Terms & Conditions
Terms and Conditions
Effective Date: 2025-03-27
1. Introduction
This Agreement ("Agreement") governs the terms under which Benson Technology, LLC, doing business as Eversite ("Eversite," "we," "us," or "our"), a company based in Ponchatoula, Louisiana, will provide website design, development, and related services to the client ("Client" or "you"). By accessing or using any of Eversite’s services, including submitting payment or continuing service, you agree to be bound by these Terms and Conditions, which constitute a binding agreement between you and Eversite.
2. Plans and Fees
Eversite offers a suite of monthly subscription-based services, beginning with Website-as-a-Service (WaaS) and expanding to include additional service areas such as Search Engine Optimization (SEO), Paid Advertising, Social Media Management, and more. Each category of service has its own structure and scope, as outlined in the subsections below.
2.0.1 Payment Schedule
The first month’s fee will be prorated based on the date service begins or the date the campaign goes live, whichever occurs first. If services begin mid-month or on any date other than the 1st, Eversite may issue a prorated invoice to cover the partial period. Ongoing monthly payments are due on the 1st of each month. The Client is required to sign up for auto-pay using a payment service designated by Eversite.
2.0.2 Currency
All fees and charges are stated in United States Dollars (USD). The Client is responsible for any currency conversion costs or fees associated with international payments.
2.0.3 Pricing and Invoicing
The cost of each service tier is outlined in the invoice provided to the Client. By submitting payment for any invoice issued by Eversite, the Client agrees to the terms and conditions associated with the selected service. All service levels, fees, and deliverables are subject to modification upon advance notice, with the most recent invoice reflecting the current terms.
2.0.4 Fair Use Policy
All Eversite service plans, including but not limited to Website-as-a-Service, SEO, and Paid Ads, are subject to a fair use policy. If the Client’s usage of services significantly exceeds typical usage levels—specifically beyond the 95th percentile of all active Eversite clients in a given calendar month—Eversite reserves the right to assess additional fees, recommend a plan upgrade, or terminate the account due to excessive use. Eversite will make reasonable efforts to notify the Client prior to any such action being taken.
2.1 Website-as-a-Service (WaaS)
Eversite will collaborate with the Client to create a customized, professional website that reflects the Client’s brand and objectives. Our team of experienced designers and developers will apply modern web design best practices, including responsive design, user-friendly navigation, and strategically placed calls-to-action (CTAs) to maximize engagement and conversions.
2.1.1 Web Design and Development
The Client will participate in an onboarding call, during which Eversite will collect all necessary content (text, images, video, etc.) to populate the website pages. Eversite will design a website that aligns with the Client’s brand, incorporating the provided content. The Client will review the website’s homepage and overall style during the design phase, with an opportunity to request revisions. After receiving Client approval, Eversite will customize the website layout and input content across the internal pages. The website will be launched following final approval from the Client.
2.1.2 Unlimited Content Edits
The Client is entitled to unlimited content edit requests, allowing for updates and revisions to website content. All content provided by the Client must be in a ready-to-post format, and by submitting such content to Eversite, the Client explicitly approves it for posting to the Internet. Eversite will continue to provide content updates as requested by the Client, ensuring the website remains current and functional.
2.1.3 Professional Website Hosting
Eversite will host the Client’s website on secure servers optimized for performance and reliability. The cost of hosting is included in the monthly fee.
2.1.4 Broken Link Detection
Eversite will continuously monitor the Client’s website for broken links and will make reasonable efforts to promptly address any detected issues to maintain the website’s functionality.
2.1.5 Downtime Monitoring
Eversite will oversee the Client’s website uptime and will proactively address any downtime issues as they arise.
2.1.6 Form Submission Backups
Eversite will configure the Client’s website forms to automatically back up all form submissions to a secure cloud service, safeguarding against data loss.
2.1.7 Secure Browsing
Eversite will implement SSL encryption on the website to provide secure browsing for visitors and protect user data from unauthorized access.
2.1.8 Support Services
The Client is entitled to phone and email support for website-related inquiries. Eversite’s support team is available to assist with any issues that may arise, ensuring that the Client’s website remains functional and up-to-date.
2.1.9 Cancellation and Paused Service Policy
Website-as-a-Service (WaaS) is a month-to-month subscription. Clients who wish to cancel must provide notice equal to one full month of service. Cancellations will be effective at the end of the monthly billing cycle following notice.
For example, if a Client notifies Eversite of cancellation during the first week of January, they will still be responsible for February’s full invoice. Service will continue through the end of February, and their website will go offline by March 1.
If a Client pauses or discontinues service and later requests to resume, a new setup fee will be required to re-initiate service. This fee accounts for reactivating website infrastructure, content, and design systems that may have been archived or deactivated during the pause.
See Section 3: Service Modifications for additional details on how cancellations, pauses, and reactivations are processed.
2.2 Search Engine Optimization (SEO) Services
Eversite offers comprehensive SEO services designed to improve search visibility, increase qualified traffic, and enhance overall site performance. Clients may select from three service tiers—Gold, Silver, and Bronze—based on the level of SEO support needed. Each plan applies to a single, physical business location unless additional target markets are added.
2.2.1 SEO Service Plans
The Client agrees to the automatic application of the selected SEO plan and corresponding billing schedule. Each plan includes a defined set of deliverables, monthly reporting, and ongoing campaign optimization. All SEO service plans require a six-month initial commitment and will automatically renew in six-month increments unless canceled in writing. Cancellation requires at least 30 days’ written notice prior to the start of the next renewal period and is subject to confirmation and advance payment. Plan upgrades or downgrades also require a minimum of 30 days’ written notice and will be reflected in the next billing cycle. See Section 3: Service Modifications for additional details on how cancellations, pauses, and reactivations are processed.
2.2.1.1 Bronze SEO Plan
Provides foundational SEO support including keyword optimization, on-page adjustments, basic technical SEO, and limited blog content. This plan includes setup of Google Analytics, Google Search Console, local directory listings, and the creation and submission of an XML sitemap. Best suited for businesses targeting local or niche markets with minimal competition.
2.2.1.2 Silver SEO Plan
Includes all features provided in the Bronze Plan, plus additional services such as competitor analysis, more frequent link-building efforts, expanded blog content creation, and periodic user experience audits. This plan is ideal for regional growth, positioning against mid-level competition, and businesses seeking consistent content output and performance tracking.
2.2.1.3 Gold SEO Plan
Includes all features of the Silver Plan, and adds high-impact deliverables such as custom blog and specialty page creation, extensive backlink outreach, semantic keyword strategy, comprehensive competitor tracking, and advanced technical audits. This plan also includes more frequent check-ins, broader keyword tracking, and ongoing in-depth strategic analysis. Best suited for multi-location businesses or those in highly competitive industries with aggressive growth goals.
2.2.2 Included Features by Plan
All SEO service plans include a comprehensive set of deliverables designed to improve visibility, drive qualified traffic, and maintain long-term search performance. Each plan includes keyword research and analysis focused on identifying and refining terms based on search volume, intent, and competitiveness. On-site optimization addresses updates to site content, internal linking structures, header tags, schema markup, and other page-level improvements that enhance both user experience and search engine understanding. Content creation is also a core component, including the development of custom blog posts, market-specific pages, and targeted on-page enhancements tailored to search behavior. Local SEO and Google Business Profile optimization ensure visibility in regional searches through accurate directory listings, map presence, and keyword alignment. Technical SEO is provided across all plans and includes monitoring and improving site health, crawlability, speed, and indexation. Additionally, each plan features citation submissions to increase domain authority. Finally, all plans include ongoing analytics and reporting through monthly dashboards, keyword rank tracking, and regular strategy check-ins with a dedicated account representative.
2.2.3 Setup Fee
Each SEO service plan includes a one-time setup and onboarding fee, which will be included in the initial invoice unless otherwise specified.
2.2.4 Paused Service Policy
If a Client on an SEO service plan pauses or discontinues service and later requests to resume, a new setup fee will be required to re-initiate the campaign. This fee covers re-establishing SEO tools, analytics tracking, keyword rankings, and strategy frameworks that may have been paused or lost during the downtime.
2.3 Paid Advertising Services
Eversite provides paid advertising campaign management services across major ad platforms, including but not limited to Google Search, YouTube, Bing, Meta (Facebook & Instagram), and others. These services are designed to help clients reach targeted audiences, increase conversions, and maximize return on ad spend through strategic ad planning, platform optimization, and continuous performance analysis.
2.3.1 Paid Ads Service Plans
The Client agrees to the automatic application of the selected Paid Ads service plan and associated billing schedule, which is calculated based on monthly ad spend and service tier. Each plan includes a defined set of deliverables, custom strategy development, ongoing optimization, and detailed reporting. All Paid Ads service plans require a three-month initial commitment and will automatically renew in three-month increments unless canceled in writing. Cancellation requires at least 30 days’ written notice prior to the start of the next renewal period and is subject to confirmation and advance payment. Upgrades or downgrades to the selected plan also require a minimum of 30 days’ written notice and will be reflected in the subsequent billing cycle. If a Client pauses or discontinues Paid Ads service and later wishes to resume, a new setup fee will be required to re-initiate service. See Section 3: Service Modifications for additional details on how cancellations, pauses, and reactivations are processed.
2.3.1.1 Bronze Paid Ads Plan
Provides foundational campaign management for platforms such as Google Search and Facebook/Instagram. This plan includes initial ad account setup, campaign strategy development, ad creative guidance, basic targeting setup, and monthly performance reporting. Best suited for businesses with a limited advertising budget and local reach.
2.3.1.2 Silver Paid Ads Plan
Includes all features of the Bronze Plan, plus expanded campaign structures, additional ad groups, more robust targeting strategies, and enhanced keyword and audience segmentation. This plan supports multiple platforms (e.g., Google Ads and Meta Ads simultaneously) and includes monthly check-ins with an account strategist. Ideal for businesses seeking regional reach or managing multi-channel campaigns.
2.3.1.3 Gold Paid Ads Plan
Includes all features of the Silver Plan, with added support for video ads (e.g., YouTube), remarketing campaigns, advanced conversion tracking, and deeper competitor targeting. This plan includes more frequent account optimization, broader keyword/ad group coverage, and custom dashboards. Suitable for multi-location businesses or those with national campaign goals.
2.3.1.4 Enterprise Paid Ads Plan
Customized campaign management tailored to high-volume advertisers with complex needs, larger teams, or multiple markets. This plan includes all Gold Plan features and additional services such as multi-market campaign scaling, in-depth competitive analysis, creative coordination, and strategic consulting. This plan is scoped and priced individually.
2.3.2 Platform Coverage
Paid Ads plans may include campaigns on any combination of platforms including Google Search, Google Display, YouTube, Microsoft/Bing Ads, Facebook, Instagram, and other available networks. Platform selection will be determined during onboarding and may be adjusted with written approval from both parties.
2.3.3 Included Services
Each paid advertising plan includes campaign setup, ad group and audience structuring, ad creative collaboration, negative keyword optimization, conversion tracking setup, performance monitoring, and monthly reporting. Higher-tier plans may include cross-channel strategy, advanced remarketing, platform-specific optimization, and ongoing A/B testing.
2.3.4 Setup and Marketing Asset Fees
Each Paid Ads engagement includes a one-time setup fee, which will be included in the initial invoice unless otherwise specified. If the campaign requires the creation of custom image or video assets for advertising purposes, a separate design fee will be assessed and included in the initial invoice. If new creative assets are requested or required for future campaign updates or platform shifts, additional design fees may apply based on the scope of work. All creative deliverables are subject to Eversite’s standard approval and revision process.
2.4 As-Needed Billable Work
Eversite may perform additional work outside the scope of stated service plans at the Client’s request. This may include, but is not limited to, advanced design or development tasks, strategy consulting, creative production, third-party integrations, urgent turnaround requests, or other one-off initiatives. These services may be initiated by request from the Client or suggested by Eversite in support of business goals.
All such work will be billed as separate line items on an upcoming invoice, based on the scope and nature of the request. The Client will be notified of the proposed work in advance and agrees that payment of the related invoice constitutes acceptance of the work and its terms. Unless otherwise agreed to in writing, these tasks will be billed as stand-alone services outside of any included monthly service plans.
Timelines for delivery will be based on mutual availability, the scope of work, and Eversite’s production schedule at the time of request. While Eversite will always aim to work within a reasonable timeframe, the Client acknowledges that responsiveness, content readiness, and timely approvals may significantly impact turnaround times.
2.5 Client Responsibilities
2.5.1 Content Provision
The Client agrees to provide all necessary content, including text, images, and any other materials required for the website, in a timely manner. Additionally, the Client is responsible for providing Eversite with access to any third-party services necessary for the website's functionality, including but not limited to Google Analytics and other similar tools. The Client acknowledges that failure to provide such content or access in a timely manner may impact the project timeline and could result in additional charges. Eversite will not be held responsible for any delays or additional costs incurred as a result of the Client’s failure to meet these obligations.
2.5.2 Approvals and Authorization
The Client is responsible for reviewing and approving all designs, content, and other deliverables provided by Eversite. In addition to providing approval, the Client explicitly authorizes Eversite to post content to the Client's public website and online profiles as part of the services provided. The Client understands that it is their responsibility to ensure the accuracy and acceptability of the content in all cases.
2.5.3 Payment Method and Billing Information
The Client agrees to maintain an active and valid payment method on file within the Eversite payment platform for the duration of the Agreement. The Client is responsible for ensuring that payment details are current and authorizes Eversite to charge the designated payment method for all applicable fees. Failure to maintain accurate payment information may result in service interruption or additional processing fees.
2.5.4 Notification of Changes
The Client agrees to notify Eversite promptly of any material changes that may affect the services provided, including but not limited to changes in contact information, business operations, branding, legal status, or authorized points of contact. Eversite will not be held responsible for any delays, miscommunications, or service issues resulting from the Client’s failure to provide timely updates.
2.5.5 Platform and Access Cooperation
The Client agrees to cooperate with Eversite to ensure access to all necessary third-party platforms, hosting environments, domains, and administrative tools required to fulfill the services outlined in this Agreement. Eversite will not be responsible for limitations in service due to access restrictions or administrative barriers caused by the Client or third-party vendors acting on the Client’s behalf.
2.5.6 Domain Name Registration and Renewal
The Client is solely responsible for registering and maintaining active domain names associated with their website. Eversite strongly recommends that the Client renew domain registrations to the maximum term allowed by the registrar (typically up to ten years) to reduce the risk of accidental expiration or disruption in service. Eversite is not liable for any website downtime, loss of traffic, or business impact resulting from expired domains or lapsed registration.
2.5.7 Invoicing and Email Delivery
Eversite sends invoice notifications and important account-related communications via email. The Client is responsible for providing a current and deliverable email address for billing and administrative correspondence. The Client should take reasonable steps to ensure emails from Eversite are received and not blocked by spam filters or other email management systems. If a billing cycle passes and no invoice is received, the Client is expected to proactively contact Eversite to resolve the issue and confirm email delivery settings.
3. Service Modifications
3.1 Upgrades and Downgrades
Upgrades or downgrades to existing service plans may be initiated by phone or email between the Client and Eversite. Once the change is confirmed by either party, the subsequent invoice(s) will reflect the modified service tier and fee. Payment of the invoice, including through automatic payment, shall serve as confirmation and acceptance of the change.
3.2 Service Modification by Eversite
Eversite may modify or terminate services under this Agreement at any time, with or without cause, by providing at least 10 days’ written notice to the Client. In cases of urgent or security-related issues, service suspension may occur without prior notice, with subsequent explanation provided.
3.3 Service Plan Adjustments
Eversite reserves the right to update, rename, restructure, or discontinue service plans at its discretion. If a change materially affects the Client's plan, Eversite will notify the Client at least 30 days in advance and provide alternatives or recommended transitions. Continued use of services after the change constitutes acceptance.
3.4 Cancellation by Client
The Client may cancel services under this Agreement by submitting a formal request to Eversite via email to team@eversite.com from an official representative of the Client’s organization. The subject line should read: "Eversite Service Cancellation Request" and the email must include the Client Name, Company Name, Website URL, Contact Email Address, Phone Number, Current Service Plan (e.g., WaaS Gold, SEO Silver, etc.), and the Requested Cancellation Effective Date (MM/DD/YYYY). Cancellation terms vary by service, and Clients should refer to Section 2 of this Agreement for the minimum notice period and specific cancellation policy applicable to each service type. Cancellation will not take effect until Eversite confirms receipt and verifies that all outstanding financial obligations have been fulfilled. Eversite reserves the right to deny or delay cancellation requests if payment delinquencies or unresolved account issues exist.
3.5 Insolvency and Termination
Either party may terminate this Agreement immediately if the other party becomes insolvent, files for bankruptcy, ceases operations, or otherwise becomes unable to fulfill contractual obligations. All outstanding fees and charges shall become immediately due upon such termination.
3.6 Effect of Termination
Upon termination, all licenses granted to the Client under this Agreement will immediately terminate except as otherwise outlined in the Intellectual Property section. The Client is responsible for ensuring the continuity of services previously provided by Eversite if choosing to migrate or rebuild on another platform.
3.7 Reactivation of Services
If a Client who previously canceled or paused services wishes to resume, Eversite will evaluate the reactivation request on a case-by-case basis. A new setup or onboarding fee will be required before service can resume. This fee accounts for the reactivation of website infrastructure, retrieval and restoration of archived assets, reconfiguration of integrations, and resumption of active monitoring and support.
The final reactivation fee may vary depending on the length of the service pause, the availability of archived files, and the current scope of the Client’s service plan. In some cases, a partial redesign or onboarding process may be required to re-establish campaign momentum or platform compatibility. Reactivation is not guaranteed and is subject to Eversite’s production schedule and current service availability.
4. Intellectual Property
4.1 Client Ownership
Upon cancellation of services, the Client retains full ownership of all front-end components of their website, including but not limited to designs, HTML/CSS files, images, text content, and any other client-specific elements created during the course of the service. The Client has the unrestricted right to take, modify, and reuse these front-end components on any other platform or hosting service of their choosing. However, these elements must be reconfigured at the Client’s sole expense to operate independently of Eversite’s proprietary systems. The Client acknowledges that the responsibility for such reconfiguration, including any necessary technical modifications, lies solely with them.
4.2 Eversite Ownership
Eversite retains full ownership of all intellectual property developed during the provision of services, including but not limited to the backend platform, proprietary code, database configurations, designs, methodologies, and any other systems or technologies created or utilized by Eversite. These back-end systems and methodologies are not transferable to the Client and remain the exclusive property of Eversite. Eversite reserves the right to use, reuse, and repurpose these assets freely, even after the cancellation of services by the Client.
5. Dispute Resolution
5.1 Good Faith Effort
Before initiating any formal dispute resolution process, the party identifying the issue (the "Initiating Party") must first provide a detailed written description of the dispute to the other party (the "Responding Party"). This written description must be sent to team@eversite.com and must include the specific nature of the dispute, relevant facts and circumstances, the date(s) of the occurrence, and any supporting documentation or evidence that may assist in resolving the issue. The parties will then engage in a good-faith effort to resolve the dispute through direct negotiation within sixty (60) days from the date the Responding Party receives the written notice.
5.2 Arbitration
If the dispute is not resolved through direct negotiation within the specified sixty (60) day period, either party may initiate arbitration. The following procedures apply to arbitration:
Initiation of Arbitration: The Initiating Party must provide written notice of their intent to arbitrate to the Responding Party. This notice must include a summary of the dispute, the desired outcome, and a list of potential arbitrators. The Client must send this notice via email to team@eversite.com and via certified mail to PO Box 1112, Ponchatoula, LA 70454.
Selection of Arbitrator: Both parties shall mutually agree upon an arbitrator within fourteen (14) days of the initiation notice. If the parties cannot agree on an arbitrator, one shall be appointed by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.
Arbitration Process: The arbitration shall be conducted in the State of Louisiana, Parish of Tangipahoa. The arbitration proceedings shall be confidential, and all information disclosed during the arbitration shall not be used outside of the arbitration process. The arbitrator's decision shall be final and binding, with no right of appeal.
Maximum Duration: The arbitration process must be concluded within sixty (60) days from the date the arbitrator is selected, unless extended by mutual agreement of both parties.
Costs and Fees: The costs of arbitration, including reasonable attorneys' fees, shall be awarded to the prevailing party. The arbitrator shall determine the allocation of costs in their final decision. Both parties agree to bear their own costs until the arbitrator's decision is rendered.
Enforcement of Arbitration Award: The arbitration award may be enforced in any court of competent jurisdiction.
5.3 Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of Louisiana, without regard to its conflict of laws principles. Any disputes arising out of or in connection with this Agreement, including but not limited to its interpretation, enforcement, or breach, shall be subject to the exclusive jurisdiction of the state or federal courts located in Tangipahoa Parish, Louisiana.
The parties acknowledge and agree that the choice of Louisiana law and Tangipahoa Parish as the exclusive forum for dispute resolution is a material part of this Agreement. Both parties hereby consent to the jurisdiction of these courts and waive any objections to venue or jurisdiction, including forum non conveniens, that they may otherwise have.
6. Limitation of Liability
6.1 No Warranties
Eversite provides its services "as is" and makes no warranties, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement. Eversite does not guarantee that the services will be uninterrupted, error-free, or free of viruses or other harmful components.
6.2 Liability Cap
Eversite’s total liability under this Agreement, whether in contract, tort (including negligence), or otherwise, is limited to the total amount paid by the Client for the services provided in the twelve (12) months preceding the claim. This liability cap applies in aggregate to all claims arising out of or related to this Agreement, including any claims related to third-party services or integrations utilized by the Client.
This limitation of liability shall not apply to any damages or losses resulting from Eversite’s gross negligence, fraud, or willful misconduct. Nothing in this section is intended to limit liability in a way that would be prohibited by applicable law.
6.3 Exclusion of Certain Damages
Eversite shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, revenue, data, or use, incurred by the Client or any third party, whether in an action in contract, tort (including negligence), or otherwise, even if Eversite has been advised of the possibility of such damages. This exclusion applies regardless of the failure of the essential purpose of any limited remedy provided herein and includes any damages related to third-party services or integrations.
6.4 Time Limitation on Claims
Any claim arising out of or related to this Agreement must be brought within one year after the cause of action arises; otherwise, such claim is permanently barred.
7. Miscellaneous Provisions
7.1 Amendments and Modifications
Eversite may update these Terms and Conditions from time to time. Any material changes will be communicated via email or posted on our website. Continued use of our services after such changes go into effect constitutes your acceptance of the revised terms. If you do not agree to the updated terms, your sole remedy is to discontinue use of Eversite’s services.
7.2 Communication The Client agrees that Eversite may contact the Client, including its employees, agents, or representatives, through various communication methods, including but not limited to email and SMS messages. The Client acknowledges that standard messaging and data rates may apply to such communications, and these costs will be the sole responsibility and expense of the Client.
7.3 Identification and Use of Project Deliverables
The Client consents to Eversite’s identification as the creator of the Client’s website on both the Client's and Eversite's websites and social media platforms. The Client also grants Eversite permission to use the project deliverables and results for promotional, marketing, and professional portfolio purposes, including the acknowledgment of Eversite's authorship.
7.4 Third-Party Policy Compliance
Eversite shall not be liable for any changes in third-party platform policies, regulations, or terms of service that affect the Client’s website visibility, functionality, or performance. The Client assumes all risks associated with changes in third-party policies and is responsible for ensuring compliance with all applicable third-party terms and conditions.
7.5 Hardware and Software
The Client acknowledges that Eversite may utilize its own or leased hardware or software ("Platform") to deliver Services. The Platform and all materials within it, including but not limited to text, graphics, interfaces, code, and methodologies, remain the exclusive property of Eversite or its licensors and are protected by intellectual property laws. The Client receives a revocable, non-exclusive license to access and use the Platform solely for the purpose of interacting with their website as provided by Eversite. This license does not grant the Client any rights to the underlying code, methodologies, or technologies utilized by Eversite. Upon termination of services, any access granted to the Platform will be revoked, and the Client must ensure that their website is reconfigured to operate independently of Eversite’s proprietary systems.
7.6 Transfer and Assignment of Rights
The Client may not assign or transfer this Agreement or any rights or obligations under it without the prior written consent of Eversite. Eversite reserves the right to assign or subcontract its obligations under this Agreement with notice to the Client.
7.7 Non-Solicitation
The Client agrees that during the term of this Agreement and for one year following its termination, they will not solicit, employ, or contract with any employee, agent, contractor, or client of Eversite without Eversite's prior written consent.
7.8 Confidentiality and Non-Disclosure
Both parties agree to maintain the confidentiality of proprietary information and business terms disclosed during the term of this Agreement. Additionally, both parties agree not to make any public statements or disclosures that could interfere with the resolution process until the conclusion of arbitration, ensuring that the dispute is handled in a confidential and non-prejudicial manner. The obligations of confidentiality set forth in this section shall survive the termination or expiration of this Agreement.
7.9 Force Majeure
Eversite shall not be held liable for any delay or failure to perform its obligations under this Agreement if such delay or failure results from causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, labor disputes, government actions, or natural disasters.
7.10 Termination on Insolvency
Either party may terminate this Agreement immediately if the other party becomes insolvent, files for bankruptcy, or ceases operations. In such an event, all outstanding fees and charges shall become immediately due and payable.
7.11 Severability
If any provision of this Agreement is found to be invalid or unenforceable by a court of competent jurisdiction, the remaining provisions will remain in full force and effect. The invalid or unenforceable provision shall be reformed to the minimum extent necessary to render it valid and enforceable while preserving the intent of the parties.
7.12 Survival
The provisions of this Agreement that by their nature should survive termination or expiration of this Agreement, including but not limited to provisions regarding intellectual property, confidentiality, indemnification, limitation of liability, and dispute resolution, shall survive any termination or expiration of this Agreement.
7.13 International Clients
For Clients located outside of the United States, the Client agrees that all fees and charges under this Agreement are to be paid in United States Dollars (USD). The Client is responsible for any currency conversion fees, taxes, or additional costs associated with international transactions. Additionally, the Client acknowledges that Eversite’s services are governed by the laws of the State of Louisiana, USA, and agrees that any disputes will be resolved in accordance with the dispute resolution process outlined in this Agreement, with arbitration occurring in the Parish of Tangipahoa, Louisiana. The Client also acknowledges and agrees to comply with all applicable international data protection regulations, including but not limited to the General Data Protection Regulation (GDPR) in the European Union. The Client is solely responsible for ensuring their website's compliance with such regulations.
7.14 Continued Payment as Acceptance
Continued payment of any fees under this Agreement after any modifications to these Terms and Conditions shall constitute the Client's acceptance of the revised Terms and Conditions. Eversite will notify the Client of any material changes to the Terms and Conditions by providing a link in invoices or payment receipts, and by continuing to make payments, the Client agrees to be bound by those changes.
7.15 Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of Louisiana, USA, without regard to its conflict of laws principles. Any legal actions or proceedings arising out of or related to this Agreement shall be brought exclusively in the state or federal courts located in Tangipahoa Parish, Louisiana, USA.
7.16 Entire Agreement
This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements, representations, and understandings, whether written or oral, related to the subject matter of this Agreement. This Agreement, along with any updates or addendums posted at eversite.com/terms/, constitutes the entire agreement between the Client and Eversite. No additional or conflicting terms, whether oral or written, shall be binding unless expressly acknowledged and agreed to by Eversite in writing. This Agreement replaces and overrides any previous agreements, leaving no room for ambiguity regarding the terms and conditions governing the services provided by Eversite.
7.17 Digital Acceptance
You acknowledge and agree that your electronic acceptance of these Terms and Conditions, including through website interaction, continued use of services, or submission of payment, constitutes your legal signature and agreement to be bound by these terms, in accordance with applicable electronic signature laws.