Terms of Service for MerchantSide LLC

MerchantSide LLC also operates under the business name “Social Fire”. These terms apply to all services provided under either name.

A. General Terms (Applicable to All Services)

A1. Introduction:
By using the services provided by MerchantSide LLC (“we,” “us,” “our”), you affirm that you are at least the age of majority in your jurisdiction, or you have the consent of your parent or guardian if you are under the age of majority. You are not authorized to use our services if you do not agree to these terms.

A2. User Responsibilities:
You are solely responsible for all content you provide to us for posting or use on your website. You must ensure that your content complies with all applicable laws and the rules and policies of relevant social media platforms. You agree to indemnify MerchantSide LLC against all claims, damages, costs, and expenses, including attorney’s fees, arising from the content you provide, your breach of these Terms of Service, your violation of any law, or your violation of any third-party’s rights.

A3. Disclaimer of Warranties:
Our services are provided “as is” and without warranty of any kind, express or implied, including but not limited to the warranties of merchantability, fitness for a particular purpose, and non-infringement.

A4. Payment:
Payment is made via credit card or PayPal and is recurring until canceled. All sales are final. There will be no refunds or credits for partial months of service, upgrade/downgrade refunds, or refunds for months unused with an open account.

A5. Data Privacy and Security:
We take privacy and data security seriously. Your data is stored securely and is not shared or sold. In the event of an accidental data leak or breach, we will comply with all relevant laws and regulations and will notify affected users as soon as practicable.

A6. Complaints and Disputes:
You should direct any complaints or disputes to your dedicated account manager. In the event of a dispute, you agree to first contact us to seek a resolution.

A7. Termination:
You may terminate your contract with us at any time by notifying your dedicated account manager. We may terminate your account for reasons including, but not limited to, misconduct or misuse of the service. For specific terms regarding early termination of website services, please see the Website Development Services section. Upon termination, you will immediately lose access to the Service and any data or information stored within your account.

A8. Dispute Resolution, Governing Law, and Venue:
Any disputes arising from these Terms of Service shall first attempt to be resolved through mediation. If mediation is unsuccessful, the dispute will be resolved through binding arbitration in Hillsborough County, Florida. The party seeking mediation or arbitration will bear the costs. By using our services, you waive the right to a trial by jury or to participate in a class action. These Terms of Service are governed by the laws of the State of Florida.

A9. Force Majeure:
MerchantSide LLC is not liable for any failure to perform due to causes beyond its reasonable control, including, but not limited to, acts of God, acts of civil or military authorities, riots, embargoes, natural disasters, and other unforeseen circumstances.

A10. Indemnification:
You agree to indemnify and hold harmless MerchantSide LLC, its contractors, licensors, directors, officers, employees, and agents from and against any and all losses, liabilities, demands, damages, costs, claims, and expenses, including attorneys’ fees, arising out of or related to your use of our services, including your violation of these Terms.

A11. Severability:
If any part of these Terms of Service is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect.

A12. Waiver:
Our failure to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision.

A13. Entire Agreement:
These Terms constitute the entire agreement between you and MerchantSide LLC and supersede any prior oral or written agreements. Any changes to these Terms must be in writing and signed by an authorized representative of MerchantSide LLC.

A14. Changes to the Terms of Service:
We reserve the right to change these Terms of Service at any time. It is your responsibility to review these Terms periodically. Your continued use of the Service after the posting of any changes constitutes acceptance of those changes.

B. Terms for Social Media Services

B1. Services:
MerchantSide LLC provides a variety of social media management services. The specific services provided will depend on the package you select.

B2. Content Posting and Consequences:
While we take the utmost care in managing your accounts, we are not responsible for any consequences resulting from the content posted, including account bans, lockouts, or other actions taken by social media platforms. We are also not responsible for any material or reputational damage caused by the posted content.

B3. Content Guidelines:
We reserve the right to refuse to post content that is prohibited by the policies of the relevant social media platforms, including, but not limited to, sexual content, drug-related content, and other inappropriate or illegal material.

B4. Intellectual Property Rights for Social Media:
The intellectual property rights of the posts we create for you belong to you, to the extent permitted by the relevant social media platform. However, we retain the rights to the written content and may reuse this content for other clients. By using our services, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display, and distribute such content in any and all media or distribution methods.

C. Terms for Website Development Services

C1. Ownership and Intellectual Property:
The client will, at all times, own or have rights to all the content provided for the website, including text, logos, images, and the designs. However, the code and source files that make the website function and appear in its layout will belong solely to MerchantSide.

C2. Client Responsibilities and Content:
The client guarantees that any text, graphics, photos, designs, trademarks, or other artwork provided to MerchantSide for the website is owned by the client, or that the client has permission from the rightful owner for its use. The client agrees to hold MerchantSide harmless and defend MerchantSide from any liability or suit arising from the use of such elements.

C3. Design and Revisions:
If the client has specific design requirements for the website, the client must provide a “wireframe” or a “layout sketch” along with any required images, content, and video. If no specific design requirements are provided, MerchantSide will design a website based on client feedback from questionnaires, and the client will have a maximum of three “rounds” of revisions to the provided design.

C4. Client Delays:
The client will be required to provide information or make decisions regarding the services. The client understands that any delay in providing information, decisions, or feedback will create a corresponding delay in MerchantSide’s ability to deliver the services.

C5. Website Purpose and SEO:
The client acknowledges that the primary purpose of the website is to improve user experience (UX) and increase conversion rates, while being optimized for search engines (SEO). The client understands that while the website will be built to be search-engine friendly, it may not rank well in search engines without additional off-site marketing, which is not provided by MerchantSide under this agreement.

C6. Promotional Recognition:
MerchantSide is authorized to publish a hyperlink in the footer of the client’s website that reads “Website by MerchantSide Marketing Group” or a similar variation, and the client agrees to keep this link for a minimum of five years unless MerchantSide requests its removal. The client also authorizes MerchantSide to publicize the client relationship in its promotional materials. Upon satisfaction with the website, the client agrees to provide a written and/or video testimonial for MerchantSide’s promotional use.