CAREFULLY READ THE FOLLOWING LICENSE AGREEMENT. BY VISITING THIS WEBSITE AND PURCHASING OUR SOFTWARE YOU ACCEPT AND AGREE TO BE BOUND BY THIS LICENSE AGREEMENT AND IT’S TERMS. IF YOU DO NOT AGREE TO THIS LICENSE, WE ASK THAT YOU PLEASE LEAVE OUR WEBSITE.
"You" means the person or company who is being licensed to use the Software or Documentation. "We," "us" and "our" means OptimizePress or Mr J Dyson.
We hereby grant you a nonexclusive license to use the Software on any web host, provided the Software is in use only for your own business use, you are not granted permission to use this software on any sites belonging to clients or on any websites or domains not owned and operated by you. The Software is "in use" on a web host when it is installed via the installation process or any of or all of its files are uploaded via FTP to a web host.
On shared hosting, the primary license holder (purchaser) has the right to use the software but if the software is used by any other party with access to the shared hosting/hosting account on a regular basis, (Where regular is more than once a week) they will need to purchase their own license.
We remain the sole owner of all right, title and interest in the Software and related explanatory written materials ("Documentation") and tutorials.
Archival or Backup Copies
You may copy the Software for back up and archival purposes, provided that the original and each copy is kept in your possession and that your installation and use of the Software does not exceed that allowed in the "License Grant" section above.
Things You May Not Do
The Software and Documentation are protected by international copyright laws and international treaties. You must treat the Software and Documentation like any other copyrighted material-for example, a book.
YOU MAY NOT:
- Copy the Documentation,
- Copy the Software except to make archival or backup copies as provided above,
- Modify or adapt the Software or merge it into another program in any way,
- Reverse engineer, disassemble, decompile or make any attempt to discover the source code of the Software,
- Place the Software onto a server so that it is accessible via a public network such as the Internet,
- Sublicense, rent, lease or lend any portion of the Software or Documentation.
- Share login details for the software to others (you are granted to share your logins with Virtual assistants provided they are working on your behalf)
- Allow client access to the software.
- Use the software to host client material (videos or audio) If you wish use the software for client files then you will need to purchase a new copy for each individual client.
- Allow multiple people to use your installation (this includes but is not limited to use on any WordPress Multiuser/MU installations)
- Share or distribute any of the API keys listed within your account (these are strictly for your own personal use - with the exception of the developer licenses which are for use with clients whom have paid a minimum of $99 for a service from you)
You may transfer all your rights to use the Software and Documentation to another person or legal entity provided you transfer this Agreement, the Software and Documentation, including all copies, updates and prior versions to such person or entity and that you retain no copies, including copies stored on computer or web hosting. (You may do this once. After this you will need to purchase another copy)
We warrant that for a period of 30 days after delivery of this copy of the Software to you:
The downloadable area where access to your Software is provided to you will be online and available for use, or an alternative will be provided (we are under no liability should this area become unavailable)
The Software will perform in substantial accordance with the Documentation.
To the extent permitted by applicable law, THE FOREGOING LIMITED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, AND WE DISCLAIM ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS, INCLUDING ANY IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, regardless of whether we know or had reason to know of your particular needs. No employee, agent, dealer or distributor of ours is authorized to modify this limited warranty, or to make any additional warranties.
SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
Our entire liability and your exclusive remedy for breach of the foregoing warranty shall be, at our option, to either:
Return the price you paid, or
Repair or replace the Software that does not meet the foregoing warranty if proof of ownership is provided.
IN NO EVENT WILL WE BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING FROM THE USE OR THE INABILITY TO USE THE SOFTWARE (EVEN IF WE OR AN AUTHORIZED DEALER OR DISTRIBUTOR HAS BEEN ADVISED OF THE POSSIBILITY OF THESE DAMAGES), OR FOR ANY CLAIM BY ANY OTHER PARTY.
SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
Term and Termination
This license agreement takes effect upon your use of the software and remains effective until terminated. You may terminate it at any time by destroying all copies of the Software and Documentation in your possession. It will also automatically terminate if you fail to comply with any term or condition of this license agreement. You agree on termination of this license to destroy all copies of the Software and Documentation in your possession.
You understand that breach of any of the terms listed here are grounds for immediate termination of your account and forfeiture of any licenses without refund or recourse.
The Software contains trade secrets and proprietary know-how that belong to us and it is being made available to you in strict confidence. ANY USE OR DISCLOSURE OF THE SOFTWARE, OR OF ITS ALGORITHMS, PROTOCOLS OR INTERFACES, OTHER THAN IN STRICT ACCORDANCE WITH THIS LICENSE AGREEMENT, MAY BE ACTIONABLE AS A VIOLATION OF OUR TRADE SECRET RIGHTS.
This license agreement shall be governed by, construed and enforced in accordance with the laws of the , as it is applied to agreements entered into and to be performed entirely within such jurisdiction.
To the extent you have in any manner violated or threatened to violate OptimizePress and/or its affiliates' intellectual property rights, OptimizePress and/or its affiliates may seek injunctive or other appropriate relief in any state or federal court in the State of , and you consent to exclusive jurisdiction and venue in such courts.
Any other disputes will be resolved as follows:
If a dispute arises under this agreement, we agree to first try to resolve it with the help of a mutually agreed-upon mediator in the following location: Sheffield, United Kingdom. Any costs and fees other than attorney fees associated with the mediation will be shared equally by each of us.
If it proves impossible to arrive at a mutually satisfactory solution through mediation, we agree to submit the dispute to binding arbitration at the following location: Sheffield, United Kingdom, under the rules of the American Arbitration Association. Judgment upon the award rendered by the arbitration may be entered in any court with jurisdiction to do so.
Although we always endeavor to offer a high quality product, we understand that there are circumstances where you may require a refund. We offer 30 days starting from (including) day of purchase during which you can request a refund and this will be processed for you. Please note that if you refund, all rights to use the product will be revoked, and you must remove the software from all sites and computers on which it was installed. We reserve the right to decline a refund if the client does not adhere to these conditions.
Please note, our refund policy only applies to the first time you purchase our product. Second time purchases will not be permitted the same rights to refund. We understand that sometimes the timing may not be right when you purchase our product and you may return to purchase later, but please be aware second time refund requests will not be permitted. This is to protect our product and ourselves from individuals who may take advantage of our refund policy.
Chargebacks & Payments
Client permanently and irrevocably waives any and all right to enact a ‘chargeback’ (that is, a disputed, reversed or contested charge with the applicable bank, credit card or charge card) against these payments for any reason whatsoever against OptimizePress.com or Mr J Dyson.
- This written license agreement is the exclusive agreement between you and us concerning the Software and Documentation and supersedes any prior purchase order, communication, advertising or representation concerning the Software.
- This license agreement may be modified only by a writing signed by you and us.
- In the event of litigation between you and us concerning the Software or Documentation, the prevailing party in the litigation will be entitled to recover attorney fees and expenses from the other party.
- You agree that the Software will not be provided, shared, shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions or regulations.
OptimizePress Club / Clubhouse
The OptimizePress Club is a monthly/annual subscription which gives access to additional templates and content for OptimizePress Members. The OptimizePress Club is provided as an optional upgrade at checkout (when purchasing OptimizePress) or as an optional upgrade from within the members area or various other areas within our site.
By purchasing access to the OptimizePress Club, you agree to be bound by the terms set out in this section.
OptimizePress Club access provides access to the Clubhouse sections of our website where additional resources such as templates can be downloaded. Access to the Clubhouse section is only provided for customers with an active Clubhouse subscription. If you cancel your Club subscription, or you default on payments, your access will be removed with no recourse.
You will NOT be granted access to content from previous months if you cancel your subscription or default on payment - content is provided on an "as-is" basis and you must have an active OptimizePress Club subscription at any time to access the Clubhouse downloads sections.
You should download any content from within the Clubhouse section as it is made available - as we reserve the right to remove content at any time.
Permission from OptimizePress / Mr James Dyson is required to use the OptimizePress name or logo as part of any project, product, service, domain or company name.
We may grant permission to use the OptimizePress name and logo for projects on an individual basis - you must contact us to discuss your potential use of our name or logo.
Our affiliate partners / members of our partner program are granted non-exclusive rights to use our name as part of their marketing, but domains must not include OptimizePress or our name in any format.
Our logo may be on websites promoting our product or related services, but should not be used in the header or logo sections of your website, or as any kind of branding for your website or page. It must be clear that websites are not part-of or endorsed by OptimizePress or our company in any way.
We do not allow the use of the trademark in advertising, including AdSense/AdWords.
The abbreviation “OP” is not covered by the OptimizePress trademarks and you are free to use it in any way you see fit
When in doubt about your use of the OptimizePress name or logo, please contact the us for clarification.
Marketplace Terms & Conditions
User Content License Grant
To OptimizePress: By posting any User Content on the Service, you expressly grant, and you represent and warrant that you have all rights necessary to grant, to OptimizePress, a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works of all such User Content and your name, voice, and/or likeness as contained in your User Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Service and OptimizePress's (and its successors' and affiliates') business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels.
To Other Users: You also hereby grant each User of the Service a non-exclusive license to access your User Content through the Service, as permitted through the functionality of the Service and under this Agreement.
Buying Products from the Marketplace
When you buy an item from our marketplace , you acquire a license to use that item from the Seller of the Product.
You acknowledge that OptimizePRess has the right to enforce against you the terms of any license that you have from a Seller.
If you buy a Product, you do so on the following terms:
- you cannot cancel an order for an item once the order has been submitted;
- OptimizePress does not give any undertaking as to the continued availability of Items offered for sale on the Sites;
- once your order for a Item is accepted, and you pay the fee, you acquire a non-exclusive license to use the Item in accordance with the conditions of the license that you acquire;
- ownership of the Item remains with the Seller;
- payment of the fee will be made at the time of purchase; and
- Sellers are not permitted to buy any of their own Products.
Downloaded digital items will not be refunded except as required under the UK Consumer Law or relevant consumer protection laws.
If you want a refund or credit on a Product you must make a claim to Support. We will assess claims on their merits, with regard to the digital nature of the goods and any preview or inspection that was available before purchase.
There is no obligation to provide a refund or credit for reasons including (but not limited to) if you:
- have changed your mind about a Product;
- bought a Product by mistake;
- do not have sufficient expertise to use the Product;
- ask for goodwill; or
When a refund or credit has been assessed by us as due, this will be paid using the same manner of purchase.
You acknowledge and agree that despite OptimizePress's reasonable precautions, Items may be listed at an incorrect price or with incorrect information due to a typographical error or similar oversight. In these circumstances, OptimizePress reserves the right to cancel or reverse a transaction, even after your order has been confirmed and a payment has been processed. If a transaction is cancelled, OptimizePress will promptly arrange for any payment to be credited or refunded.
You agree and acknowledge that if, as a Buyer, you lodge a dispute with PayPal we are unable to make any payment out of your Member Account until the PayPal dispute has been closed.
Selling Products in the Marketplace
You warrant to OptimizePress and each Buyer that, as a Seller, in relation to each Item that you offer for sale on any of the Sites:
- you own the intellectual property rights in that Item;
- that Item does not infringe the intellectual property rights of a third party;
- that Item is not false, inaccurate or misleading;
- that Item is not fraudulent, stolen or an unlawful item;
- that Item does not violate any applicable law, statute, ordinance or regulation (including but not limited to, those governing export control, consumer protection, unfair competition, criminal law, antidiscrimination or trade practices or fair trading laws);
- that Item is not defamatory, unlawfully threatening or unlawfully harassing;
- that Item is not obscene and does not contain child pornography and does not constitute or contain material that is adult in nature or harmful to person under the age of 18 years;
- that Item does not contain any content that may be considered as prohibited or potentially prohibited content for the purposes of the Broadcasting Services Act 1992 (Cth);
- that Item does not contain viruses or other computer codes, files or programs which are designed to limit or destroy the functionality of other computer software or hardware;
- that Item would not create liability for OptimizePress or cause us to lose (in whole or in part) the services of its ISP or other suppliers; and
- that Item would not cause OptimizePress to violate any applicable law, statute, ordinance or regulation by making it available on the Sites.
As a Seller, you must:
- ensure all copies of your Items bear a notice of ownership of the intellectual property rights in your Items;
- not offer to or sell to Members any of your Utens that have not been approved by OptimizePress in accordance with this clause;
- notify us of any information which may affect or assist in sales of your Item(s);
- provide us with full and accurate information regarding enhancements and new releases of your Items;
- act in good faith at all times and provide such assistance and co-operation as we reasonably request; and
- to the extent practicable, maintain registrations of all relevant intellectual property rights and of all names relating in any way to your Items.
You acknowledge and agree that any Item offered for sale by you on Sites must first be submitted to OptimizePress to enable it to check the quality of the Item and the information provided with the Item.
OptimizePress may refuse, in its sole discretion, to allow you to offer the Item for sale on a Site. OptimizePress is not required to give reasons for refusing to allow you to offer a Item for sale on a Site.
You acknowledge and agree that if OptimizePress determines, in its absolute discretion, or is notified by a third party, that a Product that you offer for sale on a Site does not comply with any applicable laws and/or these Membership Terms, OptimizePress may disable your Member Account and Member Ledger and withhold all amounts that you may have earned from the sale of the relevant Product until the earlier of:
- any dispute in relation to the Item has been resolved to the satisfaction of OptimizePress; and
- the expiry of two years from the date your Member Account and Member Ledger is disabled.
If after two years, the dispute has not been resolved, OptimizePress will pay amounts standing to your credit in your Member Ledger to you in accordance with our terms
You acknowledge and agree that OptimizePress will, in its sole discretion, determine the fee payable for each Item on our site.
Items on OptimizePress are continuously reviewed to ensure the library remains consistent with OptimizePress's latest quality and technical standards, currency of software and market trends.
You acknowledge and agree that OptimizePress may, at its sole discretion, elect at any time and for any reason to remove your Items from our site without notice to you. OptimizePress is not responsible for any loss that you may suffer as a result a Item being removed from any of the site by OptimizePress.
OptimizePress is not liable for any loss suffered by you as a result of a Buyer making use of a Item that you offer for sale on our site contrary to the conditions on which the Item was sold to the Buyer.
In accordance with our terms, you are free to sell the Item(s) on other web sites or through other outlets as you see fit.
You agree and acknowledge that OptimizePress may use the whole or any part of an Item which you offer for sale at the OptimizePress Marketplace to promote the Sites. This promotional use may include use on a features page on a Site itself, or on other sites (eg social networks). No compensation is due or payable for such uses of your Item.
You agree and acknowledge that an OptimizePress affiliate can use your watermarked previews in their promotion of the Sites. No compensation is due or payable for such uses of your preview.
You agree that a Seller may use a watermarked preview of your Item in a preview of another Item without requiring permission from you, without violating your copyright and without providing monetary compensation to you. The Seller must credit such usage by providing a link to your Item.
You authorise OptimizePress to submit a DMCA notice to others on your behalf regarding unauthorised use or copies of your Items made elsewhere (without obligation and at OptimizePress's sole discretion).
Indemnification and Release
You are solely responsible (and agree that OptimizePress has no responsibility to you or to any third party for) for, and you agree to indemnify and hold harmless OptimizePress (as well as OptimizePress's affiliates, directors, officers, employees and agents) from any and all claims, liabilities, costs and expenses (including legal fees) arising in any way from, any of the following matters:
- your use of the OptimizePress site or marketplace;
- any Items or Products you sell or buy through our sites
- your placement or transmission of any Item, Product , message, content, information, software or other materials through our sites
- your breach of any applicable related third party contract or terms of service
- your breach of the law or of these Terms.
OptimizePress reserves the right, at its 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 OptimizePress's defense of such claim.
If you make use of the Sites, or the Products, content, code, data or materials on the Sites or available through the Sites, except as otherwise provided for in these Membership Terms, you may breach intellectual property laws (including copyright) and other state and federal laws of the United Kingdom and other countries and may be subject to liability for such unauthorised use.
We control and operate the Sites from our offices in the UK. We do not represent that materials on the Sites are appropriate or available for use in other locations. Persons who choose to access the Sites 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.
The laws of England, UK govern these Terms. Each of OptimizePress and the Member irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of England, UK.
Marketplace Contest Terms (April-May 2014)
These terms apply specifically to the launch contest for the Marketplace being run between the 30th April and 21st May 2014.
- The deadline for submissions into the marketplace to be considered part of the contest is 21st May 2014 14:00 (2pm) PST (Pacific Standard Time). Any submissions after this date will not be eligible for prize consideration
- You can win a maximum of 1 prize. Entrants must not enter under different names, aliases or alternative accounts.
- You may submit multiple items for consideration, but only 1 prize total will be awarded to any one individual
- There are a total of 15 prizes available:
- 5 prizes of $1000 each. These are for submissions in various categories and will be voted on by the OptimizePress Team
- 10 prizes of $500 each for templates which do not win in the above categories which are accepted into the marketplace. These will be drawn at random. The decision of the OptimizePress team on winners is final.
- All prize winnings will be paid out via Paypal after the launch of the marketplace. Payments will be sent only by Paypal.
- Items submitted as part of the contest must remain part of the marketplace for a minimum of 2 years.
- The decision of the OptimizePress on all contest matters and winners is final.
Affiliate Agreement (Updated July 2014)
Each participant in the affiliate program (“affiliate,” “you,” or similar terms) offered by Creative 6 Media Ltd, dba OptimizePress (the “Program Operator”) at www.optimizepress.com (the “website”) expressly agrees to this affiliate agreement.
NOTICE: Please read this agreement carefully. Unless you expressly agree and consent to this agreement, you may NOT participate in the affiliate program. By participating in the affiliate program, you are agreeing to comply with and be legally bound by the terms and conditions of this contract. If you do not agree to all of the terms of this agreement, please do not register for the affiliate program.
This agreement incorporates the Program Operator’s Terms and Conditions of Use (located on this website) herein as if it were set forth in full. Throughout this agreement, “affiliate program” refers to the affiliate program operated by the Program Operator in part for the website.
Each affiliate is an independent contractor of the Program Operator and not an employee. Nothing herein is intended to create an employer/employee relationship.
INCOME TAX LIABILITIES
Each affiliate acts as an independent contractor and as such is responsible for any or all applicable income taxes, fees, and any other tax liabilities that affect or concern the sales of the products or services, in your country or location. It is the affiliate’s sole responsibility, and not the responsibility of the Program Operator, to take any steps necessary to recover these sums under the any applicable tax code and other applicable laws.
Commissions are paid on the first week of each calendar month (usually on or around the 1st of each month) for sales which qualify for payout.
There is a minimum commission payout amount of $100.00. You must reach at least $100 in commissions due which are ALL from sales outside of their 30 day guarantee period. This is the minimum amount that you must earn before you will be paid commissions. In any commission period, your commission must exceed this amount before you will receive any sums for that period. Commissions below this minimum amount will be held until such time as the commission equals or exceeds this amount.
Commissions are not paid for any sales for which payment has not been received, or for any transaction that has been rejected for any reason.
We are not responsible for paying interest to affiliates for accrued but not yet delivered commission payments.
If a transaction incurs a charge-back, or if an online transaction is not completed in every way, or if we have reason to believe a transaction is fraudulent or violates any of the terms of this Agreement in our reasonable discretion, no commission payment is due to the affiliate. If a commission has already been paid, then it will be deducted from an active affiliate’s future commissions.
All commissions are paid in US Dollars by PayPal, to the Paypal address provided at the point of joining our affiliate program, or the Paypal address you subsequently advise us of. It is your responsibility to ensure we hold an up-to-date, active Paypal email address for payments. You can advise us if you wish to change this address at any time via our helpdesk.
PROHIBITED ACTIVITIES - Things You Should NOT Do As An Affiliate
You agree that you are NOT allowed to do the following things if approved for the affiliate program. By doing any of the following, you will be terminated from the program and agree that any commissions will be forfeited without recourse:
1. You are NOT permitted to conduct e-mail promotions in a 3rd party system – all e-mail contacts MUST be your OWN opt in e-mail list. You cannot buy solo ads, use safe lists, use spam or anything similar.
2. you must NOT run “negative” PPC or Iframe domain campaigns such as “Product name / author name scam” or any other method to attract controversial click thru rates that an ordinary person would deem to portray a negative view of the product. This creates a very bad image for our company and the individuals featured in the products and you will be terminated from the program instantly.
3. You should avoid using the raw affiliate link. All affiliates are encouraged to utilize RE-direct links in e-mails and website campaigns and not the direct affiliate link you will receive. This increases conversions for both of us.
4. You cannot earn commission on your own purchase. Any ‘self’ purchase commission will be nullified. You need 2 sales before commissions are paid and a minimum of $100 due in commissions to trigger a commission payout
5. Any JV Prizes are awarded based on qualified leads and are subject to fraud reviews. Qualified leads are unique customers who fill out the opt in form themselves with valid information. We will expressly deny or modify prizes based on lead quality. Activities of Fraud will lead to further actions.
6. You are not permitted to use any domain names containing the words OptimizePress, OptimizePress 2, OptimisePress, JamesDyson, dyson, dison, BusinessJolt, businessjolt or business jolt. We also do not permit use of domains containing the words OptimizePress, or any variation on this which infringes on our brand. We reserve the right to enforce trademark infringement.
7. iFrames, and cloaked domains are not permitted. These can mislead buyers and we use frame busters to prevent them being used. Pre-sell pages are far more effective for you.
8. You must not scrape content from our sites, RSS feeds or use the same text. Be sure to create original content so that you get better search results.
9. PPC campaigners may bid on any keywords including the product names and author names as long as you agree that these trademarks and product names are the property of OptimizePress.com & Creative 6 Media Ltd and you are only using them under agreement. This agreement maybe revoked at any time. Make sure all campaigns abide by point number 2.
10. You must abide by the laws of your country in all your affiliate promotions. You must never use FAKE testimonials or FAKE news sites or anything false when promoting our offers. See the FTC guidelines here.
11. We do not permit offering cashback, rebates or other discounts as part of your affiliate offer or promotion of OptimizePress. We advise promoting OptimizePress on it's own merits. Our most successful affiliates offer unique bonuses such as additional training, resources or setup services.
DORMANT AFFILIATE ACCOUNTS
Accounts with a positive balance (under $100) but no earnings for an extended period of time are considered dormant. All balances on dormant accounts will be cleared after 365 days of no earnings.
UK AFFILIATE VAT
Note to UK affiliates: Some Affiliate Commission is VAT Inclusive and you may be required to provide a Tax Invoice prior to receiving payments.