This Terms of Service is a contract agreement that governs "you" or "your" (customers, affiliates, resellers, and contracted partners, contracted workers and service partners) and us (ExoRank) and the use of the ExoRank Web Site "ExoRank" located at https://exorank.com, including any services and features available on or through the Web Site.
The Website is made available by ExoRank, and our Terms of Service, is so important that we cannot provide our services to you unless you agree to them. We may change the Terms of Service from time to time, at any time, by posting such changes on the Site. PLEASE READ THESE TERMS CAREFULLY. BY USING THE SITE, YOU ACCEPT AND AGREE TO THESE TERMS OF SERVICE AS APPLIED TO YOUR USE OF THE EXORANK WEBSITE AND ALL EXORANK SERVICES. If you do not agree to these Terms of Service, you may not access or use the website or services.
ExoRank's Performance-Based SEO Services Program begins upon the submission of desired keywords from a prospective Customer. Upon completion of ExoRank's Keyword Submission Process the Customer will receive ExoRank's introductory welcome email that displays that an ExoRank Account has been created, and provides the customer with next steps in the account setup and implementation process, possibly including an on-page optimization review, and provides the Customer with contact information for ExoRank.
This email represents the date which each keyword and the associated domain name has been approved by ExoRank. Accordingly, ExoRank's Performance-Based SEO Services Program will begin on that date of approval from ExoRank.
Ranking reports are updated an average of once per day within the Customer Dashboard which all Active ExoRank Customers have a login/password to their specific programs. As an Active ExoRank Customer, the Customer Dashboard is available at any time. Within ExoRank's Customer Dashboard, the Customer also has full access to their Account Information, All Active Keywords, and All Deactivated Keywords participating in ExoRank's Performance-Based SEO Services Program.
Pricing for each keyword is determined at the time of Keyword Approval by ExoRank, and pricing is therefore locked for the duration of ExoRank's Performance-Based SEO Services Program and will not change at any time. Customer invoicing is performed monthly by ExoRank. The invoicing charges are based exclusively on ranking performance, and tied directly to the agreed-upon pricing. Customer invoicing takes place on the 1st day of each new month, and the keyword rankings on Google determine the customer's monthly charges.
Example: Keyword 'x' has an agreed-upon price of $100 if the customer's listing reaches Ranking #1-3 on Google. The customer has also agreed to pay $50 if it's ranked #4-6 or $25 if it's ranked #7-10. The customer's starting rank was 8. ExoRank would not bill the customer until they've increased to the #4-6 ranking tier. If a customer's keyword is within a billable tier they are not charged until they increase to the next tier. Once they are ranked at #6, they would start being billed $50/month. Customers will be invoiced based on their current ranking, month-to-month, even if their ranking doesn't increase each month or their keywords maintain their current ranking within a billable tier.
Customer invoicing is based solely on progress of a keyword ranking into the Top 30 non-paid rankings on Google's search results pages, unless a custom invoicing program is created and approved by both the Customer and ExoRank. Therefore, customers are never billed if their ranking has decreased from its original position at the time of "Keyword Activation", or if the listing has not improved within the Top 30 non-paid rankings on Google. Customer invoicing is completed via the Customer Credit Card on file for the account, which the Customer provides and the Customer and ExoRank approve. Customer's credit card on file is automatically charged once per month based upon the rankings within the search engines on the 'Invoicing Day', which is the first day of each new month. No charges for ExoRank's Performance-Based SEO Services Program will be applied if the customer's keyword ranking does not improve from its original position, or improves without earning rankings in the Top 30 non-paid rankings on Google.
Regardless of your rankings, we charge a small fee of $1.00/month for each active keyword you have in our system. This does include keywords that have been removed. This fee is charged to help protect our system from being abused.
ExoRank owns, solely and exclusively, all rights, title and interest in and to the Site, all the content (including, for example, audio, photographs, illustrations, graphics, other visuals, video, copy, software, etc.), code, data and materials on the website, and the look and feel, design, compilation and organization thereof, including, but not limited to, any copyrights, trademark rights, patent rights, database rights, moral rights and other intellectual property and proprietary rights therein; with the exception, in some cases, of submitted materials, as defined below in Section 8. Your use of the Site does not grant you ownership of any content, code, data or materials that you may access on the Site.
All information you submit to ExoRank is held as confidential and is not shared with anyone other than those who will help complete the job you contract us for. All content we provide is considered a "work for hire", unless otherwise specified in an agreement between you and ExoRank. Nonpayment of the agreed on price results in the copyrights belonging to ExoRank. ExoRank cannot be held responsible for similar content appearing anywhere nor can we be responsible for someone else misusing your content. It is your responsibility to police the content and protect your copyrights. You are responsible for any content you upload to your website. All of your content must be appropriately marked with licensing (or other permission status such as fair use) and reasonable attribution information, if not owned by you. If, as a consequence of a court judgment or allegation of patent infringement or for any other reason (not limited to patent issues), conditions are imposed on you (whether by court order, agreement or otherwise) that contradict the conditions of the posting of content or images to your site, they do not excuse you from the conditions of that action. ExoRank does not take any ownership of any of your content.
You may access and view the content on the Site on your computer or other Internet-compatible device including mobile phones and tablets, and make single copies or prints of the content on the Site for your personal, internal use only. The Site and the Site's services and any content and materials on the Site, are only for your personal, non-commercial use.
You may not commercially distribute, publish or exploit the Site, or any content, code, data or materials on the Site, unless you have received the express written prior permission of ExoRank or the applicable rights holder. Other than as set forth in Section 3 of this Terms of Service Agreement, you may not download, display, copy, reproduce, distribute, modify, perform, transfer, create derivative works from, sell or otherwise exploit any content, code, data or materials on the Site. If you make other use of the Site, you may violate copyright and other laws of the United States, other countries, as well as applicable state laws, and you may be liable for such unauthorized use. ExoRank will enforce its intellectual property rights to the fullest extent of the law.
The trademarks, logos, service marks and trade names (collectively the "Trademarks") displayed on the Web Site or on content available through the Web Site are registered and unregistered Trademarks of ExoRank and other owners and may not be used unless authorized by the trademark owner. ExoRank will enforce its Trademark rights to the fullest extent of the law.
You agree that, while using the Web Site and the Web Site's various services and features, you will not: impersonate any person or entity, whether actual or fictitious, or misrepresent your affiliation with any person or entity, including without limitation, anyone from ExoRank or the Site; insert your own or a third party's advertising, branding or other promotional content into any of the Web Site's content, materials or services (for example, without limitation, in an RSS feed or a podcast received from ExoRank or otherwise through the Web Site), or use, redistribute, republish or exploit such content or service for any further commercial or promotional purposes; obtain or attempt to obtain unauthorized access to computer systems, materials, information or any services made available on or through the Site through any means; engage in spidering, "screen scraping," "database scraping," harvesting of e-mail addresses, wireless addresses or other contact or personal information; engage in any automatic means of accessing, logging-in or registering on the Site or for any of the Site's services or features, or obtaining lists of users or obtaining or accessing other information, services or features on, from or through the Site, including, without limitation, any information residing on any server or database connected to the Site or any services offered on or through the Site; use the Site or the Site's services in any manner with the intent to interrupt, damage, disable, overburden, or impair the Site or such services, or interfere with any other party's use and enjoyment of the Site, including, without limitation, sending mass unsolicited messages or "flooding" servers with requests; use the Web Site or the Web Site's services or features in violation of ExoRank's or any third party's intellectual property or other proprietary or legal rights; use the Site or the Site's services in violation of any applicable law; attempt (or encourage or support anyone else's attempt) to circumvent, reverse engineer, decrypt, make unauthorized use of, or otherwise alter or interfere with the Site or the Site's services, or any content on the Site or the Site's services; or obtain or attempt to obtain any materials or information through any means not intentionally made publicly available or provided for through the Site.
We may, from time to time, make online communities, messaging services, chat services, bulletin boards, message boards, blogs, other forums and other such services available on or through the Web Site. In addition to any other rules or regulations that we may post in connection with a particular service, you agree that you will not upload, post, transmit, distribute or otherwise publish through the Web Site or any service or feature made available on or through the Web Site, any materials which: restrict or inhibit any other user from using and enjoying the Web Site or the Web Site's services; are fraudulent, unlawful, threatening, abusive, harassing, libelous, defamatory, obscene, vulgar, offensive, pornographic, profane, sexually explicit, indecent or are otherwise objectionable to ExoRank, in its discretion; constitute or encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or international law; violate, plagiarize or infringe the rights of third parties, including, without limitation, copyright, trademark, trade secret, confidentiality, contract, patent, rights of privacy or publicity or any other proprietary rights; contain a virus, spyware, or other harmful component; contain embedded links, advertising, chain letters or pyramid schemes of any kind; or constitute or contain false or misleading indications of origin, endorsement or statements of fact.
It is important to remember that comments, materials and information submitted to a public forum or online community may be recorded and stored in multiple places, both on our Web Site and elsewhere on the Internet, which are likely to be accessible for a long time and you have no control over who will read, view or access them eventually. Therefore, you should not disclose any sensitive, personal, proprietary or confidential information, about yourself or others, in your comments or other submissions to our public forums or other online communities, such as to our blog(s).
We reserve the right (but have no obligation) to monitor or review all materials posted or submitted to the Web Site or through the Web Site's services or features by users (including, for example and without limitation, our blog(s)), and we are not responsible for any such materials posted by users. However, we may disclose any information as necessary to satisfy any law, regulation or government request, or to edit, refuse to post, delete or to remove any information or materials, in whole or in part, that in our sole discretion are objectionable or in violation of this Terms of Service Agreement, our policies or applicable law.
We may insist that any link to the Web Site be discontinued, and we may revoke your right to link to the Web Site from any other web site at any time upon written notice to you, and in such event you agree to discontinue any such linking activity.
You agree to defend, indemnify and hold ExoRank, its affiliates, and its and their directors, officers, employees, trustees and agents completely harmless from any and all claims, liabilities, costs and expenses, including reasonable attorneys' fees, arising in any way from your use of the Site, products, services, and your placement or transmission of any message, content, information, software or other materials through the Site, or your breach or violation of the law or of this Terms of Service Agreement. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim.
We may make certain products available to visitors and registrants of the Site. You may only order products if you are 18 years old or older. You agree to pay in full the prices (and all applicable taxes) for any purchases you make either by credit/debit card concurrent with your online order or by other payment means acceptable to ExoRank. If payment is not received by us from your credit or debit card issuer or its agents, you agree to pay all amounts due upon demand by us. Certain products that you purchase and/or download on or through the Web Site may be subject to additional terms and conditions presented to you at the time of such purchase or download.
You may be able to link from the Web Site to third party web sites and third party web sites may link to the Web Site ("Linked Sites"). You acknowledge and agree that we have no responsibility for, nor do we endorse or sponsor, the information, content, products, services, advertising, code or other materials which may or may not be provided by or through Linked Sites.
We respect the intellectual property rights of others and require that the people who use the Site do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please forward the following information to [email protected].
THE SITE AND ITS SERVICES, CONTENT, FUNCTIONS AND MATERIALS ARE PROVIDED "AS IS," "AS AVAILABLE", AND WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, DATA, DATA PROCESSING SERVICES, UPTIME OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, USEFULNESS OR CONTENT, IMAGES OR INFORMATION ON THE SITE, AND ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WE HEREBY DISCLAIM ANY AND ALL SUCH WARRANTIES, EXPRESS AND IMPLIED. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITE (INCLUDING, WITHOUT LIMITATION, THROUGH OUR BLOG(S)) SHALL CREATE ANY WARRANTY. EXORANK ALSO ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING IN THE SITE OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO, OR AUDIO FROM THE SITE. IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SITE.
WE RESERVE THE RIGHT TO CHANGE OR MAKE CORRECTIONS TO ANY OF THE INFORMATION PROVIDED ON THE SITE AT ANY TIME AND WITHOUT ANY PRIOR WARNING. WE CANNOT, AND DO NOT, GUARANTEE THE CORRECTNESS, PRECISION, THOROUGHNESS OR COMPLETENESS OF ANY OF THE INFORMATION AVAILABLE ON THE SITE, NOR WILL WE BE LIABLE FOR ANY INACCURACY OR OMISSION CONCERNING ANY OF THE INFORMATION PROVIDED ON THE SITE. WITHOUT LIMITATION OF THE ABOVE IN THIS SECTION, WE HEREBY DISCLAIM, AND YOU HEREBY WAIVE, ANY AND ALL WARRANTIES AND REPRESENTATIONS MADE IN PRODUCT OR SERVICES LITERATURE, FREQUENTLY ASKED QUESTIONS DOCUMENTS AND OTHERWISE ON THE SITE OR IN CORRESPONDENCE WITH EXORANK OR ITS AGENTS OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, TRUSTEES, AFFILIATES, RESELLERS, PARTNERS or CONTENT SERVICE PROVIDERS (COLLECTIVELY, THE PROTECTED ENTITIES).
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, AND IN NO EVENT WILL EXORANK OR ITS AGENTS OR ANY OF ITS AND THEIR DIRECTORS, OFFICERS, EMPLOYEES, TRUSTEES, AFFILIATES, RESELLERS, PARTNERS OR CONTENT SERVICE PROVIDERS (COLLECTIVELY, THE PROTECTED ENTITIES) BE LIABLE TO YOU ON ANY LEGAL THEORY FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE OR INCOME, LOST PROFITS, PAIN AND SUFFERING, EMOTIONAL DISTRESS, COST OF SUBSTITUTE GOODS OR SERVICES, OR SIMILAR DAMAGES SUFFERED OR INCURRED BY YOU OR ANY THIRD PARTY THAT ARISE IN CONNECTION WITH THE SERVICES (OR THE TERMINATION THEREOF FOR ANY REASON) EVEN IF EXORANK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS. IN NO EVENT SHALL "THE PROTECTED ENTITIES" BE LIABLE FOR OR IN CONNECTION WITH ANY CONTENT POSTED, TRANSMITTED, EXCHANGED OR RECEIVED BY OR ON BEHALF OF ANY USER OR OTHER PERSON ON OR THROUGH THE SITE. IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF THE PROTECTED ENTITIES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THE TERMS OF SERVICE OR YOUR USE OF THE EXORANK SITE OR SERVICES EXCEED 25% IN THE AGGREGATE OF THE AMOUNT, IF ANY, PAID BY YOU TO EXORANK FOR YOUR USE OF THE SITE OR PURCHASE OF SERVICES VIA THE SITE.
We control and operate the Site from our offices in the United States of America. We do not represent that materials on the Site are appropriate or available for use in other locations. Persons who choose to access the Site from other locations do so on their own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable. This Terms of Service Agreement and the relationship between you and us shall be governed by the laws of the United States and the State of Louisiana, without regard to its conflict of law provisions. All parties agree that in the event of any dispute with respect to this Terms of Service Agreement or any respective obligations hereunder, such dispute shall be settled by arbitration in the Parish of Caddo, State of Louisiana, in accordance with the commercial rules of the American Arbitration Association. Any award rendered by the arbitrators shall be final and judgment may be entered upon it in any court of competent jurisdiction.
No agency relationship: The parties agree that no joint venture, partnership, employment, or agency relationship exists between you and ExoRank as a result of the Terms or from your use of any of the ExoRank Website or Services.
Integration: These Terms of Service constitute the entire agreement between you and ExoRank relating to this subject matter and supersede any and all prior communications and/or agreements between you and ExoRank relating to the ExoRank Website and use of our services.
Our failure to exercise or enforce any right or provision of this Terms of Service Agreement shall not constitute a waiver of such right or provision. If any provision of this Terms of Service Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of this Terms of Service Agreement remain in full force and effect.
To the extent authorized by law, you agree to indemnify and hold harmless EXORANK OR ITS AGENTS OR ANY OF ITS AND THEIR DIRECTORS, OFFICERS, EMPLOYEES, TRUSTEES, AFFILIATES, RESELLERS, PARTNERS or CONTENT SERVICE PROVIDERS (COLLECTIVELY, THE PROTECTED ENTITIES) from and against any and all claims, losses, expenses, damages, and costs, including ALL attorneys fees, resulting directly or indirectly from or arising out of (a) your violation of the Terms, (b) your use of any of the Services, and/or (c) the Content you make available on any of the Services.
ExoRank may terminate, change, suspend or discontinue any aspect of the Site or the Site's services at any time. We may restrict, impose limits on, suspend or terminate your access to the Site and/or its services or features (e.g., our blog(s)) if we believe you have violated this Terms of Service Agreement or applicable law, or for any other reason without notice or liability. ExoRank maintains a policy that provides for the termination in appropriate circumstances of the Web Site use privileges of users who are repeat infringers of intellectual property rights. "Insolvent" accounts are active accounts that have not paid their monthly invoice within (7) business days from the initial date of insolvency. These "Insolvent" accounts will remain active for (90) days in ExoRank's program, and then they will be terminated. During the (90-day period), ExoRank will e-mail the "Insolvent" a minimum of (3) times displaying the outstanding balance based upon the invoices which have not been paid. If correspondence efforts have not been responded to by the "Insolvent" account after the (90-day) period, ExoRank will then send the "Insolvent" account to an Independent 3rd Party Collections Agency inclusive of the outstanding balance owed. If the account does not pay the outstanding balance, or comply with the Independent 3rd Party Collections Agency, and then subsequently re-creates a new account, ExoRank is permitted to charge the credit card to bring the outstanding balance current, before proceeding with the new account activation. ExoRank will utilize its proprietary Fraud Prevention System to help identify and detect "Insolvent", "Terminated" and/or "Fraudulent" accounts from ExoRank's Performance-Based SEO Services Program. Cancellation of an ExoRank account is permitted unless the account currently has one or more active keywords. Due to the nature of our performance-based services, our upfront pricing and the fact that customers are not charged unless they receive an enhanced search engine ranking, refunds cannot be provided. All keyword deactivation(s) and/or account closure must be formally documented and provided to ExoRank in writing directly from the account owner that originated the account, and submitted through the Customer Dashboard. ExoRank will respond to the request and confirm in writing the account closure.
ExoRank reserves the right, at its sole discretion, to change, modify, add or remove any portion of these Terms of Service, in whole or in part, at any time. Changes to the Terms of Service will be effective when posted.