Site Agreement - Stack’Em Coaching
Please read this Agreement carefully as they contain the legal Terms & Conditions that you agree to when you purchase or use any products or services offered by Poker Prowess, Inc or it’s affiliates (collectively referred to as “the Company”), and in connection with www.StackEmCoaching.com and associated websites.
By establishing an account or using the service, you acknowledge that you have read, understand, and agree to be bound by these terms.
This Agreement is between you and Poker Prowess, Inc (the "Company", "we", "us" or "our" as appropriate). Throughout this Agreement, those who use our Services (defined below) are referred to as “you.”
The Company provides poker-related educational material, forums, and tools for poker players (the “Services”) on its website at www.StackEmCoaching.com (the “Website”) and at its related web properties (collectively, the “Company Websites”). The Services are provided subject to this Agreement, as it may be amended by us, and any guidelines, rules or operating policies that we may establish and post from time to time pursuant to this Agreement (the "Agreement") here or at our Company Websites, or by otherwise providing notice to you. We may discontinue or revise any or all aspects of the Services in our sole discretion.
Your StackEm Coaching Account
a. Many of our Services are available only to you after you complete the registration process at our Company Websites. You are not permitted to share account privileges or username/password combinations with any other person. Violators are subject to account suspension or account termination, with or without notice, and forfeiture of any membership fees.
b. You agree to provide true, accurate, current, and complete information as requested in the registration process. You are responsible for maintaining the security of your account, passwords, files, and for all uses of your account and of the Services in your name. The Company reserves the right to refuse registration of, suspend, or cancel, accounts upon (i) non-payment by you, (ii) your breach of this Agreement, or (iii) the request of any law enforcement or regulatory agency, or pursuant to any order issued by a court of competent jurisdiction. You hereby acknowledge that the Company may, from time to time, verify any of the information you provide to us, whether provided in the course of registration or otherwise in connection with your use of the Services.
Subject to this Agreement, the Company grants you a limited, non-exclusive, revocable license to display, listen to, and download Content for your private use. Content (“Content”) included on our Company Websites, such as text, videos, audio files, documents, graphics and software, is the property of the Company and/or its licensors and suppliers and is protected by domestic and international copyright and trademark laws. Content accessed at the Company Websites is for non-commercial use by you only, and any sale or transfer to others, including the reproduction for the purpose of commercial distribution, is strictly prohibited. You agree not to remove, obscure, or deface any proprietary notices or labels from the Services or any Content, or modify, translate, publish, distribute, decompile, or create derivative works based on the Services or any Content. Ownership of all Content shall remain exclusively the property of the Company, and nothing contained in this Agreement shall be construed as granting or conferring any proprietary rights or interests to you.
Processing of Payments and Recurring Fees
When you subscribe to our Services, you must provide to us your name, billing address, e-mail address and credit card, debit card, or other account charge authorization information for the payment method that you provide to pay the periodic membership fee (the "Payment Method"). Fees paid by you for Services are not refundable. By requesting membership to any of the Company Websites and by accepting the benefits of becoming a member, you agree that as a condition of your continued membership to authorize us or our agent to charge your Payment Method the periodic membership fee applicable to your membership plan (e.g., the signup fee, if any, and 1 month, 3 month, 6 months, and 12 months), in effect from time to time, on each periodic anniversary date of that plan, until your membership is canceled. For example, if you have a monthly plan and your paid membership began on June 19, your periodic anniversary date is the 19th of each month, and your Payment Method will be charged for the applicable periodic (monthly) membership fee on that date each month. Your Payment Method will be charged on the first day of the following month if the periodic anniversary date falls on a date that is not contained in your anniversary month (for example, if your paid membership started on the 31st day of a month).
If you select a six-month or twelve-month plan, your Payment Method will be charged for the applicable periodic membership fee on that date. Thereafter, your paid membership will revert to a monthly plan at a rate prorated based on your subscription cost, unless you opt to extend your membership for an additional six or twelve month period. You will not be provided with copies of charge slips evidencing the recurring charges of the applicable periodic membership fee. You agree to pay the applicable periodic membership fees in accordance with your Payment Method issuer agreement, if applicable. If your Payment Method is a credit or charge card (the “Payment Card”), you also authorize us to place a pending charge to your Payment Card when you sign up for membership, and prior to each subsequent periodic charge. Pending charges are used to verify your billing address and the validity of your Payment Card, are temporary (typically 3 to 7 days in length), and will not be converted into an actual charge to you. Pending charges will, however, reduce the available amount of credit on your Payment Card in the amount of $1 or less per pending charge.
From time to time, in our sole discretion, we may offer a free trial (“free trial”) to first-time subscribers, limit one per household and/or Payment Method provided. Where such an offer is made, at the time of registration for your free trial, your credit or check card may be authorized for one month of service plus the applicable signup fee (if any), though your Payment Card will not be charged for the duration of the free trial period. Other terms of free trial offers, including duration of free trial, may vary. Specific details of your free trial not covered in this Agreement will be explained on the web page you land on prior to beginning the sign-up process or as part of the sign-up process. Your trial period begins the day you sign up for a membership. Upon completion of the free trial period, your subscription will renew automatically on a monthly basis regardless of the length of your free trial period. The first day following the expiration of your free trial period will be your anniversary date for billing purposes. Your Payment Method will be charged the signup fee (if any) and the recurring monthly membership fees on the day following the expiration of your free trial period unless you have chosen to cancel your subscription prior to the conclusion of the free trial period. YOU MUST CANCEL YOUR SUBSCRIPTION PRIOR TO THE END OF THE FREE TRIAL OFFER TO AVOID CHARGES TO YOUR PAYMENT METHOD. You will not receive any notification from us at the expiration of your free trial. Please note the expiration date of your free trial for your records.
We may also offer free memberships ("free memberships") in our sole discretion. Other terms of free memberships, including duration of free memberships may vary. Specific details of your free membership not covered in this Agreement will be explained on the web page you land on prior to beginning the sign-up process or as part of the sign-up process. We reserve the right to modify, suspend, or terminate any free membership program at any time, and you are not entitled to any compensation or extension of your membership as a result. Your participation in any free membership program constitutes acceptance of this Agreement.
You hereby indemnify and hold harmless the Company and its officers, employees, agents, and advisors against any and all damages, losses, liabilities, settlements, and expenses (including without limitation, costs and reasonable attorneys' fees) in connection with any claim or action that arises from your breach of this Agreement and your violation of any law or regulation, including without limitation any laws regarding copyright, trademark, and other proprietary rights, invasion of privacy, slander and defamation, and gaming.
In entering into this Agreement with you, the Company relies upon your unconditional representations and warranties that: (a) your use of the Services is lawful and in full compliance with this Agreement; (b) your use of the Services does not violate or infringe upon the rights of others; (c) you will not use the Services to perform any commercial solicitation, encourage conduct that could expose the Company to criminal or civil liability, or prevent others from enjoying the Services; (d) you will not upload or post to the Company Websites any information or materials that is protected by copyright, trademark, or other proprietary rights without the written permission of the owner of that copyright, trademark, or other proprietary right; (e) by submitting any material to the Company or on any public area of the Company Websites, you automatically grant or warrant that the owner of such material has expressly granted the Company the royalty-free, worldwide, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, display, translate and distribute such material (in whole or in part) and/or to incorporate it in other works in any form, media or technology now known or hereafter developed; and (f) you will not reverse-engineer, decompile, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of any software used by the Company to protect its proprietary interests in the Service or related materials.
THE COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE USEFULLNESS OR BENEFITS OF THE SERVICES AS THEY RELATE TO YOUR PARTICULAR NEEDS, CIRCUMSTANCES, AND SKILLS.
THE SERVICES ARE PROVIDED ON AN "AS IS" AND “AS AVAILABLE” BASIS, AND THE COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, AS TO THE QUALITY, CAPABILITIES, PERFORMANCE, DESIRED RESULTS, OR SUITABILITY OF THE SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
Limitation of Liabilities
THE COMPANY AND ITS EMPLOYEES, ADVISORS, AND AGENTS SHALL NOT BE LIABLE TO YOU FOR INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND, REGARDLESS OF WHETHER THE COMPANY WAS ADVISED, HAD OTHER REASON TO KNOW, OR IN FACT KNEW OF THE POSSIBILITY THEREOF. IN NO EVENT SHALL OUR AGGREGATE LIABILITY TO YOU WITH RESPECT TO ANY AND ALL CLAIMS AT ANY AND ALL TIMES ARISING FROM OR RELATED TO THE SUBJECT MATTER OF THIS AGREEMENT EXCEED THE AGGREGATE AMOUNTS PAID TO US (IF ANY) BY YOU FOR USE OF THE SERVICES IN THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH A CLAIM. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. THE SOLE AND EXCLUSIVE REMEDY FOR ANY FAILURE OR NONPERFORMANCE OF THE SERVICES SHALL BE FOR THE COMPANY TO USE COMMERCIALLY REASONABLE EFFORTS TO ADJUST OR REPAIR THE SERVICES.
Termination of Service
At its sole discretion, the Company may immediately suspend or terminate your ability to use our Services for any reason. Upon termination for any reason by you or the Company, the section of this Agreement relating to “Limitation of Liabilities and Remedies” shall survive and continue in full force and effect until fulfilled. No refund shall be issued to you in the event the Company terminates your ability to use our Services.
Cancellation of Service
Regardless of your cancellation method, your access continues until your next renewal date no matter when you choose to cancel the account. Our customer service representatives are authorized to waive the sign-up fee one time only for former subscribers who rejoin within 120 days of the termination date. Afterwards, you will pay the sign-up fee again when you re-subscribe to gain access to the videos, content and site improvements created in your absence.
o Any member may cancel his membership by submitting an email from the Contact Us webpage on the Company website, sending a written notice of cancellation to:
Poker Prowess, Inc
Attn: StackEm Cancel
PO Box 31759
Las Vegas, NV 89173
o You may also cancel by emailing StackEm Coaching at Support@StackEmCoaching.com.
Your notice of cancellation must include your full name, mail address, Stack’Em Coaching username and password.
a. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties are those of the respective author(s) or distributor(s) and not of the Company. The Company neither endorses nor is responsible for the accuracy or reliability of any opinion, advice or statement made on the Website by anyone other than authorized Company employees while acting in their official capacities.
b. If any provision of the Agreement is found by a court of competent jurisdiction to be unenforceable or invalid, that provision will be limited so that the balance of this Agreement will otherwise continue in full force and effect. Additionally, any provision(s) held wholly or partly invalid or unenforceable shall be deemed amended, and the court is authorized to reform the provision(s) to the minimum extent necessary to render them valid and enforceable in conformity with the intent of the parties as shown herein.
c. The Company and you agree that the Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications, and other understandings relating to the subject matter of the Agreement.
d. We reserve the right to transfer or assign this Agreement, in whole or in part, to any person or entity without notice and you will be deemed to consent to such assignment. You may not assign or transfer any of your rights or obligations under this Agreement.
e. This Agreement shall be governed in all respects by the laws of the State of Nevada without regard to its conflict of laws provisions, and you and the Company agree that the sole venue and jurisdiction for any and all disputes arising from or related to this Agreement shall be the appropriate state or federal court located in Clark County, Nevada. The Company and you submit to the personal jurisdiction of the State of Nevada and irrevocably waive any objection based upon jurisdiction, venue, and the convenience of the forum.
Last Updated: July, 2011