The terms “we”, “us”, and “our” refer to Michael Sheridan Designs, LLC (“Company”). Unless we state otherwise, these Terms of Service (“Terms of Service”) apply when you visit or use the Company websites – www.michaelsheridandesigns.com – our social media channels and related platforms (“Platforms”). The term “user,” “customer,” “you” and “your” refers to visitors and users of the Platforms.
By using our Platforms, you agree to these Terms of Service, our Disclaimer, and our Privacy Policy, which are incorporated herein by reference, or any other written agreement that governs your use of our Platforms (collectively, “Agreements”). You should not use our Platforms if you do not agree with the terms and conditions contained in these Agreements.
1. NO ATTORNEY-CLIENT RELATIONSHIP
Neither receipt of information presented on the Platforms, nor any use of the Platforms will create an Attorney-Client relationship between you and Michael Sheridan. The Platforms cannot provide legal advice, opinions or recommendations. No user of the Platforms should act, or refrain from acting, on the basis of information included on this the Platforms without first consulting legal counsel in the relevant jurisdiction. If you need legal advice, hire an attorney authorized to practice law in your jurisdiction.
Any information that you provide by reason of your use of the Platforms is not privileged or confidential.
2. FOR EDUCATIONAL AND INFORMATIONAL PURPOSES ONLY
All of the information provided throughout the Platforms (including the digital content delivered via email, blog, podcasts, live and prerecorded events, on social media, through webinars and other content, whether available for purchase or not) are resources for educational and informational purposes only. They do not constitute legal advice and are not guaranteed to be accurate, complete, reliable, current or error-free. The information contained on the Platforms is not a substitute for personalized advice from a knowledgeable lawyer authorized to practice law in your jurisdiction. If you have specific legal questions, you should seek the advice of an attorney authorized to practice law in your jurisdiction.
3. ACCESSING THE PLATFORMS
To access the Platforms, you must obtain access to the World Wide Web through devices that access web-
based content and pay any service fees associated with such access.
We reserve the right to modify, suspend or discontinue, whether temporarily or permanently, the Platforms (or any part thereof) for any reason and without notice. You agree that Company shall not be liable to you or to any third party for any modification, interruption, suspension or discontinuance of the Platforms. We are not responsible for delay or failure of our performance of any of the features of the Platforms caused by events beyond our reasonable control, like an act of war, hostility, or sabotage; natural disaster; electrical, internet, or telecommunication outage; or government restrictions.
4. FOR LAWFUL PURPOSES
To access or use the Platforms, you must be eighteen (18) years old or older and have the requisite power and authority to enter into these Terms of Service. Minors are prohibited from using the Platforms and/or Services.
You may use the Platforms for lawful purposes only. You agree to use the Platforms for legitimate, non- commercial purposes only. You shall not post or transmit through the Platforms any material which violates or infringes our rights, or the rights of others, or which is threatening, abusive, defamatory, libelous, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, contains injurious formulas, recipes, or instructions, which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law.
5. INTELLECTUAL PROPERTY POLICIES
The Platforms contain intellectual property owned by the Company (“Company’s Intellectual Property”) and by third-parties that licensed the content to us (“Third-Party Licensed Intellectual Property”), including, without limitation, trademarks, copyrights, proprietary information and other intellectual property as well as the business name, logo, all designs, text, videos, audio files, graphics, other files, and the selection and arrangement thereof, also termed the “look and feel.” You may not modify, publish, transmit, participate in the transfer or sale of, create derivative works from, distribute, display, reproduce or perform, or in any way exploit in any format whatsoever any of the Platforms and Services, Company’s Intellectual Property and Third-Party Licensed Intellectual Property in whole or in part without our prior written consent. Without limiting the generality of the foregoing, you may not:
- include such content in or with any product or service that you create or distribute;
- reproduce, duplicate, copy, sell, rent, resell or exploit for any commercial purposes any portion of the Platforms, use of the Platforms, or access to the Platforms;
- establish: (i) a hyperlink, including a deep link, to any page or location on the Platforms; or (ii) a frame containing any portion of the Platforms, on any other website or text document with hyperlink capabilities without the express written permission of the Company;
- copy such content onto your or any other website or publication; or
- direct any other person to do any of the foregoing.
We reserve the right to immediately remove your access to our Platforms, without refund, if you are found to be violating this Intellectual Property Policy.
6. NO RESALE OF PLATFORM OR PRODUCT CONTENT
You agree not to reproduce, duplicate, copy, sell, resell, create derivative works, or exploit, for any commercial or other purposes, any portion of the Platforms, or content or other information or materials of any kind that you do not own without our express prior written consent.
7. THIRD PARTY LINKS AND ADVERTISING ON OUR PLATFORMS
We may provide links to other websites or resources, which are not maintained by or related to us. Links to such websites or resources are provided as a service to our users and customers and are not sponsored by, endorsed or otherwise affiliated with the Company. We have no control over these websites or resources and their content, and makes no representations or warranties about the content, completeness, quality or accuracy of the links, goods, services, materials or information contained on any such website. Therefore, you acknowledge and agree that the Company is not responsible for the availability of such links, resources and content, and does not endorse, and is not responsible or liable for, any content, advertising, products, services, or other materials made available on or from these linked websites. You also acknowledge and agree that the Company is not responsible or liable, directly or indirectly, for any damage or loss caused by or alleged to have been caused by, or in relation to, the use of any content, goods or services offered through these links or any failures and/or disruption to your computer system that results from your use of any such links, or for any intellectual property or other third party claims relating to your posting or using such links.
8. THIRD PARTIES CONNECTING TO OUR PLATFORMS
Company is not responsible for the content or practices of third-party websites that may be linking to our Platforms and Company and makes no representation or warranty regarding such third parties, their websites, their content, or their goods and services.
9. AFFILIATE LINKS
From time to time, Company may include affiliate links on its Platforms. This means that if you purchase an item using an affiliate link, the Company may earn a commission. Affiliate links will be highlighted in some manner so as to disclose the affiliate relationship.
10. SHARED INFORMATION NOT CONFIDENTIAL OR PRIVILEGED
Information you provide or share with us directly or indirectly, on our Platforms, social media platforms, chat rooms, discussion forums or message boards (whether in the form of emails, text messages, comments, audio calls, video calls, coaching calls, webinars, or otherwise) will not be treated as confidential or privileged, as they may be broadly available to other persons, both inside of and/or outside of the Company.
Also, any expressed opinion by another user is his or her own and should not be considered as reflecting the opinion of the Company.
11. YOUR FEEDBACK
With your prior permission, you agree that the Company has the right to use your feedback whether in the form of emails, submissions, surveys, comments, discussions on the Platforms and/or related forums, calls, calls, or otherwise, for the purposes of marketing or promoting the Company’s Platforms.
12. ERRORS, INACCURACIES, AND OMISSIONS
Information provided about or in the Platforms is subject to change. Company makes no representation or warranty that the information provided, regardless of its source, is accurate, complete, reliable, current or error-free. Company disclaims all liability for any inaccuracy, error or incompleteness in the Platforms.
13. USE OF TESTIMONIALS AND REVIEWS
The Platforms may reference testimonials, reviews, case studies or other feedback from others about our Platforms. Although these testimonials are truthful statements, the results obtained by these users and customers are not necessarily typical and are not a guarantee of the types of results you can achieve by following the information in our Platforms.
14. RESULTS NOT GUARANTEED
The Company may share the successful results of the Company, its users, or customers on the Platforms. Such examples are not to be interpreted as a promise or guarantee, verbally or in writing, regarding your results, future earnings, business profit, marketing performance, audience growth, or results of any kind. By accessing the Platforms, you accept, agree and understand that you are fully responsible for your progress and results from your participation. We do not guarantee that you will get any results using any of our ideas, tools, strategies or recommendations, and nothing in our Platforms is a promise, warranty or guarantee to you of such results.
15. NO WARRANTIES
THE USE OF THE PLATFORMS ARE AT YOUR SOLE RISK. THE PLATFORMS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, SECURITY, LACK OF ERRORS, OR ACCURACY OF THE PLATFORMS. COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON- INFRINGEMENT.THE COMPANY MAKES NO WARRANTY THAT (1) THE PLATFORMS WILL MEET YOUR REQUIREMENTS, (2) THE PLATFORMS WILL BE UNINTERRUPTED, TIMELY SECURE, OR ERROR-FREE, (3) THE RESULTS OF USING THE PLATFORMS AND SERVICES WILL BE ACCURATE OR RELIABLE, (4) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED THROUGH YOUR USE OF PLATFORMS WILL MEET YOUR EXPECTATIONS, OR (5) THAT THE PLATFORMS WILL BE ERROR-FREE AND/OR ANY ERRORS IN THE PLATFORMS WILL BE CORRECTED.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OR FROM THE PLATFORMS SHALL CREATE A WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE.
16. LIMITATION OF LIABILITY
TO THE EXTENT PERMITTED BY LAW, WE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, REVENUE, PROFITS, OR BUSINESS OPPORTUNITIES, OR PERSONAL INJURY OR DEATH), WHETHER ARISING IN CONTRACT, WARRANTY, TORT, PRODUCT LIABILITY, OR OTHERWISE, AND EVEN IF WE’VE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES IN ADVANCE. OUR LIABILITY TO YOU OR ANY THIRD PARTIES UNDER ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF ONE HUNDRED DOLLARS ($100) OR THE AMOUNT YOU HAVE PAID US IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO YOUR CLAIMS.
17. INDEMNIFICATION
You agree to indemnify, defend, and hold us, our subsidies, affiliates, officers, agents, and other partners and employees, harmless from any and all loss, cost, injury, liability, claims, damages, or demand of any kind, including actual attorney’s fees and related costs, made by or arising out of your use of our Platforms in violation of these Terms of Service and/or your violation of any rights of another or any applicable law, rule or regulation. Your indemnification obligation will survive the termination of these Terms of Service and your use of the Platforms.
18. REFUSAL OF SERVICE
We reserve the right to refuse access to the Platforms to any person or entity, without the obligation to assign a reason for doing so. We reserve the right to immediately remove you from the Platforms, without refund, if you violate these Terms of Service or other agreements governing your use of the Platforms.
19. RELATIONSHIP OF THE PARTIES
You and we agree that no joint venture, partnership, employment, contractor, or agency relationship exists between us by virtue of your use of the Platforms. Furthermore, no professional attorney-client relationship is formed between you and Company by your use of the Platforms, unless you and the Company enter into a separate written agreement indicating our intention of entering into a professional attorney-client relationship with you.
20. NOTICES
Any notice or other communication to be given will be in writing and given by registered or certified mail return receipt requested to Michael Sheridan Designs, LLC, 2195 Charleston Drive, Marion, IA 52302, or by email (as noted below for the Company) or to the last known physical address or email address associated with your account.
21. GOVERNING LAW
The Terms of Service shall be govered by the laws of the State of Florida.
22. VENUE AND JURISDICTION
Any and all legal actions arising from or relating to the use of the Platforms or this Terms of Service shall be brought in the state and federal courts located in and having jurisdiction over Sanford, Seminole County, Florida, and the U.S. District Court in and for the Middle District of Florida, Orlando Division. You hereby waive your right to assert any defense based on forum non conveniens. You further expressly and irrevocably agree to personal jurisdiction in the aformentioned courts of law and waive all defenses related to service of process and personal jurisdiction.
23. DISPUTE RESOLUTION
If a dispute arises under these Terms of Service, we agree to first try to resolve the dispute with the help of a mutually agreed-upon mediator in Seminole County, Florida. Any costs and fees associated with the mediation, other than attorney fees, will be shared equally by the both of us. If the dispute is not resolved within thirty (30) calendar days after it is referred to the mediator, it shall be settled exclusively by submitting to binding arbitration in Seminole County, Florida. A party electing arbitration must initiate proceedings by filing an arbitration demand with the American Arbitration Association (AAA). Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction to do so. Costs of arbitration, including attorney fees, will be allocated by the arbitrator.
If any court action is necessary to enforce these Terms of Service, the prevailing party will be entitled to recover reasonable attorney fees, costs, and expenses, including those incurred at the investigative phase, during all litigation, and for all appeals, in addition to any other relief to which the party may be entitled.
24. RECOVERY AND LITIGATION EXPENSES
If any legal action or any arbitration or other proceeding is brought for the enforcement of the Terms of Service, or because of an alleged dispute, breach, default, or misrepresentation in connection with any of the provisions of the Terms of Service, the prevailing party or parties shall be entitled to recover reasonable attorneys’ fees and other costs incurred in that action or proceeding, in addition to any other relief to which it or they may be entitled.
25. EFFECT OF HEADINGS
The subject headings of the paragraphs and subparagraphs of this Terms of Service are included for convenience only and shall not affect the construction or interpretation of any of its provisions.
26. WAIVER
Company’s waiver of any of the provisions of these Terms of Service shall not be deemed, nor shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by an authorized representative of the Company.
27. SEVERABILITY
If any term, provision, covenant, or condition of the Terms of Service is held by an arbitrator or court of competent jurisdiction to be invalid, void, or unenforceable, the rest of the Terms of Service shall remain in full force and effect and shall in no way be affected, impaired, or invalidated.
28. ASSIGNMENT
These Terms of Service bind and inure to the benefit of the parties’ successors and assigns. These Terms of Service are not assignable, delegable, sub-licensable or otherwise transferable by you. Any transfer, assignment, delegation or sublicense by you is invalid. Company may assign its rights and duties under these Terms of Service to any party at any time without notice to you.
29. ENTIRE AGREEMENT
These Agreements (i.e., this Terms of Service, along with the referenced Privacy Policy, and any other written agreement that governs your use of our Platforms) constitute the entire agreement between you and the Company with respect to the Platforms and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and the Company with respect to the Platforms.
30. CHANGES TO TERMS OF SERVICE
We may change these Terms of Service from time to time. If we make changes, we will notify you by revising the date at the top of this Terms of Service, and in some cases, we may provide you with additional notice (such as sending you an email notification). We encourage you to review the Terms of Service whenever you interact with us to stay informed. Your continued use of the Platforms after the revised Terms of Service has become effective indicates that you have read, understood and agreed to the current version of the Terms of Service.
31. HOW TO CONTACT US
Please contact michael@michaelsheridandesigns.com with any questions or comments about the Terms of Service.
Date: January 1, 2022