1. Who We Are.
"ZingBank" is a trade name and service mark of Champ Entertainment, Inc. ("Champ"), a Delaware Corporation that owns and operates the Service and the website located at the URL: www.zingbank.com ("Website").
The terms "we" and "us" refer to Champ Entertainment, Inc ("Champ") or ZingBank ("ZB", "ZingBank"). The terms "you" and "user" refer to all individuals and/or entities accessing this website and/or using our services for any reason. The term "Content" refers to all content provided on zingbank.com.
If you have used the ZingBank system and would like to request a refund, your request must be sent via written letter to ZingBank, PO Box 4084 Monroe, CT 06468 or by email email@example.com within 30 days after your original purchase. Refunds will be processed within 3 business days.
4. Digital and Physical Product License.
4.1 Subject to the terms and conditions of this Agreement, ZingBank grants to you a perpetual, nonexclusive, non-transferable, non-sublicenseable license to: perform, display and make derivative works of all of the elements of website(s) or service(s) that we supply to you, including those elements that we licensed from third parties and that we are sublicensing to you, to the extent that you use these elements as part of the service(s) that we are selling to you and that you do not sell, resell, trade or otherwise give possession to any third party who is not applying the services in your behalf without Champ's prior express written consent. Your rights under this Agreement are non-exclusive. All rights not expressly granted herein are reserved by Champ.
4.2 Subject to the terms and conditions of this Agreement, Champ grants to you a perpetual, non-exclusive, non-transferable, non-sublicensable license to perform, display and make derivative works of all the service(s) provided within the Content licensed to you by Champ, provided that such use is only done by you and that you abide by all the terms and conditions of this Agreement.
5. License Restrictions.
6. Internet Access, Web Hosting.
This Agreement does not cover services or charges for Web hosting and/or Internet Access. You must arrange for those services and corresponding charges through an agreement with a company that provides Web hosting services and/or Internet Access.
7. Website Templates.
In the event that you are the original purchaser of a ZingBank Website, Champ does hereby grant you the right to issue a license for the Templates. You may only license or assign each individual Template one time provided that the assignee or purchaser consents to abide by all the terms and conditions of this Agreement. Champ retains all rights in the Templates as outlined in Section 5 of this Agreement. Any license or assignment shall be non-exclusive as to the content contained in the Templates provided by Champ.
8. Modifications to Agreement.
Except as otherwise provided in this Agreement, you agree, during the term of this Agreement, that Champ may: (1) revise the terms and conditions of this Agreement; and/or (2) change part of the services provided under this Agreement at any time. Any such revision or change will be binding and effective thirty (30) days after posting of the revised Agreement or change to the service(s) on the zingbank.com website, or upon notification to you by e-mail or United States mail. You agree to periodically review the zingbank.com website, including the current version of this Agreement available on the zingbank.com website, to be aware of any such revisions. If you do not agree with any revision to the Agreement, you may terminate this Agreement at any time by providing notice to Champ. Notice of your termination will be effective on receipt and processing by Champ. Any fees paid by you if you terminate this Agreement are nonrefundable, unless such termination complies with the terms of Section Three of this agreement. By continuing to use Champ's service(s) after any revision to this License Agreement or change in service(s), you agree to abide by and be bound by any such revisions or changes. Champ is not bound by nor should you rely on any representation by (i) any agent, representative or employee of any third party that you may use to apply for Champ's services; or in (ii) information posted on Champ's website of a general informational nature. No employee, contractor, agent or representative of Champ is authorized to alter or amend the terms and conditions of this License Agreement.
9. Age Restrictions.
You represent and warrant to Champ that you are at least eighteen (18) years old and that you possess the legal right and ability to enter into this Agreement and to use the website and/or Content in accordance with this Agreement.
10. Ownership and Proprietary Rights.
Champ will own all proprietary rights in the work Champ provides, including but not limited to, the Content, it being understood that we repurpose many of the elements from other projects with the exception of works which we license from other sources and sublicense to you which may include stock graphics, clip art, stock video, stock sounds, stock photographs, and needledrop music.
11. Copyrights, Privacy and Publicity Rights.
You represent and warrant to us that you have not and will not publish any content that infringes the copyrights, privacy or publicity of any person in connection with your use of this Service, nor will you allow any individual access to your password and/or Service account in order to do the same. You further represent and warrant to us that advertising you add to any of the Templates that we provide to you will not violate the copyrights, privacy or publicity rights of any person.
12. Disclaimer of Warranties.
EXCEPT AS EXPRESSLY SET FORTH HEREIN THE ADVICE, SERVICES, CONTENT, AND DVD'S ARE BEING PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT POSSIBLE PURSUANT TO APPLICABLE LAW, CHAMP DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MECHANTABILITY , FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OR OTHER VIOLATION OF RIGHTS. CHAMP DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, VALIDITY, ACCURACY, OR RELIABILITY OF THE CONTENT OR BOX. TO THE EXTENT THAT JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN REPRESENTATIONS, WARRANTIES OR GUARANTEES, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
13. Earnings Disclaimer.
ANY AND ALL CLAIMS OR REPRESENTATIONS AS TO INCOME EARNINGS MADE DURING CONVERSATION, BY OUR SERVICE OR CONTAINED ON THE ZingBank WEBSITE ARE TO BE CONSIDERED EXCEPTIONAL RESULTS AND NOT AVERAGE EARNINGS. YOUR INDIVIDUAL RESULTS MAY VARY. THERE IS NO GUARANTEE THAT YOU WILL EARN ANY MONEY AFTER OR DURING THE TIME YOU ATTEND CLASSES, WE COACH YOU OR BY USING OUR SITES, TEMPLATES OR INSTRUCTIONAL MATERIALS OR DVD'S. EXAMPLES IN THESE MATERIALS OR DVD'S ARE NOT TO BE INTERPRETED AS A PROMISE OR GUARANTEE OF EARNINGS. EARNING POTENTIAL IS ENTIRELY DEPENDENT ON THE PERSON USING OUR PRODUCT, IDEAS AND TECHNIQUES AND CONDITIONS OF THE MARKETPLACE AND/OR YOURSELF. WE DO NOT PURPORT THIS AS A "GET RICH SCHEME." ANY CLAIMS MADE OF ACTUAL EARNINGS OR EXAMPLES OF ACTUAL RESULTS CAN BE VERIFIED UPON REQUEST. YOUR LEVEL OF SUCCESS IN ATTAINING THE RESULTS CLAIMED IN OUR MATERIALS DEPENDS ON A VARIETY OF FACTORS, IDEAS AND TECHNIQUES MENTIONED, YOUR FINANCES, KNOWLEDGE, MARKET CONDITIONS AND VARIOUS SKILLS. SINCE THESE FACTORS DIFFER ACCORDING TO INDIVIDUALS, WE CANNOT GUARANTEE YOUR SUCCESS OR INCOME LEVEL. NOR ARE WE RESPONSIBLE FOR ANY OF YOUR ACTIONS. THERE CAN BE NO ASSURANCE THAT ANY PRIOR SUCCESSES, OR PAST RESULTS, AS TO INCOME EARNINGS, CAN BE USED AS AN INDICATION OF FUTURE SUCCESS OR RESULTS. MAKING DECISIONS BASED ON ANY INFORMATION PRESENTED IN OUR PRODUCTS, SERVICES OR WEBSITE SHOULD BE DONE ONLY WITH THE KNOWLEDGE THAT YOU COULD EXPERIENCE SIGNIFICANT LOSSES. ALL PRODUCTS AND SERVICES SOLD ON THIS WEBSITE ARE FOR EDUCATIONAL AND ENTERTAINMENT PURPOSES ONLY.
14. Limitation of Liability.
YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM ACTING ON OUR ADVICE; YOUR USE OF THIS SITE, THE TEMPLATES, AND/OR THE SERVICE PROVIDED; DOWNLOADING OR INSTALLING ANY OF THE CONTENT OR TEMPLATES ON TO YOUR COMPUTER DRIVE AND YOUR USE OF ANY INFORMATION CONTAINED WITHIN THIS SITE. UNDER NO CIRCUMSTANCES SHALL WE OR ANY OF OUR EMPLOYEES OR REPRESENTATIVES BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES EVEN IF WE OR ANY OF OUR EMPLOYEES OR REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL LIABILITY IN ANY EVENT IS LIMITED TO THE AMOUNT, IF ANY, ACTUALLY PAID FOR USE OF THE SITE OR SERVICE(S) AND YOU HEREBY RELEASE US AND OUR EMPLOYEES AND REPRESENTATIVES FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMSIN EXCESS OF THIS LIMITATION.
You agree to indemnify and hold us, and our directors, officers, employees and representatives, harmless from any and all losses (including, but not limited to, attorney fees) resulting from any claims that you assert, or may assert, based on or relating to your use, or the use of any individual using your password, of this website, the Service, and the content contained herein.You further agree to indemnify and hold us, and our directors, officers, employees and representatives, harmless from any and all losses resulting from claims of third parties, including, but not limited to, attorney fees, that result in whole or in part from violations by you, or any individual using your password and/or the Content provided to you pursuant to this Agreement.
16. Compliance with Law.
In using the Content and/or Service(s) provided by zingbank.com you agree that you will comply with all applicable federal, state, and local laws. We strongly recommend that you add a "copyright policy" and file the necessary form in the U.S. Copyright Office to avoid liability for any copyright infringement of your subscribers in accordance with the terms of the Digital Millennium Copyright Act, 17. U.S.C. S 512, et. Seq. and http://www.copyright.gov/onlinesp/. If you expect that children under 13 will visit your site and provide personal information, then you will also be required to comply with the Children's Online Privacy Protection Act of 1998, 15 U.S.C. S 6501, et. seq.
17. Governing Law and Jurisdiction.
17.1 Governing Law. The Parties agree that this contract is made and performed in Fairfield County, Connecticut, U.S.A. This License Agreement shall be governed by the laws of the State of Connecticut, without reference to conflict of law principles. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods shall not apply to this License Agreement.
17.2 Dispute Resolution. To the extent permitted by law, before You may invoke any dispute resolution mechanism with respect to a dispute involving any aspect of this License Agreement, You shall notify Champ, and any other party to the dispute for the purpose of seeking dispute resolution. If the dispute is not resolved within sixty (60) days after the initial notice, then a party may proceed in accordance with the following:
(i) When each party to the dispute is a Canadian or U.S. resident or organization situated or doing business in Canada or the United States. All suits to enforce any provision of this License Agreement or arising in connection with this License Agreement shall be brought in the United States District Court for the State of Connecticut or the Supreme or Civil Court in and for Fairfield County, Connecticut. The parties agree that such courts shall have exclusive in personam jurisdiction and venue and the parties submit to the exclusive in personam jurisdiction and venue of such courts. The parties further waive any right to a jury trial regarding any action brought in connection with this License Agreement.
(ii) Where one or more parties to the dispute is not a Canadian or U.S. resident or organization situated or doing business in Canada or the United States. All disputes arising in connection with this License Agreement shall be finally settled under the Rules of Conciliation and Arbitration of the International Chamber of Commerce (ICC) as modified as necessary to reflect the provisions herein by one or more arbitrators. The place of arbitration shall be Fairfield County, Connecticut USA, and the proceedings shall be conducted in English. In cases involving a single arbiter, that single arbiter shall be appointed by mutual agreement of the parties. If the parties fail to agree to an arbiter within fifteen (15) days, the ICC shall choose an arbiter knowledgeable in internet law, information security and intellectual property law or otherwise having special qualifications in the field, such as a lawyer, academic or judge in common law jurisdiction. Nothing in this License Agreement will be deemed as preventing either party from seeking injunctive relief (or any other provisional remedy) from any court having jurisdiction over the parties and the subject matter of this dispute as is necessary to protect either party's name, proprietary information, trade secret, know-how or any other intellectual property rights.
18. Force Majeure.
Except for the obligation to make payments and indemnity hereunder, all other obligations under this Agreement shall be suspended for so long as any party hereto is prevented from complying with the provisions hereof by acts of God, the elements, riots, war, acts of federal, state, local governments, agencies or courts, strikes, lock-outs, damage to, or destruction of, or unavoidable shut-down of necessary facilities, or other matters beyond their reasonable control (specifically excluding, however, matters of mere financial exigency); provided, however, that any party so prevented from complying with its obligations hereunder shall promptly notify the other party thereof, and shall exercise all due diligence to remove and overcome the cause of such inability to comply as soon as practicable.
Except as otherwise set forth herein, your rights under this License Agreement are not assignable or transferable. Any attempt by your creditors to obtain an interest in your rights under this License Agreement, whether by attachment, levy, garnishment or otherwise, renders this License Agreement voidable at Champ's option.
You will mail all notices, demands or requests to Champ with respect to this License Agreement in writing to Champ Entertainment, Inc. Attn: zingbank.com, PO BOX 4084, Monroe, CT06468.
The ownership and proprietary rights provisions set forth in this Agreement, and any other provisions that by their sense and context the parties intend to have survive, shall survive the termination of this Agreement and any obligations hereunder for any reason. This License Agreement shall be applicable for as long as the license remains valid and you have not breached any provision of this License Agreement.
The unenforceability or invalidity of any term, provision, section or subsections of this Agreement shall not affect the validity or enforceability of any remaining terms, provisions, sections or subsections of this Agreement, but such remaining terms, provisions, sections or subsections shall be interpreted and construed in such a manner as to carry out fully the intention of the parties hereto.
The fact of authorship by or at the behest of a party shall not affect the construction or interpretation of this Agreement.
You acknowledge and agree that you shall not import, export, or re-export directly or indirectly, any commodity, including the Content provided hereunder, to any country in violation of the laws and regulations of any applicable jurisdiction. This restriction expressly includes, but is not limited to, the export regulations of the United States of America (the "United States"). Specifically, you shall not download or otherwise export or re-export the Content to (i) a national or resident of) Cuba, Iran, Iraq, Libya, Sudan, North Korea, Syria, or Taliban controlled areas of Afghanistan or any other country where such use is prohibited under United States export regulations, or (ii) to anyone on the United States Treasury Department's list of Specially Designated Nationals or the United States Commerce Department's Table of Denial Orders. You agree to the foregoing and represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list. CHAMP MAY BE REQUIRED BY LAW TO REPORT TO THE UNITED STATES GOVERNMENT YOUR COMPANY NAME AND ADDRESS IF YOU ARE A NON-UNITED STATES OR CANADA ENTITY OR INDIVIDUAL PURCHASING THE LICENSE.
25. Termination for Default.
Either party may terminate that party's obligations hereunder in the event the other party materially breaches any term or condition of this Agreement and such breach is not cured within five (5) days written notice, if involving an obligation to pay a sum of money, or thirty (30) days of written notice, for any other breach, to the party in breach. In such event, the terminating party shall be entitled to take those actions permitted by law for material breach subject to the limitations contained herein.
No amendment or other change of this Agreement shall be effective unless and until set forth in writing and agreed to on behalf of the parties except as otherwise provided in "7" and "8" above.
27. Current and future billings.
By entering a username, password and clicking the "Create My Account" button on the register page you do agree to the charge of $67.00 USD to be made on the day of the account creation and the future billing of $67.00 USD per month to the original credit card or any other (one) credit card applied to the account for as long as you use the ZingBank service(s). When submitting the registration form we may attempt to validate the credit/debit card entered by submitting a transaction in the amount of $0.01 or $0.00 USD (1 cent or 0 cents) to the credit/debit card entered. If validation is successfull the validation amount will be void and the full payment of $67.00 USD will be attempted. If two or more failed payment attempts are made the payment form will be locked and you will need to contact support at the following email address: firstname.lastname@example.org. If payment is successfull you will have a charge on your next bank/credit card statement from Armsdale Worldwide in the amount of $67.00 USD and be sent your order details along with your zingbank.com account details to the email address entered into the registration form.
28. Webinar Registrations.
Upon registering to a weekly class from inside the members area of this site, you agree that you are bound to attend the class on the date registered and that missing a webinar or your failure to attend is NOT the responsibility of zingbank.com (CHAMP). Once registered, your seat in the webinar is reserved and no other user(s) can then obtain your position and all registrations are final (even if you unsubscribe using the gotowebinar link sent to you from gotowebinar.com). You understand that each webinar can only hold a certain amount of attendees and once full the webinar will be disabled and you will have to choose another webinar to attend. Webinar dates are viewable inside the members area and can be changed any time at zingbank.com's (CHAMP'S) Discretion. In the event that an already scheduled webinar has changed date or time, you will be notified via email of the change.
29. Entire Agreement
This Agreement embodies the entire agreement and understanding of the parties and supersedes all prior agreements, representations and understandings between the parties hereto relating to the subject matter hereof.
PO Box 4084 Monroe, CT 06468