Terms of Services
Scope and Definitions
This Agreement establishes the terms by which Net Sales Solutions, Inc., a
Georgia corporation, will provide User with access to the eProspector Internet
service. If User accepts the terms of this Agreement, User will be
entering into a contractual relationship solely with Net Sales Solutions, Inc.
and not with any other organization.
Net Sales Solutions, Inc. developed eProspector to provide an automated
prospecting service for small businesses.
As used herein the following terms shall have the following meanings:
"Content" means information, communications, software, photos, video, graphics,
music, sounds and other material and services, collectively;
"Net Sales Solutions" means Net Sales Solutions, Inc., its assignees, licensees,
successors and/or the eProspector service operated by Net Sales Solutions or
"Notice" shall mean written notice provided by e-mail or as a notice on the Net
Sales Solutions home page;
"Terms of Service" means all of the terms and conditions set out in this
discretion of Net Sales Solutions from time to time;
"User" means the individual or other person who is registering for access to Net
Sales Solutions under the terms of this Agreement.
A. By registering for eProspector, the User accepts all of the terms of
these Terms of Service. The User's use of Net Sales Solutions will
constitute the User's acceptance of all of such Terms of Service. If User
does not agree to these Terms of Service, User should not register for Net
Sales Solutions. The Terms of Service for User's continued use of Net
Sales Solutions will be available through a link at the bottom of each
page. Please check this area before using Net Sales Solutions
whenever a change has been indicated. Net Sales Solutions will provide
Users notice of any change(s) to the Terms of Service by posting a notice of
the change(s) on its home page. If User does not agree to these changes
in the Terms of Service as they may occur, User should arrange to terminate
User's registration with Net Sales Solutions immediately by (i) notifying Net
Sales Solutions of User's unwillingness to accept the changes to the Terms of
Service and (ii) discontinuing User's use of Net Sales Solutions. User's
continued use of Net Sales Solutions after such changes in the Terms of Service
will signify User's acceptance of the change in the terms and conditions.
B. By the User's registration for eProspector through the online
registration process, the User verifies that the information provided is
accurate and correct to the best of the User's knowledge.
C. Net Sales Solutions will maintain a record of User's acceptance of
these terms and conditions. User should understand that User's use of
eProspector will, at all times, be subject to and pursuant to this agreement.
D. The User hereby acknowledges that the User is entering into a
contractual relationship solely with Net Sales Solutions and not with the
business service providers and distribution partners affiliated with Net Sales
A. Use of eProspector is licensed, not sold, to Users for use only under
the terms contained herein, and Net Sales Solutions reserves any rights not
expressly granted to Users. The User acknowledges that the User may not
sublicense, transfer, sell or assign this license without our approval.
Any attempt to sublicense, transfer, sell or assign the license is void.
B. In connection with the registration of the User that is accepted by Net
Sales Solutions, Net Sales Solutions will issue to User an account with Net
Sales Solutions relating to the User's use of eProspector. Only the User
shall be permitted to use eProspector. Any use of eProspector by a third
party (e.g. friend, colleague) shall be deemed to be a violation of these Terms
of Service; and Net Sales Solutions, at its sole discretion, may terminate
these Terms of Service and access to eProspector with respect to the User that
permitted such third-party use. All provisions of the Terms of Service
apply to all accounts, sub-accounts, and alternate aliases associated with the
User's account. Each User is responsible for the use of his or her
account(s) under any alias on that account, and for ensuring full compliance by
the User of that account with these Terms of Service.
C. The User is responsible for obtaining and maintaining all equipment
necessary to connect to eProspector. The User is also required to provide
his or her own Internet access through an Internet Access Provider and a World
Wide Web Browser, specifically Microsoft Internet Explorer.
D. The User agrees to use eProspector in a manner consistent with any and
all applicable laws and regulations, especially including the new Federal Can
Spam Act of 2003. Net Sales Solutions, Inc. hereby certifies that we are
in compliance of said law as we and our legal counsel understand it.
E. Net Sales Solutions may use or disclose certain information regarding
the User, which use or disclosure shall be limited as set forth in the
disclosure of all information regarding the User except that information
provided by the User to Net Sales Solutions in connection with the User's
registration for eProspector. In addition, information regarding a User's
credit card number(s) and bank account number(s) which the User supplies to Net
Sales Solutions will be used or disclosed only for the purposes for which such
information was collected, or as required by law. The Users' addresses,
phone numbers and other relevant information will be provided to information
providers, service providers and merchants for the purposes for which such
information was collected.
F. No User shall use any other User's information, personal or otherwise,
for any commercial purpose or to obtain direct financial gain (e.g. mass
marketing). Any such use shall be deemed to be a violation of these Terms
of Service; and Net Sales Solutions, at its sole discretion, may terminate
these Terms of Service and access to eProspector with respect to any User that
uses such information for a commercial purpose or to obtain direct financial
User agrees to pay all fees for the Net Sales Solutions services the User uses.
Period of Service
Access to eProspector will become effective upon the User's registration
eProspector and Net Sales Solutions' acceptance of this registration. The
User's access to eProspector will continue until terminated as described
elsewhere in these Terms of Service.
A. This license and the right to access eProspector will terminate upon
termination of these Terms of Service.
B. These Terms of Service and a User's access to, and use of, eProspector
may be terminated at any time, and without cause, by the User or Net Sales
Solutions sending Notice to the other party. If terminated by Net Sales
Solutions without cause, Net Sales Solutions will refund the User's license
fees. The User is liable for any charges incurred by them until the
effective date of such termination. Termination of these Terms of Service
by Net Sales Solutions will be effective on the day that Net Sales Solutions
gives Notice of such termination to the User.
C. Net Sales Solutions reserves the right, at its sole discretion, to
immediately, without notice suspend or terminate these Terms of Service and a
User's access to and use of eProspector upon any breach of the Terms of Service
by the User.
Net Sales Solutions acknowledges that all User content in the Message
Questionnaire, Attachment Library, and other areas, as well as data, are owned
by the User and are available to them via email transfer upon termination,
cancellation, or other deactivated use of eProspector. All said content
and data are only to be used by Net Sales Solutions within User guidelines and
approval for their own internal use and use among Affiliates. However,
this does not apply to non-specific, industry, or publicly common information
beyond User company, product, or service descriptions.
Third Party Services
A. The User may order services or merchandise through the Net Sales
Solutions service from other persons not affiliated with Net Sales Solutions
("Seller"). All matters concerning the merchandise and services desired
from Seller, including but not limited to purchase terms, payment terms,
warranties, guarantees, maintenance and delivery, are solely between Seller and
the User. Net Sales Solutions makes no warranties or representations
whatsoever with regard to any goods or services provided by Sellers. The
User will not consider Net Sales Solutions nor will Net Sales Solutions be
construed as a party to such transactions, whether or not Net Sales Solutions
may have received some form of revenue or other remuneration in connection with
the transaction or be liable for any costs or damages arising out of, either
directly or indirectly, the User or any other person involved with or related
to the transaction.
B. Net Sales Solutions may include special routing icons which may be
located within eProspector or the Net Sales Solutions Web site, the activation
of which will allow the User to access and learn more about Net Sales Solutions
and other services provided by Net Sales Solutions, its affiliates, or other
persons. When the User accesses any of these services, the User's rights
and obligations will be governed by the agreements and policies relating to the
use of the services.
C. Net Sales Solutions provides its services on an as-is basis, without
warranty of any kind, express or implied, including, without limitation, any
warrant for information, services or products provided through or in connection
with Net Sales Solutions. Net Sales Solutions specifically disclaims (i)
any warranty of merchantability or fitness, where applicable, and (ii) any
warranties concerning the availability, accuracy or content of information,
products or services. This disclaimer of liability applies to any damages
or injury caused by any failure of performance, error, omission, interruption,
deletion, defect, delay in operation or transmission, computer virus,
communication line failure, theft or destruction or unauthorized access to,
alteration of, or use of record, whether for breach of contract, tortious
behavior, negligence, or under any other cause of action.
D. Net Sales Solutions acknowledges that its Users will be posting
personal information on Net Sales Solutions and hereby disclaim any
responsibility for the use or misuse of such information by a User that
violates any law or the personal privacy of any other User.
E. Net Sales Solutions is not the publisher or author of any works posted
by Users. Net Sales Solutions does not approve or edit any Content posted
by Users. Net Sales Solutions disclaims all copyright and other rights in
such works and all responsibility for them. Net Sales Solutions will
archive postings for the purpose of providing useful or important information
to its members on an ongoing basis. Such archives will also be used to
minimize system downtime in the event of a malfunction. By posting on Net
Sales Solutions, User is giving Net Sales Solutions permission to copy and/or
store User postings for these purposes.
F. Net Sales Solutions cannot promise, and will not be deemed to promise
that its hardware or software will function flawlessly. Net Sales
Solutions fully intends to keep its system functional at all times.
However, in the event that, due to circumstances beyond Net Sales Solutions'
control, Net Sales Solutions' services malfunction or become unavailable to all
or some members, Net Sales Solutions will not be liable for any direct,
consequential or incidental damages, whether foreseeable or not, which may
result from such unavailability or malfunction, except that Net Sales Solutions
may, in its sole discretion, choose to credit members' accounts for such
interruptions of service.
G. If User downloads any software or otherwise executable files from Net
Sales Solutions, Net Sales Solutions is not responsible for any direct,
consequential or incidental damages caused by such software or files.
H. Net Sales Solutions is not responsible for the Content on the Internet
or World Wide Web pages that are contained outside Net Sales Solutions'
site. As a convenience to our members, Net Sales Solutions provides links
to many resources that are beyond our control. Net Sales Solutions makes
no representations as to the quality, suitability, functionality or legality of
any sites to which it may provide links, and User hereby waives any claim User
may have against Net Sales Solutions with respect to such sites.
I. By permitting classified and personal advertising, Net Sales Solutions
makes no warranties or representations of any kind as to the accuracy of the
Content or suitability of the subject matter of any such advertisement.
Net Sales Solutions specifically disclaims liability for direct, consequential
or incidental damages arising from such advertisements. By posting a
personal or classified advertisement on Net Sales Solutions, User promises that
the Content of User's advertisement is true, and that User will indemnify Net
Sales Solutions against any claims that may arise from User's advertisements.
By responding to a classified or personal advertisement on Net Sales Solutions,
User waives any claims against Net Sales Solutions for damages arising from
such advertisement or User's reliance upon statements in such advertisement.
At Net Sales Solutions' request, the User agrees to defend, indemnify and to
hold harmless Net Sales Solutions, its officers, directors and employees from
any claims arising from the User's use of Net Sales Solutions or the User's
breach of the Terms of Service, including, without limitation, claims of
copyright infringement, patent infringement, misappropriation of trade secrets,
libel, slander, trade libel, defamation, harassment, invasion of privacy or
fraud. The User agrees to hold Net Sales Solutions harmless from any
claims and expenses, including reasonable attorney's fees and court costs,
related to User's violation of the Terms of Service, including any information,
software or other Content placed on Net Sales Solutions' eProspector service or
Web site, by the User.
Normal System Maintenance Times
Occasionally Net Sales Solutions will not be available for use by Users.
Although Net Sales Solutions' policy is to minimize the amount of time it may
spend upgrading and maintaining the Net Sales Solutions site, Net Sales
Solutions reserves the right to take the Net Sales Solutions site down at any
time if required. Currently, eProspector service is planned to be
unavailable from the hours of midnight to 5:00 AM on Sundays. Standard
database maintenance and other security, upgrade, and other protection
activities will be conducted during that time period.
A. In the event that any provision of the Terms of Service conflicts with
the law under which the Terms of Service is to be construed or if any such
provisions are held invalid by a court with jurisdiction over the parties to
the Terms of Service, such provision will be deemed to be restated to reflect
as nearly as possible the original intentions of the parties in accordance with
applicable law, and the remainder of this Agreement will remain in full force
B. The Terms of Service will be interpreted, construed and enforced in all
respects in accordance with the laws of the State of Georgia (without regard to
provisions of conflicts of laws). Each party irrevocably consents to the
jurisdiction of the courts in Georgia, and the federal courts situated in
Georgia in connection with any action to enforce the provisions of the Terms of
Service, to recover damages or other relief for breach or default under the
Terms of Service, or otherwise arising under or by reason of the Terms of
C. Notices to be provided under the terms of these Terms of Service will,
except as otherwise expressly provided herein, be delivered by either party
hereto by certified mail return receipt requested or Net Sales Solutions may
deliver such notice by e-mail through eProspector or our Web site. All
such notices will be deemed delivered when the notice is placed in the US Mail,
or in the case of an e-mail by Net Sales Solutions, upon the User's accessing
D. The failure of either party to insist upon or enforce strict
performance by the other party of any provision of the Terms of Service or to
exercise any right under the Terms of Service will not be construed as a waiver
or relinquishment to any extent of such party's right to assert or rely upon
any such provision or right in that or any other instance; rather, the same
will be and remain in full force and effect.
E. Net Sales Solutions may assign its rights and obligations under these
Terms of Service and upon such assignment Net Sales Solutions will be relieved
of any further obligation hereunder.
F. The User represents to Net Sales Solutions that the User has the
authority to accept Net Sales Solutions according to these Terms of Service.
G. These Terms of Service constitute the entire understanding between the
parties as to the subject matter hereof, and supersede all prior agreements and
understandings. Any legally unenforceable provision of these Terms
of Service will, at the election of Net Sales Solutions, be deleted or modified
to correct the defect and, regardless, the remainder of the terms of these
Terms of Service will remain valid and enforceable. The User is
responsible for all expenses incurred to connect to eProspector including all
Internet access charges and telephone charges for connecting with or using
H. Net Sales Solutions reserves the right to charge fees, surcharges, and
membership fees at any time upon 30 (thirty) days prior Notice to the User.
I. The User may not place orders, or attempt to pay for eProspector or
other Net Sales Solutions services using any expired, false or unauthorized
credit card, or false or unauthorized bank or financial institution
J. The User must promptly inform Net Sales Solutions of (i) changes in the
expiration date of any credit card they use in connection with Net Sales
Solutions, (ii) any changes to the bank or financial institution account they
use in connection with Net Sales Solutions, (iii) changes in the User's home or
billing address, and (iv) apparent breaches of security, such as loss, theft,
or unauthorized disclosure of use of a credit card, bank or financial
institution account, ID or password.
K. Until Net Sales Solutions receives Notice of a breach of security; the
User will remain liable for any unauthorized use of their Net Sales Solutions
account. The User is responsible for all charges at the time the service
L. Net Sales Solutions reserves the right to suspend access to eProspector
for the User's account(s) immediately, without Notice, upon rejection of any
credit card charges, non-payment by the User's bank or financial institution of
authorized charges or any other indication of credit problems.
M. Net Sales Solutions will bill User annually in advance for User fees
and other services contracted for through Net Sales Solutions and Affiliates or
Partners. Bill detail will be sent via e-mail to User whenever possible,
or by US Mail when necessary. Net Sales Solutions will include bill
detail sufficient for User and provides a reconciliation avenue for User to
verify charges were billed correctly. Net Sales Solutions maintains a
customer service staff for questions and issues arising from billing concerns
N. Net Sales Solutions does not currently charge for customer service or
technical support and will not charge for said service or support during the
first year of eProspector use by User. Net Sales Solutions reserves the
right and may at our sole discretion implement a customer service or technical
support fee structure after the first year of use by User. Net Sales
Solutions will make this determination based upon excessive service or support
abuse, industry trends, and financial circumstances relating to service and
support. Net Sales Solutions will provide at least 30 days notice prior
to any decision to bill for service and support and will provide said notice
via e-mail to User or via posting within eProspector or on our Web site.
Online Conduct Policies
These online conduct policies (collectively, the "Online Conduct Policy") are
complementary to and are incorporated as part of the Terms of Service of the
Agreement. Definitions used in the Agreement are incorporated herein, as
The User's use of eProspector will be governed by the following rules of
A. Any action by a User that, in Net Sales Solutions' sole opinion
restricts or inhibits other Users from using and enjoying eProspector (such as
but not limited to, the use of vulgar, profane or otherwise offensive language;
inappropriate aliases; committing or discussing with the intention to commit
illegal activities) is strictly prohibited. The User specifically agrees
not to submit, publish, or display on eProspector or our Web site any
defamatory, inaccurate, abusive, obscene, profane, sexually oriented,
threatening, racially offensive, or illegal material; nor will the User
encourage the use of controlled substances. Transmission of material,
information or software in violation of any local, state or federal law is
prohibited and is a breach of the Terms of Service. The User specifically
agrees not to upload, post or reproduce in any manner any materials protected
by copyright without the permission of the copyright owner.
B. The User specifically agrees to indemnify Net Sales Solutions for any
losses, costs, or damages, including reasonable attorneys' fees incurred by Net
Sales Solutions and relating to, or arising out of, any breach of this Online
Conduct Policy or other Terms of Service by the User.
C. This eProspector and other Net Sales Solutions' services are to be used
by the User for his/her personal or business use only. Commercial uses of
eProspector, other than the use of bulletin boards that may be made available
for legal and appropriate messages, are strictly prohibited unless prior
written consent from Net Sales Solutions has been granted.
D. Net Sales Solutions, at its sole discretion, may remove messages deemed
to be unacceptable or in violation of the Terms of Service. Net Sales
Solutions, at its sole discretion, further reserves the right to immediately
terminate, without Notice, a User who misuses any of the public areas of
eProspector or our Web site, including, without limitation classifieds,
threaded discussions or chat.
E. Vulgarity/Profanity and Offensive Language: The Net Sales Solutions
service is a community-oriented service. As such, our goal is to provide
a useful and enjoyable place for all Users. Using vulgar, profane or
offensive language is not allowed in public areas such as public chat rooms,
classifieds, or discussion folders. If User uses vulgar, profane or
offensive language online, even if masked by symbols or other characters,
User's access may be terminated.