TERMS OF USE 

CHURCH SERVICES – A PRODUCT BY CHURCH SERVICES LLC

PLEASE READ THIS SUBSCRIPTION AGREEMENT (“AGREEMENT”) CAREFULLY

BEFORE USING CHURCH SERVICES SOFTWARE. BY LOGGING INTO A CHURCH, AND/OR EXECUTING A SALES ORDER FORM INCORPORATING THIS AGREEMENT, AND/OR ACCESSING CHURCH SERVICES’ PROPRIETARY INTERNET CHURCH MANAGEMENT SOFTWARE (“THE SERVICE”), YOU ARE ACCEPTING THE TERMS AND CONDITIONS OF THIS AGREEMENT AND AGREEING TO BE BOUND BY THE TERMS OF THIS 

AGREEMENT. If you are signing for the service on behalf of an organization (“Customer”), you represent you are duly authorized to represent the organization and accept the terms and conditions of the Agreement on behalf of Customer. By your acceptance, a binding contract is then formed between Church Services, LLC and Customer in accordance with the terms and conditions of this Agreement. You personally agree not to commit or encourage any violation of the Agreement between Church Services, LLC and Customer. If you are entering into this Agreement on behalf of Customer, the terms “you” or “your” in this Agreement means Customer and all of its employees. If you are signing for the Service on your own behalf, 

or if you are not authorized to represent the organization on whose behalf you purport to sign, 

you agree you are personally bound by this Agreement. YOU AGREE TO CHECK FOR  

UPDATES TO THIS AGREEMENT PRIOR TO ANY SERVICE RENEWAL. BY USING THIS WEBSITE OR THE SERVICE, YOU INDICATE YOUR ACCEPTANCE OF THE

TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT USE  THIS WEBSITE OR THE SERVICE. THE FOLLOWING ARE THE TERMS AND 

CONDITIONS FOR ACCESS TO THIS WEBSITE AND USE OF THE SERVICE. BY 

LOGGING ONTO THE WEBSITE OR ACCESSING THE SERVICE THROUGH ANY INTERFACE, YOU ACCEPT THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT. 

WELCOME

As part of the Service, Church Services will provide the use of the Service, including a browser interface and data encryption, transmission, access, and storage. Your registration for or use of the Service shall be deemed to be your agreement to abide by this Agreement and any materials available on the Church Service platform incorporated by reference herein. 

  1. PERMITTED USE
    1. Under the terms and conditions of this Agreement, Church Services agrees to provide to Customer and permitted users access to the Service hosted by Church Services.
    2. The Service is to be used only by Customer and users authorized by Customer who are members of Customer (“Users”). Customer will have the ability to assign roles and administrative privileges on a User-by-User basis. Customers will inform Church Services immediately of any actual or potential unauthorized use of a login.
    3. All use of the Service is provided via the Internet through a standard internet browser and/or email client. In order to use the Service, the Customer and Users are responsible, at their own expense, to acquire access to the Internet and to provide all equipment and software needed.
  2. PASSWORDS AND ACCOUNT SECURITY
    1. The customer agrees and understands it is responsible for maintaining confidentiality of passwords associated with any account it uses to access the Service.
    2. Accordingly, Customer agrees it shall be solely responsible to Church Services for all activities occurring under its account.
    3. If Customer becomes aware of any unauthorized use of its password or of its account, Customer agrees to notify Church Services immediately.
  3. CUSTOMER PROPRIETARY DATA RIGHTS
    1. The data, information, or material (“Data”) submitted to the Service is for the exclusive use of Customer. Church Services agrees not to use, distribute, or disclose any Data except for disclosures required by law and specific, limited disclosures required to facilitate quick and accurate application user login for the benefit of churches, organizations, customers, and users, as set forth in Section V below. Church Services shall have the right to remove any Data that violates this Agreement (i) immediately, if required by law; (ii) immediately, if Church Services believes the failure to do so could cause irreparable harm; or (iii) otherwise upon five (5) business day written notice to Customer. Customer agrees to evaluate and bear all risks associated with the use of any Data, including any reliance on the accuracy and usefulness of such Data. The obligations under this Section IV shall survive the termination of this Agreement.
    2. Customer agrees to not upload or transmit any Data that infringes, misappropriates, or violates any rights of any party.
    3. Church Services has the right to remove any or all email addresses which are deemed by intermediaries, including Internet Service Providers, to be ‘spamming’ addresses or addresses that otherwise degrade the performance of the software, create significant rejections, or are otherwise not being used for bona fide church management purposes.
    4. Customer shall not allow anyone working on its behalf to (i) perform any technical security integrity review, penetration test, load test, denial-of-service simulation, or vulnerability scan without Church Services prior written consent, or (ii) attempt to access the Data of another Customer. Such prohibition includes a prohibition on employment of automatic emulation devices in connection with the Service.
    5. Downgrading your Service may cause the loss of Data, features, or capacity of your Account. Church Services does not accept any liability for such loss.
    6. Church Services is not responsible for the privacy or security practices of customers/churches. If you are an attendee/user of a subscribing church, as soon as you login to that Church Services’ website for the first time, you allow the church to access your personal information such as name, residential address, email address, date of birth, phone number, marital status and gender as well as the information of your household members. Also, you allow the church to communicate with you via text and/or email. You can always opt-out through your profile by disabling texts, and by clicking on the unsubscribe link in the email received. If you have any questions or concerns about how your personal information is handled, please contact your church or consult with the policies they have in place.
  4. CHURCH SERVICES ACCOUNT INFORMATION AND DATA
    Church Services does not own or have any rights to any Data Customer submits as a result of using this Service except Church Services may use aggregate general statistical data as set forth below. Church Services will not monitor, edit, or disclose any information regarding Customer or Customer’s database without Customer’s express written permission except in accordance with this Agreement or as may be required by law. For example, Church Services may employ specific data search methodologies to facilitate quick and accurate application user login for the benefit of churches, organizations, customers, and users. Specifically, these data searches are designed to direct users to the correct database for application login and may include, but are not limited to, user searches for the correct church, organization, or customer database utilizing search parameters of church, organization, or customer name; church, organization, or customer location; or user specific identification, such as an individual user’s name. These searches may disclose a church, organization, or customer as having a contractual relationship with Church Services, as well as disclosing the fact of a specific individual, by name, as having a potential relationship as a user with one or more church, organization, or customer of Church Services. Also, Church Services may be required to disclose Data to cooperate with regulators or law enforcement authorities to comply with a legal process such as a court order, subpoena, search warrant, or law enforcement request. In addition, Church Services may review certain User registration and statistical information such as usage or User traffic patterns in summative form for internal planning purposes in operating the Service. Church Services may access and modify Customer database in order to perform Service updates or respond to service or technical problems when requested to do so by Customer, law enforcement officials, or any third-party claiming misappropriation or breach of privacy or data rights. 
  1. CHURCH SERVICES PROPRIETARY RIGHTS
    Customer acknowledges and agrees the Service contains proprietary and confidential methods and information protected by applicable intellectual property and other laws. Customer agrees to not, directly or indirectly, (i) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of, or found at or through, the Service or any software, documentation, or Data related to the Service; (ii) remove any proprietary notices or labels from the Service; (iii) modify, translate, or create derivative works based on the Service; or (iv) copy, distribute, pledge, assign, or otherwise transfer or encumber rights to the Service. 
  1. AVAILABILITY OF SERVICE
    Church Services will provide at least two (2) business days advanced notice via email or system announcement within the Service of any scheduled downtime for backup, maintenance, or updates. Additionally, Church Services will make commercially reasonable efforts to ensure the quality of the service it provides is of at least prevailing industry standards and access to the Service is available on a 24/7 basis. However, although Church Services will use all reasonable efforts in good faith to avoid interruption of the Service, Customer acknowledges and agrees access to the Service may be unavailable from time to time for any reason, including, without limitation, interruption of major network connectivity, network and server outages, and backup and regular maintenance by Church Services and any operators of its servers. Church Services will strive for 99.9%, but in the event said uptime is not maintained as an average, Customer may request a fair and appropriate pro rata refund of downtime to be reviewed on a case-by-case basis with Church Services. Customer may also terminate the Service and will receive a pro rata refund for the unused term of the Agreement for use of the Service (excluding any setup fees, data migration fees, coaching, or training). 
  1. SERVICE PROVIDER, VENDOR, AND BUSINESS PARTNER INFORMATION DISCLOSURE
    Church Services employs third-party companies to facilitate its services to Customer. These services may include, but are not limited to, file storage, encrypted backup services, web analytics, payment processing, email delivery, text messaging, hardware, or networking equipment. These third-party companies may have access to personal information insomuch as their services are employed by Church Services. 
  1. CUSTOMER-ASSIGNED ADMINISTRATORS
    Customer will select a primary contact (“Master Administrator”) and one other designated contact (“Support Contact”), if desired, to manage Customer’s use of the Service, to authorize Users to access the Service, and to serve as the primary technical interface with Church Services Customer Service Representatives. 
  1. CUSTOMER SUPPORT SERVICES
    Church Services will provide quality technical support to Customer. Church Services commits to responding to any Customer inquiries received via e-mail or voice within 48 hours of receipt. 
  1. USER CONDUCT
    Customer agrees to abide by all applicable local, state, national, and foreign laws, treaties, and regulations in connection with using this Service. Without limiting the foregoing, Customer agrees not to use the Service or information from the Service for any of the following: 
  1. Communication violating any law, including illegal email solicitations, advertising, promotional materials, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages not in full compliance with applicable laws, including the laws of charitable solicitation applicable to any charity or fundraiser raising money for Customer.
  2. Harvesting, collecting, gathering, or assembling information or Data regarding other Users, including email addresses, without their consent.
  3. Transmitting through or posting on the Service unlawful, immoral, libelous, abusive, harassing, tortuous, defamatory, threatening, harmful, invasive of another’s privacy, vulgar, obscene, or otherwise objectionable material of any kind or nature or material which is harmful to minors in any way.
  4. Transmitting any material infringing upon the intellectual property rights or other proprietary rights of third parties, including trademark, copyright, or right of publicity.
  5. Transmitting any material containing software viruses or other harmful or deleterious computer code, files, or programs such as Trojan horses, worms, time bombs, or cancel bots.
  6. Interfering with or disrupting the integrity of any Data or computer-based information or any servers or networks connected to the Service or violating the regulations, policies, or procedures of such networks.
  7. Attempting to gain unauthorized access to the Service or other accounts, computer systems, or networks connected to the Service through password mining or any other means; or,
  8. Harassing or interfering with another User’s use and enjoyment of the Service.

    Church Services, at its own discretion, may immediately disable Customer’s access to the Service or remove all or a portion of Customer’s Data, without refund, if Church Services believes, in its sole discretion, Customer has violated any of the policies listed above. 

  1. REPRESENTATIONS AND WARRANTIES
    1. Church Services represents and warrants it will provide the Service in a manner consistent with general industry standards reasonably applicable to the provision thereof.
    2. Church Services also warrants and represents it will not share, rent, sell, or trade personal information (including email addresses) identifying Customer or its Users to third parties. Church Services will only provide information such as Customer’s name, address, and credit card number to businesses for credit verification and billing services to ensure Church Services receives proper payment for the Services and to Church Services service-providers for the purpose of providing the Service.
      Church Services represents it has implemented reasonable security measures to prevent the loss, misuse, and alteration of the confidential information in its possession. Church Services uses various security measures to protect the information it collects, as appropriate to the type of information, including encryption, firewalls, and access controls. Church Services has reviewed the terms of use of its service providers, vendors, and business partners and assesses that these third-party entities have practices in place to protect any Confidential Information transferred to them by 
  1. SERVICE FEES
    1. Customer agrees to pay all applicable fees as specified in Customer’s Agreement. Fees are payable in advance and are due before the first business day of the month. Prepaid training and/or data migration fees are nontransferable and are forfeited if Customer fails to submit data or complete training within one (1) year of Agreement.

    2. Church Services reserves the right to disable the Customer’s Account immediately if Customer fails to make payments for the Service by the day said payments are due.

    3. Monthly plans are automatically enrolled in auto-renewal with the option to cancel if Customer or Church Services wishes to cancel the Service. Church Services shall refund Customer the unused portion of any fees remaining (excluding any setup fees or data migration fees).

  1. RENEWAL / NOTICE OF TERMINATION
    The Agreement is effective on the earlier of the date of first use of any of our Services or the date a sales order (an “Order Form”) is signed by Customer and Church Services. These terms survive any termination or expiration of an Order Form or cessation of use of our Services. Each Order Form will remain in effect for an initial term of one year, unless otherwise specified in the Order Form, beginning on the Effective Date identified on the Order Form (the “initial term”). Unless the parties agree to a longer renewal term, after the initial term, these terms and each Order Form will automatically renew on a month-to-month basis (each, monthly or longer renewal term, as applicable, a “renewal term”) until cancelled by either party on at least thirty days’ prior written notice. During the initial term and any then current renewal term, the Agreement and each Order Form is non-cancellable and fees are non-refundable and non-cancellable except as otherwise expressly specified below in this paragraph. Either Party may terminate the applicable Order Form if the other party materially breaches these terms and fails to cure the breach within 60 days after receiving notice of the breach. Upon termination of an applicable Order Form by Church Services due to Customer’s material breach, all fees for the remainder of the current term (but for the early termination) shall be immediately due and payable in full by Customer to Church Services. Upon termination of an applicable Order Form by Customer due to Church Services’ material breach, as Customer’s sole and exclusive remedy, Customer shall have no further liability for payment of fees for that Order Form for the period following termination of such Order Form. Termination of an Order Form will not operate to terminate these terms or any other Order Forms then in effect. 
  1. NONPAYMENT / SUSPENSION OF SERVICE
    In addition to any other rights granted to Church Services herein, Church Services reserves the right to suspend or terminate this Agreement and Customer’s access to the Service if the account becomes delinquent (falls into arrears). If customer or Church Services initiates termination of this Agreement, Customer will be obligated to pay any balance due on the account computed in accordance with Section XIV above. Customer agrees Church Services may charge such unpaid fees to a credit card or otherwise bill Customer for such unpaid fees. Church Services reserves the right to impose a temporary access fee in the event Customer is suspended and thereafter requests access to the Service. 
  1. TERMINATION FOR CAUSE
    Any unauthorized access, use, copying, disclosure, distribution, or sub-licensing by Customer or with Customer’s aid or consent of the Service or any related methods, techniques, or processes, except as permitted under this Agreement, will be deemed a material breach of this Agreement. Additionally, any actions taken by the Customer or its Users in conflict with Section XII above will also be deemed a material breach of this Agreement. Church Services, in its sole discretion, within reason, may terminate or suspend the login, account, or use of the Service if Customer or its Users materially breach this Agreement, BGT may immediately terminate this agreement upon written notice or provide customer, in writing, with 5 calendar days to cure any material breaches thereafter. 
  1. TERMINATION OF SERVICE
    Customer agrees that upon termination pursuant to Sections XVI or XVII above, Church Services will bar Customer from any further access to the Service. It is the sole responsibility of the Customer to retrieve their Data and files from the Service prior to the date of termination. Customer’s account and all Data and files related to the Service shall be permanently deleted no later than three-hundred sixty-five (365) days after terminated service. Church Services will use commercially reasonable efforts to provide written notice thirty (30) days before such deletion to allow the Customer final opportunity to export or download any Data or files related to the Service. Customers choosing to access the Service at that time will incur a temporary access fee, as described in Section XVI above. Customer may terminate the Service on five (5) business days advanced notice due to a security breach. In such event, Customer, as its sole and exclusive monetary remedy in connection with such termination, may elect to have refunded the price paid in advance (if any) for the remaining portion of the Agreement’s term for use of the Service (excluding any setup fees or data migration fees). Church Services may terminate use on notice of the Service if Customer is a competitor of Church Services and upon such termination shall refund a pro rata portion of the fees paid for the unused term of the Agreement. 
  1. DISCLAIMER OF WARRANTIES
    Use of the Service and any reliance by Customer upon the Service, including any action taken by Customer because of such use or reliance, is at Customer’s sole risk. Church Services does not warrant the Service will be uninterrupted or error-free, nor does it make any warranty as to the results that may be obtained from use of the Service. The Service is provided “asis”, and Church Services disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and noninfringement. 
  1. LIMITATION OF LIABILITY
    IN NO EVENT SHALL EITHER PARTY’S AGGREGATE LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM CUSTOMER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN NO EVENT SHALL EITHER PARTY AND/OR ITS LICENSORS BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL, OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE, OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS SERVICE, INCLUDING, BUT NOT LIMITED TO, THE USE OR INABILITY TO USE THE SERVICE, ANY CONTENT OBTAINED FROM OR THROUGH THE SERVICE, OR ANY INTERRUPTION, INACCURACY, ERROR, OR OMISSION, REGARDLESS OF CAUSE IN THE CONTENT, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT OR SUCH PARTY’S LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO CUSTOMER. 
  1. INDEMNITY
    Subject in all cases to the limitations set forth in Section XX (Limitation of Liability), the parties agree to the indemnity provisions set forth in subsections (1.)– (4.) below: 
  1. Customer agrees to indemnify Church Services and its officers, directors, subsidiaries, affiliates, successors, assigns, and agents (collectively, the “Church Services Indemnities”) and defend and hold the Church Services Indemnities harmless from and against all liabilities, losses, damages, settlements, actions, claims, suits, penalties, fines, or expenses (including, without limitation, reasonable attorneys’ fees and other expenses of litigation) incurred by any Church Services Indemnities relating to or arising from or occurring as a result of Customer’s use of the Service; Customer’s connection to the Service; Customer’s violation of this Agreement; or Customer’s violation of any proprietary or other rights of another, provided: (i) the Church Services Indemnities notify Customer in writing of the claim within thirty (30) days of notice of such claim; (ii) Customer has sole control of the defense and resolution of such claim; and (iii) the Church Services Indemnities provide Customer with the reasonable assistance to perform Customer’s obligations under this Section. The customer will reimburse the Church Services Indemnities’ reasonable out-of-pocket expenses incurred in providing such assistance. Notwithstanding the foregoing, nothing herein shall be construed to require Customer to indemnify any of the Church Services Indemnities for a claim to the extent caused by or resulting from such Church Services Indemnities’ own negligence or willful misconduct. 
  2. Neither Church Services nor the Customer shall be obligated to indemnify the other party in any manner whatsoever for the other party’s negligence, recklessness or willful misconduct.

The foregoing indemnification provisions shall survive the termination of this Agreement. 

  1. NONDISCLOSURE
    By virtue of this Agreement, the parties may have access to information confidential to one another (“Confidential Information”). The parties agree not to make each other’s Confidential Information available in any form to any third party or to use each other’s Confidential Information for any purpose other than the implementation of the Agreement. Each party agrees to take all reasonable steps to ensure Confidential Information is not disclosed or distributed by its employees or agents in violation of the provision of this Agreement. 
  1. GOVERNING LAW AND JURISDICTION
    This Agreement shall be governed by the laws of the Commonwealth of Virginia, without regard to its conflict of law provisions, and shall be deemed to be executed in Fairfax County, Virginia. Customer and Church Services also agree to submit to the personal and exclusive jurisdiction of the courts located in the Commonwealth of Virginia. 
  1. NOTICES
    Notices to Customer shall be made by email to a designated account reference with a copy delivered first class mail to the then existing address of Customer shown on the records of Church Services. Notice to Church Services shall be sent to: Church Services, LLC. 13506 Battlewood Ct. Clifton, VA 20124. Notices sent by overnight delivery service shall be deemed received on the business day of receipt from the delivery service. Mailed notices shall be deemed received upon the earlier date of delivery shown on the return receipt or the second business day after the date of mailing. The Service may also provide notices of changes to this Agreement or other matters. 
  1. ENTIRE AGREEMENT
    This Agreement constitutes the complete Agreement between the parties and, except as provided, supersedes all previous agreements or representations, written or oral, with respect to the Services described herein. 
  1. ATTORNEYS’ FEES
    Should either party bring legal action (including arbitration) to enforce its rights under this Agreement, the prevailing party in such action shall be entitled to recover from the losing party its reasonable attorneys’ fees and costs in addition to any other relief to which the prevailing party is entitled. The parties further agree any attorneys’ fees incurred in enforcing any judgment are recoverable as a separate item and this provision is intended to be severable from the other provisions of this Agreement, shall survive the judgment, and is not to be deemed merged into the judgment. 
  1. ACCEPTANCE
    This Agreement becomes effective upon: 
  1. Acceptance of these terms by Customer as evidence by assent of the person accepting this Agreement, or
  2. Valid payment by Customer which constitutes an electronic signature, or
  3. Acceptance by Church Services as shown by an acceptance response or commencement of use of the Service.
  1. GENERAL
    This Agreement does not limit any rights Church Services may have under trade secret, copyright, patent, trademark, or other laws. The failure of Church Services to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the remaining provisions of the Agreement shall remain in full force and effect. The section titles in the Agreement are for convenience only and have no legal or contractual effect. The Agreement will inure to the benefit of Church Services and its successors and assigns. Some jurisdictions may not allow the exclusion of certain warranties or the limitation of liability for incidental or consequential damages in certain circumstances. Accordingly, some of the above limitations may not apply. All representations, warranties, terms, disclaimers, and limitations in the Agreement shall survive the termination of Customer’s account or access to the Service. 
  1. ADDITIONAL PROVISIONS
    In the event Church Services offers a promotional incentive for a free trial, of which the term is agreed upon by Customer and Church Services, all above sections remain valid aside from sections pertaining to payment (sections XII, XIII, and XIV). If applicable, setup and data migration fees will still be nonrefundable.