This Terms of Service Agreement (the “Agreement”) sets forth the terms and conditions on which you (the “Client”) has engaged AWD Company to perform certain Services as outlined herein. This is a legally binding agreement between you and AWD Company. By becoming a AWD Company Client, you agree to be legally bound by the terms and conditions set forth in this Agreement. The “Effective Date” of this Agreement shall be the date on which you submit your order for Services to AWD Company.
1. SERVICES
AWD Company will provide the Services to Client as outlined on the AWD Company website (www.awdcompany.com).
2. AWD COMPANY OBLIGATIONS
2.1 AWD Company will provide Services to Client in accordance with AWD Company`s standard policies and procedures. AWD Company reserves the right to reject Clients for any other reason, in AWD Company`s sole discretion. AWD Company will be responsible for all aspects of providing the Services.
2.2 All AWD Company rules, policies and operating procedures concerning privacy, pricing, customer service, and all other aspects of the Services will apply, and AWD Company may change its rules, policies and operating procedures from time to time in its sole discretion.
3. FEES AND PAYMENT
3.1 All fees for Services provided to Client are due and payable in full, in advance of provision of Services. A valid credit card for monthly payment of fees shall remain securely on file to cover monthly recurring charges for service.
3.2 Initial charges for service will be paid in advance of service. Thereafter, AWD Company will attempt to charge Client’s credit card on the monthly anniversary date of the client first ordering services. Charges not paid by the due date for any reason will result in a suspension of Services until full payment is received. Suspension of Services for non-payment will not result in a proration of fees.
3.3 Except in the case of a material breach of this agreement by AWD Company, AWD Company does not issue refunds of any fees for any reason.
4. WARRANTY DISCLAIMERS
AWD COMPANY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES REGARDING OR RELATED TO THIS AGREEMENT, THE SERVICES OR ANY MATERIALS OR ASSISTANCE PROVIDED TO CLIENT, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, COURSE OF PERFORMANCE OR DEALING, TRADE PRACTICE, TITLE, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE.
5. INDEMNITY
Client will indemnify and hold harmless AWD Company and its customers, suppliers, directors, officers, agents and employees from and against any and all losses, costs, damages, liabilities and expenses (including, without limitation, reasonable attorneys` fees) arising out of or relating to any breach by Clients of any of the terms of this Agreement.
6. LIMITATION OF LIABILITY
AWD COMPANY SHALL NOT BE LIABLE TO CLIENT OR ANY ENTITY OR PERSON CLAIMING THROUGH OR UNDER CLIENT FOR ANY LOSS OF PROFIT OR INCOME OR OTHER INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR SPECIAL DAMAGES, WHETHER IN AN ACTION FOR CONTRACT OR TORT, IN CONNECTION WITH THIS AGREEMENT, EVEN IF AWD COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AWD COMPANY`S LIABILITY TO CLIENT HEREUNDER EXCEED THE AMOUNT PAID TO AWD COMPANY BY CLIENT FOR THE PREVIOUS ONE (1) MONTH OF SERVICES. THIS LIMIT IS CUMULATIVE AND THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THE LIMIT. CLIENT ACKNOWLEDGES THAT THESE LIMITATIONS OF LIABILITY ARE AN ESSENTIAL ELEMENT OF THE BARGAIN BETWEEN THE PARTIES AND IN THEIR ABSENCE THE TERMS AND CONDITIONS OF THIS AGREEMENT WOULD BE SUBSTANTIALLY DIFFERENT.