IF YOU ARE AN AFFILIATE OR VENDOR (AS DEFINED IN THE APPLICABLE AGREEMENT) THAT HAS EXECUTED AN ASSOCIATE AFFILIATE AGREEMENT OR A VENDOR AGREEMENT WITH "CS Consulting and Services LLC" THAT IS CURRENTLY IN EFFECT, THESE EXTERNAL USER TERMS OF SERVICE DO NOT APPLY TO YOU.
IF YOU ARE A POTENTIAL CUSTOMER, AFFILIATE, VENDOR, OR OTHER INDIVIDUAL WHO HAS SUPPLIED INFORMATION THROUGH ONE OF CS Consulting and Services LLC AFFILIATES OR VENDORS, THESE EXTERNAL USER TERMS OF SERVICE DO NOT APPLY TO YOU.
This External User Terms of Service (these “Terms of Service”) states the terms upon which one or more CS Consulting and Services LLC services (collectively, the “Service”), offered by CS Consulting and Services LLC or one or more of its affiliates, is provided to a user (“External User” or “You”) accessing or using the Service at the invitation of a CS Consulting and Services LLC Affiliate or Vendor (as defined below). An External User is a person outside the Affiliate’s organization who is given rights by the Affiliate to access some or all of the Affiliate’s Service repository.
References to “Affiliate” means an organization party to a then-current CS Consulting and Services LLCs Affiliate Associate Agreement or Vendor Agreement to use the Service on a fee-paying commercial basis. External User is not a third-party beneficiary of any agreement between CS Consulting and Services LLC and an Affiliate. As a condition of using the Service, You acknowledge and agree all data, documents, and information in the Service (“Affiliate Data”) will be treated by CS Consulting and Services LLC as if it belongs to, and is controlled by, the Affiliate. The Affiliate is solely responsible to inform you of its policies regarding handling of Affiliate Data, including obtaining consent necessary for using, transferring, and processing Affiliate Data in accordance with applicable laws.CS Consulting and Services LLC reserves the right at any time to modify these Terms of Service and to impose new or additional terms or conditions on the use of the Service by an External User. You will be notified of modified Terms of Service through Your user account.
External Users must accept these Terms of Service in order to use the Service. You acknowledge that Your electronic submissions constitute Your agreement and intent to be bound by these terms.
User Registration Details
In consideration of Your use of the Service, You agree to provide accurate, and complete registration information, and to maintain and promptly update such information to keep it current, and complete. You must be at least 18 years of age to accept these Terms of Service and to use the Service.
Use of the Service
CS Consulting and Services LLC duties are owed to Affiliate or Vendor. CS Consulting and Services LLC does not charge a fee to External Users and CS Consulting and Services LLC disclaims any and all liability to External User. Except for any duty owed by the Affiliate to any External User, use of the Service is at External User’s sole risk. CS Consulting and Services LLC reserves the right to modify the Service, in whole or part, in its sole discretion and without notice to External User. Your account is to be used solely by You. Use of an account by more than one person violates these Terms of Service.
External User shall:
Maintain the confidentiality of Your password and account and monitor activity conducted through Your account.
Use commercially reasonable efforts to prevent unauthorized access to, or use of, the Service.
Notify Affiliate and CS Consulting and Services LLC immediately of any unauthorized use of Your account or any breach of security.
Comply with these Terms of Service, applicable law and government regulations, including export control, data privacy, and intellectual property laws, and terms of use applicable to third-party products You may access in connection with Your use of the Service.
Ensure Affiliate Data is lawfully uploaded to the Service and does not violate any third-party’s rights, including copyright, trademark, or other. intellectual property rights.
Provide, configure and maintain all hardware and user-side software necessary to use and access the Service and Internet access, and ensure the foregoing provide sufficient capacity, performance and connectivity and meet the service levels recommended by CS Consulting and Services LLC.
Maintain appropriate security, and protection of the devices accessing the Service.
Use the Service only for the internal business purposes of the Affiliate that invited You to access the Service.
Except as permitted by applicable laws that cannot be waived, not (i) share login credentials for the Service with any other person; (ii) transfer, copy, modify, sublicense, distribute, rent, lease, sell, convey, translate, disassemble, disable, hack, reverse engineer, decompile, frame, mirror, resell, disrupt or interfere the Service, features, functions, or performance thereof, or data or information contained therein; (iii) create derivative works from, build a product using ideas, features, functions, or graphics similar to the Service, or otherwise use the Service to compete with CS Consulting and Services LLC in any way; (iv) use the Service in any way that breaches the rights of any third party or violates any Law, including export control and data privacy laws; or (v) use the Service to store or transmit unlawful content.
External User agrees that CS Consulting and Services LLC may access or disclose information about You or Your use of the Service to: (a) provide the Service, including to provide support to an Affiliate; (b) as required by applicable law; and (c) protect the rights, property or security of CS Consulting and Services LLC, its users, or a third-party.
Termination of the Service
External User’s access and use of the Service may be terminated by CS Consulting and Services LLC and/or by the Affiliate at any time and without notice. CS Consulting and Services LLC does not owe any obligation to You with respect to any Affiliate Data You may have uploaded or otherwise transmitted to the Service.
Intellectual Property and License Rights
The Service uses proprietary and confidential information that is protected by United States and international copyright, trademark, patent, trade secret and/or other intellectual property or proprietary rights laws. CS Consulting and Services LLC or its licensors are the sole and exclusive owners of all intellectual property (including trademarks) in the Service, and You neither have nor acquire any ownership interest, license, lease, or right to the Service except as provided herein.
No Warranty
ALL SERVICES, INCLUDING ANY PRODUCTS, SOFTWARE OR SERVICES PROVIDED BY THIRD PARTIES, ARE PROVIDED “AS IS” AND WITHOUT WARRANTY OF ANY KIND. CS Consulting and Services LLC SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, CS Consulting and Services LLC MAKES NO WARRANTY OF ANY KIND THAT THE SERVICES OR RESULTS OF THE USE THEREOF WILL MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES. YOU ACKNOWLEDGE THE SERVICES MIGHT BE SUBJECT TO OCCASIONAL DELAYS, INTERRUPTIONS, AND OTHER ISSUES INHERENT TO INTERNET SERVICES, AND THAT THE SERVICES MAY CONTAIN DEFECTS AND/OR MAY NOT OPERATE UNINTERRUPTED OR ERROR FREE.
Limitation of Liability
IN NO EVENT SHALL CS Consulting and Services LLC, ITS AFFILIATES, DIRECTORS, OFFICERS, LICENSORS, SUBCONTRACTORS, EMPLOYEES, AND/OR AGENTS BE LIABLE UNDER THESE TERMS OF USE FOR INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO DAMAGES FOR BREACH OF CONTRACT OR WARRANTY, OR FOR NEGLIGENCE OR STRICT LIABILITY) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES, EVEN IF CS Consulting and Services LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CS Consulting and Services LLCs MAXIMUM LIABILITY FOR ANY AND ALL CLAIMS RELATED TO OR ARISING OUT OF THESE TERMS OF USE, REGARDLESS OF WHETHER THE CLAIM FOR SUCH DAMAGES IS BASED IN CONTRACT, TORT, OR ANOTHER LEGAL OR EQUITABLE THEORY, SHALL NOT EXCEED $100 U.S. DOLLARS IN THE AGGREGATE. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE. MULTIPLE CLAIMS SHALL NOT INCREASE ANY OF THE LIMITATIONS SET FORTH IN THIS SECTION.
The limitations in this section shall apply to the maximum extent permitted by law.
Governing Law
The Terms of Service and any dispute arising out of or relating hereto will be governed by the same governing law as the Affiliate Associate Agreement, without regard to conflict of law or the United Nations Convention on the International Sale of Goods. Exclusive jurisdiction over any dispute arising out of these Terms of Service will rest in the same courts identified in the Affiliate Associate Agreement. In any action or proceeding to enforce rights under the Terms of Service, the prevailing party will be entitled to recover its reasonable costs and attorney’s fees. If You want to know the governing law provisions of the Affiliate Associate Agreement, please direct Your question to the Affiliate or to CS Consulting and Services LLC using the details at the end of this document.
Miscellaneous
Any notices sent to You pursuant to these Terms of Service will be sent to the email address associated with Your account.
You may not assign or transfer Your rights or obligations under these Terms of Service to any party. CS Consulting and Services LLC may assign these Terms of Service in their entirety and without Your consent to an affiliate of CS Consulting and Services LLC in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of CS Consulting and Services LLC's stock or assets.
If any provision in these Terms of Service is held invalid or unenforceable for any reason, the remaining provisions shall continue in full force and effect.
CS Consulting and Services LLC's failure to enforce any provision in these Terms of Service shall not be construed as a waiver of that provision.
You agree in the event of Your use of the Service in violation of these Terms of Service, or the threat of either of the foregoing, CS Consulting and Services LLC shall be entitled to injunctive relief.
The Terms of Service, including any terms incorporated by reference into the Terms of Service, constitute the entire agreement between You and CS Consulting and Services LLC and supersede all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter.
CS Consulting and Services LLC reserves the right to modify the Services, these Terms of Service, and its privacy policy at its sole discretion and without notice to You. Your continued use of the Services after the effective date of any such modification will constitute Your acceptance thereof.
Sections 2, 4, 6, 7, 8, 10 of these Terms of Service will survive any termination or expiration of the Terms of Service.
For all purposes of these Terms of Service, the word “including” and related terms mean inclusion without limitation and do not limit the generality of the statements they qualify, and the word “or” is not exclusive and shall have the meaning commonly ascribed to the term “and/or.”
Questions about these Terms of Service should be directed to:
Email:
[email protected]
1. Agreement Overview:By this utilizing the CS Consulting and Services LLC websites and services, you (“Affiliate Associate”) hereby enter into a binding legal agreement with CS Consulting and Services LLC, under which you agree to promote CS Consulting and Services LLC.s or vendor products and receive marketing commission based on successful appointment set referrals, subject to the terms and conditions herein.
2. Registration and Account Responsibility:Affiliate shall apply and register for an account to participate in the CS Consulting and Services LLC affiliate program. Affiliate is solely responsible for all activities conducted under its account and must maintain the confidentiality and security of its account credentials. CS Consulting and Services LLC reserves the right, at its sole discretion, to suspend or terminate the Affiliate’s account at any time without notice.
3. Promotion of Products:Affiliate agrees to promote CS Consulting and Services LLC's products in full compliance with CS Consulting and Services LLC's guidelines, all applicable laws and regulations, and CS Consulting and Services LLC's Privacy Policy and Terms of Service. Affiliate is granted a limited, revocable, non-exclusive license to use CS Consulting and Services LLC's trademarks strictly as provided by CS Consulting and Services LLC. Affiliate shall not engage in any conduct that may mislead consumers or infringe upon the intellectual property rights of CS Consulting and Services LLC or any third party.
4. Payouts and Commission Calculation:Affiliate commissions shall be calculated based on data provided by CS Consulting and Services LLC's vendor(s). CS Consulting and Services LLC shall process all commission payments through tier 1 secure distribution platforms such as Stripe Connect. CS Consulting and Services LLC disclaims any and all liability for inaccuracies, delays, or discrepancies in vendor-provided data and reserves the right, at its sole discretion, to adjust, withhold, or delay payouts based on performance, data accuracy, or compliance with this Agreement.
5. Use of Vendor Data:Affiliate acknowledges and agrees that CS Consulting and Services LLC relies solely on vendor-provided data to calculate and distribute commissions. Such data shall be considered final and binding for all purposes under this Agreement unless a material error is identified and reported within a reasonable time frame, as determined solely by CS Consulting and Services LLC and its Vendor(s).
6. Limitation of Liability:To the fullest extent permitted by law, CS Consulting and Services LLC shall not be liable for any errors, delays, omissions, or discrepancies in commission payments resulting from vendor-provided data, technical issues with payroll software, or any other reason. CS Consulting and Services LLC's total cumulative liability under this Agreement, whether in contract, tort, or otherwise, shall not exceed the amount of commissions earned by the Affiliate in the calendar month immediately preceding the event giving rise to the claim. Under no circumstances shall CS Consulting and Services LLC be liable for any indirect, incidental, special, punitive, or consequential damages, including loss of profits, business interruption, or data loss.
7. Indemnification:Affiliate agrees to indemnify, defend, and hold harmless CS Consulting and Services LLC, its officers, directors, employees, agents, and affiliates from and against any and all claims, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) Affiliate’s breach of any term of this Agreement; (b) Affiliate’s violation of any applicable law or regulation; (c) Affiliate’s promotional activities; or (d) disputes concerning commission payments.
8. Termination:CS Consulting and Services LLC reserves the right, per its sole and absolute discretion, to terminate this Agreement and the Affiliate’s participation in the affiliate program at any time, for any reason, with or without notice. Upon termination, all licenses granted to the Affiliate shall immediately cease, and CS Consulting and Services LLC shall have no further obligation to the Affiliate.
9. Confidentiality and Non-Disclosure:Affiliate agrees that all information provided by CS Consulting and Services LLC, including but not limited to client lists, marketing strategies, commission structures, and other proprietary information, is confidential. Affiliate shall not disclose any such information to any third party without the prior written consent of CS Consulting and Services LLC. Any breach of this confidentiality obligation will result in immediate termination of this Agreement and may subject the Affiliate to legal action.
10. Compliance with Marketing Guidelines:Affiliate agrees to comply with all marketing and compliance guidelines provided by CS Consulting and Services LLC and its vendor(s), including but not limited to restrictions on the use of CS Consulting and Services LLC's and its vendor’s trademarks, logos, and branding materials. CS Consulting and Services LLC and its vendor(s) reserve the right to review and approve any marketing materials used by the Affiliate. Any deviation from the approved guidelines may result in immediate termination of this Agreement and forfeiture of any unpaid commissions.
11. Non-Solicitation:During the term of this Agreement and for a period of three (3) years thereafter, Affiliate agrees not to solicit or attempt to solicit any employee, client, or vendor of CS Consulting and Services LLC for the purpose of offering services that compete with those provided by CS Consulting and Services LLC, without the prior written consent of CS Consulting and Services LLC.
12. Force Majeure:CS Consulting and Services LLC shall not be liable for any delay or failure to perform its obligations under this Agreement due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, war, terrorism, labor disputes, or catastrophic interruptions. In such events, CS Consulting and Services LLC's obligations under this Agreement shall be suspended for the duration of the event, and CS Consulting and Services LLC shall have the right to terminate the Agreement if the force majeure event continues for more than sixty (60) days.
13. Amendment and Modification:CS Consulting and Services LLC reserves the right to amend or modify the terms of this Agreement at any time, with or without notice to the Affiliate. Any such amendment or modification shall be effective immediately upon posting on CS Consulting and Services LLC's website or other written communication to the Affiliate. Continued participation in the affiliate program following any amendment or modification constitutes acceptance of the revised terms.
14. Severability:If any provision of this Agreement is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be severed from the Agreement, and the remaining provisions shall remain in full force and effect.
15. Entire Agreement:This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior agreements, understandings, and communications, whether written or oral. No waiver or modification of this Agreement shall be valid unless in writing and signed by CS Consulting and Services LLC.
16. Acknowledgment and Execution:
By participating in or using the CS Consulting and Services LLC platforms and websites, the Affiliate associate agrees to all CS Consulting and Services LLC's terms, privacy policy, and policy rules set fourth, including that they may be executed electronically. The Affiliate’s participation constitutes their consent to the use of electronic signatures, which shall have the same legal effect as a manual signature. Additionally, the Affiliate acknowledges that this Agreement may be executed in counterparts, each considered an original, but together they shall form one binding Agreement.
17. Governing Law and Jurisdiction:This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law principles. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in Austin, Texas. Affiliate hereby irrevocably submits to the personal jurisdiction of such courts and waives any objection based on inconvenient forum or lack of jurisdiction.
18. Acceptance of Terms:By utilizing the CS Consulting and Services LLC website you acknowledge that you have read, understood, and agree to be bound by the terms and conditions of this Associate Agreement, as well as CS Consulting and Services LLC's Privacy Policy, Terms of Service, and any applicable laws and regulations.