WHEREAS, the Company is engaged in the business of preventing and reporting in-person solicitations for the Company’s customers. (“Services” of the Company);
WHEREAS, the Customer desires to engage the Company to perform the Services on the Customer’s behalf at the Customer’s principal residence or place of business (“Property”).
WHEREAS, the Company desires to accept such engagement and perform the Services for the benefit of the Customer, on the terms and conditions set forth in this Agreement.
NOW, THEREFORE, in consideration of the mutual promises of the Parties and of the mutual benefits to be gained by the performance thereof, and for other good and valuable considerations, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
The Company shall perform the Services for the benefit of the Customer, as more particularly set forth herein in Exhibit A.
LIMITED POWER OF ATTORNEY
The Customer hereby agrees to grant the Company a power of attorney for the limited purpose of contacting the local police authorities, on the Customer’s behalf, as described in Exhibit A.
The term of this Agreement (the “Term”) shall commence on the Effective Date and continue in full force and effect for a twelve (12) month period, to be renewed at the end of each year, subject to earlier termination as provided in this Agreement.
4.1. Termination of Agreement. Either Party may terminate this contract at any time, provided that the Party seeking termination provides thirty (30) day written notice to the other Party.
4.2. Sign Recovery. If the Customer terminates the contract, the Customer agrees to pay to the Company, within ten (10) days after notice of termination has been provided, a Forty-Nine Dollar ($49) recovery and processing fee of any sign that has been provided by the Company for the Customer.
The Customer shall pay to the Company, for the Company’s performance of the Services, an annual subscription fee in the amount of up to FORTY-NINE dollars ($49) per year, due on the anniversary date automatically from the method used at signup. In the event that this Agreement is terminated subsequent to the beginning of the month and prior to the end of the month, in which services have been partially performed, the Customer agrees to compensate the Company for the reasonable cost of such Services, as determined in the sole and absolute discretion of the Company. If billing fails to process successfully, within 10 days of the due date the company will charge the sign recovery fee and a Bad Debt fee of $49.00, totaling $98.00.
The customer agrees to irrevocably waive the ability to dispute any purchase made on their card and if a dispute is filed understands they will be subject to a $49.00 Dispute Fee for Nosoliciting to have to file these terms with the credit card company to secure the funds properly charged to any payment file issued by the customer. Customer agrees to dispute any billing related issue first with no soliciting with a 5 day cure period for resolution to ensure that the terms of disputed payment are clearly identified and agreed to prior to any dispute direct with bank or credit card company.
DATA COLLECT WAIVER
6.1. Collection of Personal Data: The Customer hereby agrees that the Company is permitted to collect, store, hold, process, and transfer personal information and data relating to the Customer for the sole purpose of providing the Services, and shall use such information in the course of its business. Such information and data may include, but is not limited to, personal information, employment information, and geographical location (“Personal Data”). The Customer acknowledges and agrees, as part of the Services, the Company will provide and share such Personal Data with third-party vendors for the purpose of preventing in-person solicitations but granting promotions thru the customer app.
6.2. Data Protection: If any data is made available or accessible to the Company, its employees, agents, or contractors, pertaining to the Customer’s Personal Data, the Company will not store, copy, analyze, monitor, or otherwise use that data except for the purposes set forth in this Agreement for the benefit of the Customer. The Company will comply fully with all applicable laws, regulations, and government orders relating to personally identifiable information and will not use, disclose, or transfer across borders such information except as necessary to perform under this Agreement, or as authorized by the Customer, or in accordance with applicable law.
CUSTOMER’S REPRESENTATION AND WARRANTIES
7.1. Authority. The Customer has the legal power and right to enter into this legal, valid, and binding Agreement, and perform the obligations under this Agreement.
7.2. Access. The Customer shall provide the Company and all agents of the Company all access to the Property necessary to perform its obligations under this Agreement. The Customer shall not interfere with the Company’s performance of its obligations hereunder.
8.1. Default. If either Party defaults on any of its obligations under this Agreement, the non-defaulting party shall give written notice to the defaulting Party of the default. The defaulting Party will then have three (3) business days to cure the noticed default. If the defaulting Party does not cure the noticed default, a non-defaulting Party may claim the Agreement is in default and seek available remedies herein.
8.2. Remedies. Upon a Party having failed to cure its default following the delivery of proper notice of such default in accordance with Section 8, the non-defaulting Party shall have the right to cancel this Agreement, upon which the Parties shall attempt to negotiate a settlement of any unpaid fees. In the event that the Parties fail to reach such a settlement, the Parties agree to attempt to resolve such dispute through non-binding mediation. If the Parties fail to reach a negotiated settlement through mediation, the Parties agree to binding arbitration under the rules of the American Arbitration Association as a final resolution.
8.3. Limitation of Damages. Neither Party shall be liable for, nor shall any measure of damages include, any indirect, incidental, special, exemplary, punitive, or consequential damages or penalties for loss of income, value, profits, savings, or any other loss arising out of or relating to its performance or failure to perform under this Agreement, even if the Party against whom liability is sought to be imposed has been advised of the possibility of such damages. The Customer agrees to make full payments of all amounts invoiced by the Company before bringing a complaint for damages. The Customer may not set-off amounts owed.
8.4. Late Penalties. Any and all amounts that remain outstanding after the due date and applicable cure period set out Section 8, shall accrue a late fee of $49.00 plus interest, from the date of project completion or the date of invoice, whichever occurs earlier, interest shall be at a rate of five percent (5%) per month, until balance is paid in full. In the event the Company engages the services of a collection agency or if need be an attorney for the collection of unpaid fees, the Customer agrees to pay such attorneys’ fees, as well as any court costs incurred in the collection process.
The Customer agrees to indemnify and hold harmless the Company, its affiliates, shareholders, officers, directors, employees, agents, successors and permitted assigns from any and all losses, damages, liabilities, deficiencies, actions, judgments, interests, awards, penalties, fines, costs or expenses of whatever kind, including reasonable attorneys’ fees, in connection with any third-party claim, suit action or proceeding arising out of or resulting solely from the action or inaction of the Company, its affiliates, shareholders, officers, directors, employees, agents, successors and permitted assigns.
10.1. Severability. If any term or part of this Agreement shall be determined to be invalid, illegal, or unenforceable in whole or in part, the validity of the remaining part of such term or the validity of any other term of this Agreement shall not in any way be affected.
10.2. Relationship of the Parties. The Company will provide the Services to the Customer on a non-exclusive basis as an independent contractor. Nothing in this Agreement shall be construed as creating an employment, partnership, or joint venture relationship or as preventing the Company from providing Services to other parties or customers.
10.3. Binding Agreement. This Agreement shall bind and inure to the benefit of the Parties hereto and their respective heirs, legal representatives, successors, and assigns.
10.4. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute one Agreement, and the signatures of any Party to any counterpart shall be deemed to be a signature to, and may be appended to, any other counterpart.
10.5. Entire Agreement. This Agreement, along with the Exhibits attached hereto and any documents or instruments delivered in accordance herewith, constitutes the entire agreement of the Parties hereto regarding the subject matter hereof and supersedes all prior agreements, written or oral, regarding the subject matter hereof.
10.6. Notices. All notices and other communications hereunder shall be in writing and shall be deemed given if: (i) delivered by hand; (ii) mailed by registered or certified mail, postage prepaid, return receipt requested; (iii) deposited with a nationally recognized courier, such as Federal Express, for next business day delivery; or (iv) communicated by facsimile or email to the Parties at the following addresses (or such other addresses for a Party as shall be specified by like notice), and shall be deemed given on the date on which so hand delivered, or the next business day following deposit with such courier or sending by facsimile or email, or on the third business day following the date on which so mailed, if deposited in a regularly-maintained receptacle for United States Mail:
If to the Customer, addressed to the Property in which the Customer desires to have the Company’s Services.
If to the Company, addressed to:
NO SOLICITATION LLCAttn: Legal
2825 Breckenridge Blvd., Suite 170
Duluth, GA 30096
or at such other place or places or to such person or persons as shall be designated in writing by the Parties in the manner provided above for notices.
10.7. Amendment. This Agreement may not be modified, altered, or rescinded except by written agreement signed by the Parties hereto.
10.8. Choice of Law. This Agreement and the rights of the Parties hereunder shall be interpreted in accordance with the internal laws of the State of Georgia, as if it were made and performed entirely in Georgia by persons domiciled therein.
10.9. Arbitration. The Parties hereby agree that all claims and disputes arising under or relating to this Agreement are to be settled by binding arbitration in the state of Georgia, or another location mutually agreeable to the parties. The Arbitration will be administered by a mutually agreed upon arbitrator(s) who is a licensed attorney. The arbitration shall be conducted on a confidential basis pursuant to the Commercial Arbitration Rules of the American Arbitration Association. Any decision or award as a result of any such arbitration proceeding shall be in writing and shall provide an explanation for all conclusions of law and fact and shall include the assessment of costs, expenses, and reasonable attorneys’ fees. A judgment upon the award rendered by the Arbitrator shall be entered in a Court with competent jurisdiction.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement under seal to be effective as of the Effective Date of purchase. COMPANY RESERVES THE RIGHT TO CHANGE, ALTER, EDIT, UPDATE THESE TERMS AT THEIR LEISURE WITHOUT NOTICE. IF CHANGE IN TERMS MAKE CUSTOMER LO LONGER WISH TO CONTINUE, THEY CAN CANCEL THEIR SERVICE BUT WILL STILL BE OBLIGATED TO THE SIGN RECOVERY FEE FROM SECTION 4.2 ABOVE
SERVICES PROVIDED BY THE COMPANY
“Do Not Knock” Registry. The Company shall prevent in-person solicitations at the Property identified by the Customer. The Company shall provide a sign of “No Solicitation with QR Code” to the Customer, which will need to be installed by the customer in an easily visible way near the main entrance to the Properties front door, preferably near the doorbell by the front door.
A shipping and Handling fee may be applicable and if any replacement sign is required, a separate Shipping and Handling fee may be applicable in addition to replacement cost of $9.99
Local Authorities. The Company shall contact, on behalf of the Customer, the local police or other enforcement authorities nearest to the Customer’s Property to report any unauthorized in-person solicitors at the Customer’s Property. A sign must be displayed
In-App Solicitations. The Company shall provide the Customer’s demographic and customer information to third-party vendors for the purpose of preventing in-person solicitations but granting promotions within the Customer Marketplace. All allowed solicitations or promotions of third-party vendors will be sent through the Company’s mobile app, to be viewed electronically by the Customer at the Customer’s leisure. A rebate may be applicable and rate may vary based on the amount determined by the 3rd party vendors and No Soliciting. No payment is guaranteed and many rebates have a minimum time that service must be in place prior to any cash rebate being processed.