have read and understand, and agree to be bound by, these Terms. If you do not agree to these Terms, you may not use the ZDigital Network. The ZDigital Network may be accessed from certain third-party Web sites. Your use of such third-party Web sites may be subject to applicable terms and conditions that are different from these Terms.
1. CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT. We will not disclose any confidential information relating to your company or its online advertising campaigns.
2. LIMITATION OF LIABILITY. To the extent permitted under applicable law, in no event will ZDigital or its officers, employees, directors, shareholders, subsidiaries, affiliates, agents, or licensors be liable under any theory of liability (whether in contract, tort, statutory, or otherwise) for any indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of revenues, profits, goodwill, use, data or other intangible losses (even if such parties were advised of, knew of or should have known of the possibility of such damages), resulting from your (or anyone using your account's) use of the zdigital network. If either party is unable to perform any obligation under this agreement either party will have no liability for inability to supply the service.
3. TERMINATION. Either party may terminate this service at any time for any reason by giving 30-day notice to the other party in writing.
4. ASSIGNMENT. You agree not assign, resell, sublease or transfer the Service (or any part thereof), or any rights or obligations under the terms of this agreement without the prior written consent from ZDigital.
5. PRIVACY. ZDigital is committed to protecting your privacy. For to view our privacy policy, please visit our website at www.zdigital.com.
6. LAW. This Contract is governed by the laws of the State of California and United States of America and the parties submit to the exclusive jurisdiction of the US and California State courts.
7. COPYRIGHT INFRINGEMENT NOTICE PROCEDURE
(a) Copyright Infringement Notification. ZDigital respects the intellectual property rights of others. Upon proper notice, ZDigital will remove any content that violates copyright law, suspend access to the ZDigital Network (or any portion thereof) to any user who uses the ZDigital Network in violation of copyright law, and terminate the accounts of repeat infringers.
Pursuant to Title 17 of the U.S. Code, Section 512, ZDigital has implemented procedures for receiving written notification of claimed copyright infringement and for processing such claims in accordance with such law. If you believe your work has been copied in a way that constitutes copyright infringement, please send ZDigital's copyright agent a notification of claimed infringement with all of the following information: (i) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (ii) identification of the claimed infringing material and information reasonably sufficient to permit ZDigital to locate the material on the ZDigital Network; (iii) information reasonably sufficient to permit ZDigital to contact you, such as an address, telephone number, and, if available, an e-mail address; (iv) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (v) a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf; and (vi) your physical or electronic signature. Please provide us with a notice that includes all of the above enumerated information ("Notice of Infringement") and fax, email or mail it to the following ZDigital copyright agent:
ZDigital copyright agent
ZDigital, LLC
2187 San Elijo Ave Cardiff CA 92007 (760) 983-2844
8. EXCLUSIONS AND LIMITATIONS. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent ZDigital may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of ZDigital's liability shall be the minimum permitted under such applicable law.
9. INDEMNIFICATION. You agree to indemnify, defend, and hold harmless ZDigital, its subsidiaries, affiliates, officers, directors, employees, consultants and agents from and against any and all claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys' fees and costs) that they may incur as a result of or arising from (a) any information (including, without limitation, your User Submissions, Feedback, or any other content) you (or anyone using your account) submit, post, or transmit on or through the ZDigital Network; (b) your (or anyone using your account's) use of the Service and the ZDigital Network (including; without limitation, any and all purchases) (c) your (or anyone using your account's) violation of these Terms; or (d) your (or anyone using your account's) violation of any rights of any other person or entity, including, without limitation, any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. ZDigital reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with ZDigital in asserting any available defenses.
10. CANCELLATION. In order to protect you, to cancel your service, you must contact ZDigital directly via telephone at (760-983-2844) so we can authenticate that you’re the accounts authorized user. Cancellation requests must be verbally communicated to ensure cancellation is by the authorized user.
11. MODIFICATIONS TO TERMS. ZDigital may, in its sole and absolute discretion, change these Terms from time to time. In case of any material change to these Terms, we will replace the "Terms of Service" link on our home page with a link entitled "Terms of Service: Updated" for no less than 30 days. All changes to the Terms or the Privacy Policy will be effective when posted, and your continued use of the Service after the posting will constitute acceptance of, and agreement to be bound by, those changes. If you object to any such changes, your sole recourse shall be to cease using ZDigital Services.
The effective date of these Terms is April 1, 2020.
Digital Ad Management (Google Ads, Facebook, etc.)
12. You authorize ZDigital to charge your provided credit card for agreed upon Campaign Set Up Fees at the time of sign up. Campaign Set Up Fees are one-time charges and are non-refundable.
13. You agree to allow ZDigital permission to set up recurring payments for monthly management fees to the credit card you provided. Monthly management fees are billed in advance for each month of service and are separate from Campaign Set Up Fees and will be charged monthly until you request cancellation.
14. You set the ad budget maximums. You authorize ZDigital to manage ad spending campaigns on your behalf and ZDigital will stay within your maximum budget. Any changes to your budget are to be communicated via email to ensure proper documentation of budget changes.
15. Actual costs from the advertisers (Google, Facebook, etc.), are your responsibility to be paid by you to the advertiser(s) directly. You will establish and manage a billing relationship directly with advertisers.
16. ZDigital will suspend service and/or access to service at our discretion if we believe that there may be a security breach.
17. In the event that ZDigital assists you in creating an account with any third party entity, (websites, advertisers or other entity), you agree that any privacy policies, terms, conditions, and/or legal agreements of any kind are agreements between you and the third party and not between ZDigital and the third party.
Website Products
Web Design 100% Money-Back Satisfaction Guarantee:
If you are not completely satisfied with the design of your website, we will work with you until you are satisfied. If we cannot meet your expectations after revision attempts, we will gladly refund any web design setup and design fees.
18. In the event of a domain modification, transfer or forwarding, you are responsible for responding to communications made by ZDigital in an effort to modify or transfer domains. ZDigital is not liable for any loss of email or any delays that may be caused by domain modifications or transfers. When authorizing the transfer of a domain, you are still the owner of the domain and ZDigital is the registrar. It is your responsibility to renew the domain name. We will attempt to transfer your site to ZDigital's Domain Registry a minimum of 3 times. If you fail to follow the instructions given to assist in the transfer, your domain will remain with your current registry. Only the DNS will be modified to point your domain to your ZDigital web site. Domain Purchases are non-refundable and subject to availability.
19. ZDigital is not responsible for the renewal of domain names. Maintenance and renewal of domain names is your responsibility.
20. Once the site is created and uploaded online, (even on a temporary domain or with partial or default content) OR 10 business days have elapsed, no refunds will be given.
21. You are responsible for providing all content that will be posted on and used in connection with your site. Stock photos and graphics may be used until you submit photos or other content. You should take reasonable care and act with reasonable diligence in securing and providing your own content for posting.
22. ZDigital shall be the owner of the copyright with respect to any content that we author in connection with your website. "Site by ZDigital” will appear on all websites created for you by ZDigital.
23. You will be the owner of the copyright with respect to text that you author and post on your website. You unconditionally represent and warrant that you are the owner, assignee or authorized user of any and all copyrights or trademarks with respect to the content that you post to your website. This includes, without limitation, text, images, photographs and graphic designs. We are not responsible for verifying your ownership of such rights. You agree to hold harmless, protect and defend ZDigital from any claim or suit arising from the use of such elements you provide for or post to the website.
24. All services offered by ZDigital are to be used lawfully. This includes any federal, state, and local laws; as well as the rules of the acceptable use policies for the Internet as a whole.
25. ZDigital will not be responsible for lost data, lost profits, opportunity costs or other consequential damages, or for any damages suffered or revenues lost through the use of our services or for loss of service due to network outages, regardless of cause (including but not limited to: human error, hardware failure, software failure, or telephone company or ISP outages). ZDigital's liability for any claims whatsoever, whether arising in tort or contract, including claims based on design, error, omission, negligence, defect, failure to maintain service, or any other claim shall not exceed the contract price herein.
26. ZDigital may, from time to time, deliver, offer, integrate or utilize products, software and/or services provided by a third party provider. ZDigital makes no representations about the suitability of any third party products or services for any purpose.
27. ZDigital may deactivate a website or software service without notice, if you are delinquent on any payment. If your account is delinquent, you agree that ZDigital may communicate this delinquency to you via e-mail.
28. If you have paid for services by credit card, and you do not provide ZDigital with an updated credit card expiration date, and the card expiration dates elapses, you agree to allow ZDigital to extend the expiration date by 2 years
29. Cancellations: You, or your authorized representative, must make any cancellation request for your recurring services. ZDigital will not be required to acknowledge cancellation requests from unauthorized parties. In order to cancel service, you must contact ZDigital Customer Service via telephone at (760)983-2844. All cancellation requests must be verbally communicated directly to a ZDigital Account Manager. Requests received after the client's billing due date forfeit the opportunity for reimbursement.
30. You agree to accept notices delivered via e-mail from ZDigital regarding service, billing and marketing-related issues. ZDigital agrees to not release your e-mail address to third parties for solicitation purposes.
31. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of California and the Federal Laws of the United States of America. Actions relating to this Agreement, including but not limited to its interpretation, application or existence shall be brought in San Diego County, California and Client irrevocably consents to the jurisdiction of such courts.
Google Optimization Service
32. We guarantee that we will get your Google My Business listing live and personalized with your content. If for any reason we are unable to verify and claim your listing, you will receive a full refund.
33. You will maintain ownership of your Google My Business listing, ZDigital will have “management access.”
34. Client will support ZDigital’s staff by returning calls and or emails as needed.
35. The verification process may involve receiving PIN code in the form of a postcard at your business address, or a phone call, text or email from Google.
36. The listings must be claimable and we can only do this for businesses who have a physical address.
37. We cannot guarantee that your business will appear in Google maps.
38. We’re not Google and make no representation other than getting your Google My Business listing professionally set up and activated. ZDigital is not responsible if Google changes its policies or features.
39. Duplicate listings sometimes appear and can be caused by slightly different addresses, spelling or names being used in the past, and can be caused by being set up for an individual and the business name. Correcting duplicate listings can take several attempts and be time consuming and can incur an additional charge)
40. We cannot process transfer of ownership for Google listings
41. If claimed but no access: This is usually due to someone else claiming it in the past (possibly a former employee). This requires additional steps that can be time consuming or take multiple attempts with Google.
42. You are responsible for the content on your page. In particular, this means that you must comply with all applicable laws and industry best practices when operating and promoting your entity, including copyright issues, obtaining all applicable licenses and approvals; ensure your content is lawful, correct, up-to-date and complete; and supply all required disclaimers, warnings, and notices. In addition, you must comply with any other policies or guidelines listed in the Guidelines for representing your business on Google. These policies and guidelines become part of your agreement with us regarding these services