TERMS AND CONDITIONS

Who are we? We are G-Force Accelerated Marketing Inc.., dba “G-Force” or "iPray" or "Health Habits" or "eHumility" or "Empowering Humility" or "Bet On Yourself". We might call ourselves “G-Force” (“We”, “Us” or “Our”). G-Force ventures listed represents primarily consulting services, software, and mobile applications or apps "Services".

Who are you? You are a customer, or you represent a customer, of our G-Force Services (as defined below). So, you be “You” (or “Your”).

A few things You should know right away:

THESE TERMS OF USE (“TERMS”) APPLY TO ALL SUBSCRIPTIONS FOR G-FORCE SERVICES (TO INCLUDE APPS) AND ANY OTHER RELATED SERVICES THAT WE MAY PROVIDE TO YOU WHEN YOU ACCEPT THESE TERMS AS SET FORTH IN ANY ONLINE OR PRINTED ORDER FORM (AS DEFINED BELOW), AND YOU AND ANY COMPANY YOU REPRESENT AGREE TO FOLLOW AND BE BOUND BY THESE TERMS. THIS POLICY DOES NOT COVER ANY OTHER DATA COLLECTION OR PROCESSING, INCLUDING DATA USED BY G-FORCE REGISTERED CUSTOMERS VIA INFUSIONSOFT or KEAP SALES AND MARKETING SOFTWARE PLATFORM. PLEASE SEE THE INFUSIONSOFT /KEAP PRIVACY POLICY AND TERMS OF SERVICE POSTED ON https://keap.com/legal. IF YOU ARE AGREEING TO THESE TERMS ON BEHALF OF YOUR COMPANY, YOU ARE REPRESENTING TO US THAT YOU HAVE READ THESE TERMS, YOU HAVE THE AUTHORITY TO BIND YOUR COMPANY, AND THE TERM “YOU” SHALL REFER TO YOUR COMPANY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCEPT THE ORDER FORM AND YOU SHALL NOT BE PERMITTED TO USE THE G-FORCE SERVICES. YOU MUST BE AT LEAST 18 YEARS OF AGE TO PURCHASE OR USE THE G-FORCE SERVICE OR PROFESSIONAL SERVICES.

App Products (Like iPray or eHumility) Specific Terms and Conditions

By downloading or using the app, these terms will automatically apply to you – you should make sure therefore that you read them carefully before using the app. You’re not allowed to copy, or modify the app, any part of the app, or our trademarks in any way. You’re not allowed to attempt to extract the source code of the app, and you also shouldn’t try to translate the app into other languages, or make derivative versions. The app itself, and all the trade marks, copyright, database rights and other intellectual property rights related to it, still belong to G-Force Accelerated Marketing Inc.

G-Force is committed to ensuring that the app is as useful and efficient as possible. For that reason, we reserve the right to make changes to the app or to charge for its services, at any time and for any reason. We will never charge you for the app or its services without making it very clear to you exactly what you’re paying for.

The G-Force app(s) stores and processes personal data that you have provided to us (Privacy Policy Link Above), in order to provide our Service. It’s your responsibility to keep your phone and access to the app secure. We therefore recommend that you do not jailbreak or root your phone, which is the process of removing software restrictions and limitations imposed by the official operating system of your device. It could make your phone vulnerable to malware/viruses/malicious programs, compromise your phone’s security features and it could mean that the iPray® app won’t work properly or at all.

The app does use third party services that declare their own Terms and Conditions.

Link to Terms and Conditions of third party service providers used by the app

You should be aware that there are certain things that G-Force will not take responsibility for. Certain functions of the app will require the app to have an active internet connection. The connection can be Wi-Fi, or provided by your mobile network provider, but G-Force cannot take responsibility for the app not working at full functionality if you don’t have access to Wi-Fi, and you don’t have any of your data allowance left.

If you’re using the app outside of an area with Wi-Fi, you should remember that your terms of the agreement with your mobile network provider will still apply. As a result, you may be charged by your mobile provider for the cost of data for the duration of the connection while accessing the app, or other third party charges. In using the app, you’re accepting responsibility for any such charges, including roaming data charges if you use the app outside of your home territory (i.e. region or country) without turning off data roaming. If you are not the bill payer for the device on which you’re using the app, please be aware that we assume that you have received permission from the bill payer for using the app.

Along the same lines, G-Force cannot always take responsibility for the way you use the app i.e. You need to make sure that your device stays charged – if it runs out of battery and you can’t turn it on to avail the Service, G-Force cannot accept responsibility.

With respect to G-Force’s responsibility for your use of the app, when you’re using the app, it’s important to bear in mind that although we endeavor to ensure that it is updated and correct at all times, we do rely on third parties to provide information to us so that we can make it available to you. G-Force accepts no liability for any loss, direct or indirect, you experience as a result of relying wholly on this functionality of the app.

At some point, we may wish to update the app. The app is currently available on Android & iOS – the requirements for both systems and for any additional systems we decide to extend the availability of the app to) may change, and you’ll need to download the updates if you want to keep using the app. G-Force does not promise that it will always update the app so that it is relevant to you and/or works with the Android & iOS version that you have installed on your device. However, you promise to always accept updates to the application when offered to you, We may also wish to stop providing the app, and may terminate use of it at any time without giving notice of termination to you. Unless we tell you otherwise, upon any termination, (a) the rights and licenses granted to you in these terms will end; (b) you must stop using the app, and (if needed) delete it from your device.

Changes to This Terms and Conditions

We may update our Terms and Conditions from time to time. Thus, you are advised to review this page periodically for any changes. we will do our best to notify you of any material changes by posting the new Terms and Conditions on this page but we cannot guarantee we will do so or be able to reach you.

General Terms and Conditions

Article I. Definitions

"Order Form" means any online or written subscription order form or contract for the G-Force Service or for Professional Services submitted by You either during an online subscription process or separately signed by You and submitted to G-Force, and any future purchase order, contract, or order form that makes reference to these Terms.

"Professional Services" means any implementation, training or other professional services provided by G-Force to You pursuant to the terms of an Order Form.

"Subscription Term" means the use term for the G-Force Service set forth on Your Order Form and any additional renewals of such term.

"Third Party Content" means the content, including software code and software-as-a-service offerings, that a G-Force partner or other third party may bundle with our Service, for a specific market or niche offering.

"Your Data" means registration information and other information relating to Your Authorized Users, and information relating to Your customers, contacts, business, marketing, and finances, and any similar data that You submit to the G-Force Service.

Article II. Use Rights and Restrictions

2.1 Use Rights; Restrictions. Subject to these Terms, G-Force grants to You during the Subscription Term the non-transferable (except as permitted below), non-exclusive right to permit Your Authorized Users to access and use the G-Force Service (and any G-Force Materials provided to You) to allow You to perform contact management, automated marketing, lead tracking and other related business functions that the G-Force Service is designed to perform, subject to the following restrictions: (i) Your use of the G-Force Service may not be on behalf of third parties unless a separate agreement between You and G-Force permits use of the G-Force Service on behalf of Your clients (and in such case limited to use on behalf of clients for whom You have purchased access and use rights); (ii) except as expressly permitted herein or in a separate partner agreement between You and G-Force, You may not license, sell, rent, lease, transfer, assign, distribute, display, host, outsource otherwise commercially exploit or make the G-Force Service or the G-Force Materials available to any third party; (iii) You may not modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the G-Force Service or G-Force Materials (provided that reverse engineering is prohibited only to the extent such prohibition is not contrary to applicable law), or access or use the G-Force Service or G-Force Materials in order to build a similar or competitive product or service; (iv) Your use of the G-Force Service (in terms of number of Authorized Users, maximum list sizes, monthly email limitations, etc.) shall conform with the restrictions set forth in the Order Form for the level of subscription purchased by You (G-Force may monitor Your compliance with these limits and if it detects overuse require that You upgrade to the appropriate higher subscription level); (v) Your use of the G-Force Service must not cause undue strain or stress on the G-Force network through excessive API calls or other non-standard use.

2.2 Technical Support. During the Subscription Term,

You will be entitled at no extra charge to access online user guides, knowledge bases and self-help tools, and any additional standard technical support resources for the G-Force Service that may be offered by G-Force from time to time.

2.3 Intellectual Property Rights.

You acknowledge and agree that G-Force retains all proprietary rights in and to the G-Force services websites and apps which we may update from time to time. G-Force also retains all right, title and interest (including all copyrights, patents, service marks, trademarks and other intellectual property rights) in and to the G-Force Service and G-Force Materials (including application development, business and technical methodologies, and implementation and business processes, used by G-Force to develop or provide the G-Force Service or G-Force Materials), and any and all updates, enhancements, customizations, revisions, modifications, future releases and any other changes relating to any of the foregoing. Except for the limited access and use rights granted to You under these Terms, You do not acquire any interest in the G-Force Service or G-Force Materials. You agree that G-Force can use any suggestions, enhancement requests, feedback, recommendations or other information provided by You or any of Your Authorized Users relating to the G-Force Service or the G-Force Materials without restriction or obligation to You.

2.4 Additional Restrictions.

You are expressly prohibited from using any Front End Code for any purpose outside of the intended design and implementation of Your authorized use of the G-Force Service. Any replication or use of any aspect of the Front End Code or other G-Force application or Professional Services for any purpose designed or intended to compete with G-Force’s solutions is strictly prohibited.

Article III. Data Protection

3.1 Ownership of Your Data. As between You and G-Force, Your Data is and will remain Your property. You grant to G-Force a non-exclusive right to use, copy, distribute and display Your Data solely in connection with G-Force’s operation of the G-Force Service on Your behalf. You, not G-Force, have sole responsibility for the accuracy, integrity, and reliability of Your Data, and GG-Force will not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any of Your Data.

3.3 EU Personal Data.

As of May 25, 2018, You are prohibited from using the G-Force Service to process data regulated by the General Data Protection Regulation of the European Union (GDPR).

3.4 Notification of Decreased Protection Standards Event.

G-Force agrees to promptly notify You if G-Force becomes unable to satisfy its obligations under this Article III on Data Protection or Article V on Confidentiality.

Article IV. Fees

4.1 Fees.

The fees for the G-Force Service and any additional Professional Services ("Fees") are set forth in the Order Form and are payable in advance, irrevocable and non-refundable except as set forth in the Order Form and these Terms. You agree to provide G-Force with complete and accurate billing and contact information. Where payment by credit card is indicated in the Order Form, or You otherwise provide G-Force with credit card information, You authorize G-Force to bill such credit card (a) at the time that You order the G-Force Service or other Professional Services set forth in the Order Form, (b) for any billing frequency otherwise established in the Order Form, and (c) at the time of any renewal, for the amount charged plus any applicable sales taxes for any renewed Subscription Term. If G-Force, in its discretion, permits You to make payment using a method other than a credit card, G-Force will invoice You at the time of the initial Order Form and thereafter on a monthly basis in advance of the relevant billing period, and all such amounts invoiced will be due within ten (10) days of Your receipt of G-Force’s invoice. Late payments shall be subject to a service charge.

4.2 Taxes.

You shall pay all personal property, sales, use, value-added, withholding and similar taxes (other than taxes on G-Force’s net income) arising from the transactions described in these Terms, even if such amounts are not listed on an Order Form. To the extent You are exempt from sales or other taxes, You agree to provide G-Force, upon request, with the appropriate exemption certificate.

4.3 Non-Payment;

Other Suspension Rights. G-Force may terminate the G-Force Service if the billing or contact information provided by You is false or fraudulent. G-Force also reserves the right, in its discretion, to suspend or cancel Your access and/or use of the G-Force Service: (i) where any payment is due but unpaid under any Order Form or account associated with You and You have been requested but failed to promptly cure such payment failure; or (ii) in the event a dispute arises on Your account as to who at Your business has authority to act or manage Your account and G-Force is not promptly provided with written instructions from the interested parties associated with Your account that fully resolves the dispute. You acknowledge and agree that it a dispute arises as to management of Your account, then (i) if the listed owner of the account is a corporation, limited liability company or other registered entity, G-Force may rely on public records (to the extent available) concerning the appropriate authorized executives or managers of Your entity; or (ii) if the listed owner is a dba or sole proprietorship, or any other entity for which public records of control are not readily accessible online, G-Force may assume that the person or entity that has been making payments on Your account has the authority to manage the account. You agree that G-Force shall not be liable to You nor to any third party for any suspension or cancellation of the G-Force Service resulting from Your non-payment of Fees or from a dispute as to the management rights to Your account.

Article V. Confidentiality; Use of Names

5.1 Confidential Information.

For purposes of this Agreement, confidential information shall include the business terms in the Order Form, Your Data, the G-Force Materials, and any information that is clearly identified in writing at the time of disclosure as confidential or that should be reasonably understood to be confidential by the receiving party given the nature of the information and the circumstances of its disclosure ("Confidential Information"). Each party agrees: (a) to receive and maintain in confidence all Confidential Information disclosed to it by the other party or by a third-party; (b) not to use the Confidential Information of the other party except to the extent necessary to perform its obligations or exercise rights hereunder; (c) to limit the internal dissemination of Confidential Information to those employees and contractors of the recipient who have a need to know and an obligation to protect it; and (d) to protect the confidentiality thereof in the same manner as it protects the confidentiality of similar information and data of its own (at all times exercising at least a reasonable degree of care in the protection of such Confidential Information). G-Force will restrict its employees' access to Your Confidential Information to only those employees necessary as determined in G-Force’s sole discretion to successfully provide the G-Force Service. G-Force may disclose Confidential Information on a need-to-know basis to its contractors who have executed written agreements requiring them to maintain such information in strict confidence and use it only to facilitate the performance of their services for G-Force in connection with the performance of this Agreement. Except for personal information within Your Data which is at all times understood to be Confidential Information notwithstanding anything to the contrary in these Terms, Confidential Information shall not include information that: (1) is known publicly; (2) is generally known in the industry before disclosure; (3) has become known publicly, without fault of the recipient, subsequent to disclosure by the disclosing party; or (4) the recipient becomes aware of from a third party not bound by non-disclosure obligations to the disclosing party and with the lawful right to disclose such information to the recipient. This Section will not be construed to prohibit the disclosure of Confidential Information to the extent that such disclosure is required by law or order of a court or other governmental authority. The parties agree to give the other party prompt notice of the receipt of any subpoena or other similar request for such disclosure.

5.2 Credit Card Information.

G-Force agrees that it will retain and store any provided credit card information only for the minimum amount of time required for business, legal and/or regulatory purposes, and will use standard industry practices to protect such information from unauthorized access, disclosure or use.

5.3 Use of Names in Marketing.

You may use G-Force’s and credentials in an appropriate and acceptable manner for Your standard marketing promotions, provided that You agree to cease or alter such use at G-Force’s request where such use is contrary to G-Force’s branding policies, could cause any brand confusion in the market or is otherwise objectionable to G-Force. Similarly, G-Force may use Your business name in an appropriate and acceptable manner for standard marketing promotions, provided that G-Force agrees to cease or alter such use at Your request where such use is contrary to Your branding policies, could cause any brand confusion in the market or is otherwise objectionable to You. Acceptable and standard marketing promotions include, but are not limited to: client listings, press releases, surveys, interviews, reputable business publications, television, and web site presentation and promotion, etc.

Article VI. Term & Termination

6.1 Standard Term.

Unless a different Term is specified in a signed Order Form between You and G-Force, the Initial Term of Your subscription to an G-Force Service will begin on the submission or execution of Your Order Form and shall continue on a month-to-month basis until the subscription is terminated as provided for in this Article 6.

6.2 Notice of Non-Renewal.

Either party may terminate the Subscription Term to an G-Force Service by providing prior written notice of non-renewal to the other party at least 30 days prior to the end of the then-current Subscription Term. G-Force’s termination rights are in addition to any termination or suspension rights it may have under these Terms or any incorporated policy.

6.3 Effect of Termination.

Upon termination of the Subscription Term, all Fees then due and payable to G-Force must be paid in full. The provisions of these Terms which by their nature are intended to survive expiration or termination, including but not limited to obligations concerning confidentiality, protection of intellectual property, indemnification and payment of unpaid Fees and expenses, shall survive any termination.

Article VII. Warranties, Limitation of Liability, and Indemnity

7.1 Limited Warranties.

By G-Force. G-Force warrants for a period of 30 days following their delivery that all Professional Services provided hereunder will be performed in a workmanlike manner, in substantial conformity with the professional standards for comparable services in the industry. For any material breach of this warranty timely reported by You, Your exclusive remedy shall be the re-performance of the deficient Professional Services, and if G-Force is unable to re-perform the deficient Professional Services as warranted, You shall be entitled to recover the portion of the Fees paid to G-Force for such deficient Professional Services, and such refund shall be G-Force’s entire liability.
By You. You warrant that Your business shall comply with these Terms and with all applicable federal, state and local laws and regulations, as well as all incorporated policies, in connection with Your use of the G-Force Service.
Third Party Hardware. All third party hardware, including but not limited to card readers, and other products included or sold with the G-Force Service are provided solely according to the warranty and other terms specified by the manufacturer, who is solely responsible for service and support for its product. For service, support, or warranty assistance, You should contact the manufacturer directly. G-FORCE MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO SUCH THIRD PARTY PRODUCTS, AND EXPRESSLY DISCLAIMS ANY WARRANTY OR CONDITION OF MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT WILL G-FORCE BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, OR COVER DAMAGES ARISING OUT OF YOUR USE OF OR INABILITY TO USE THIRD PARTY PRODUCTS OR ANY AMOUNT IN EXCESS OF THE AMOUNT PAID BY YOU FOR THE PRODUCT THAT GIVES RISE TO ANY CLAIM.EXCESS OF THE AMOUNT PAID BY YOU FOR THE PRODUCT THAT GIVES RISE TO ANY CLAIM.

7.2 G-Force Not Responsible for Third Party Content.

The G-Force Service may be bundled by third parties (including but not limited to G-Force marketing or content partners) with Third Party Content designed to facilitate use of the G-Force Service in certain market niches or to customize the G-Force Service for use by certain categories of target customers. To the extent that You either purchase the G-Force Service from such third parties, G-Force does not warrant in any manner and will not be responsible for such Third Party Content and You agree to look solely to the relevant third party provider (and not G-Force) if and to the extent that You have any complaints or issues relating to the Third Party Content or its interaction with an G-Force Service.

7.3 Payment Processing Services.

G-Force may use third party payment processing platforms. In order for You to use any of these payment processing services through G-Force’s offering, You may be required to register with the applicable processor(s) as a merchant. By accepting these Terms, You agree that You have reviewed the terms of use of the applicable third party payment processor(s) (the “Payment Processor Terms”) and agree to them. You also agree that, notwithstanding any such registration or acceptance of Payment Processor Terms, You are liable for all Fees You owe us under any Order Form, regardless of whether You use G-Force Payments or a different merchant processor. You acknowledge that failure to pay any Fees due under any account You have with us, is a breach of these Terms, and in such event You acknowledge we have the right to cancel or suspend access to the G-Force Service or Professional Services associated with any account we have with You or which is under Your control. We can set off any obligation You owe us, to the extent permitted by law, against any credit in any account we have with You or under Your control, and You will be liable for the costs we incur to pursue collections against You in order to collect any outstanding Fees, including without limitation attorneys’ and collection agency fees and expenses, and interest. G-Force is not a party to any Payment Processor Terms, and we have no obligations or liability to You under the Payment Processor Terms or for any services that any such payment processor provides to You.

7.4 Warranty Disclaimers.

EACH PARTY DISCLAIMS ALL OTHER WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, TITLE, UNINTERRUPTED SERVICE OR FITNESS FOR A PARTICULAR PURPOSE. YOU ACKNOWLEDGE THAT G-FORCE SPECIFICALLY DISCLAIMS ALL WARRANTIES RELATING TO THE G-FORCE SERVICE.

Indemnity. You agree to indemnify and hold G-force harmless from and defend G-Force against any third party or government claims, including all related damages, costs and expenses (including reasonable attorneys' fees), that arise due to Your violation of law or breach of these Terms, including any losses that result from claims You make that are prohibited under any provision of these Terms, such as the Limitation of Liability section below, or any other section.

7.6 Limitation of Liability.

IN NO EVENT WILL G-FORCE BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA, LOSS OF BUSINESS OR OTHER LOSS ARISING OUT OF OR RESULTING FROM THIS AGREEMENT EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING SHALL APPLY REGARDLESS OF WHETHER SUCH LIABILITY SOUNDS IN CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR ANY OTHER THEORY OF LEGAL LIABILITY. IN ADDITION, IN NO EVENT WILL G-FORCE'S CUMULATIVE LIABILITY UNDER THIS AGREEMENT EXCEED THE AMOUNT PAID BY YOU TO G-FORCE DURING THE SIX MONTH PERIOD PRECEDING THE ALLEGED LIABILITY EVENT.

Article VIII. General Provisions

8.1 Notice.

Notices to G-Force will only be effective when delivered to info@gforceacceleration.com. Alternatively, we may give You notice (a) by email or mail to the last known email or physical address that we have on record for You, which will be effective when we send it; or (b) via telephone, by calling the number we have on record for You, which will be effective when we talk with You. It is Your responsibility to keep all Your contact information current.

8.2 Assignment.

You do not have a right to assign these Terms without providing prior notice to and obtaining the consent of G-Force. Any purported assignment in violation of this Section shall be void. We can assign these Terms without Your consent.

8.3 Integration;

Modification. These Terms and any amendments thereto, along with the information incorporated into these Terms (including reference to information contained in a URL or referenced policy), together with any applicable Order Form, represent the parties' entire understanding relating to the G-Force Service, the G-Force Materials and the Professional Services, and supersede any prior or contemporaneous, conflicting or additional communications. We may modify all or parts of these Terms at any time. If we revise these Terms, the modified version will not be retroactive and will be effective and binding the day after we post the revised Terms. We will give You notice of material changes to our Terms, most likely via email, though we may instead give You notice by calling to discuss material changes with You. If You object to any changes we make to our Terms, You must give us notice within 10 days after the revised Terms are posted; in this event, Your continued use of the G-Force Service and Professional Services will continue to be governed by the Terms in effect prior to Your notice, provided that those Terms will remain in effect only until the expiration or earlier termination of Your then-current Subscription Term. If You don’t timely object to changes we make to these Terms by giving us notice as described above, Your continued access to or use of the G-Force Service means You have agreed to be bound by the most current version of these Terms which will govern our relationship with You as soon as they become effective. Since we might update these Terms from time to time or at any time, we suggest You review them occasionally and check the “Revised” date which will reflect the date the current version was posted.

8.4 Force Majeure.

Except for Your obligation to pay Fees, neither party will be responsible for failure of performance due to causes beyond its control.

8.5 Export.

You agree that U.S. export control laws and other applicable export and import laws govern Your use of the G-Force Service, including G-Force technology. You represent that You are neither a citizen of an embargoed country nor prohibited end user under applicable U.S. export or anti-terrorism laws, regulations and lists. You agree not to use or export, nor allow a third party to use or export, the G-Force Service or technology in any manner that would violate applicable law, including but not limited to applicable export and import control laws and regulations.

8.6 Severability.

If any provision of these Terms is determined to be illegal or unenforceable, that provision will be limited to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect.

8.7 Relationship of Parties.

No joint venture, partnership, employment, or agency relationship exists between G-Force and You as a result of these Terms or use of the G-Force Service.

8.8 Waiver.

The failure of either party to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by such party in writing.

Current as of December 14, 2023

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