TERMS OF SERVICE

IMPORTANT NOTICE:

This document contains a binding arbitration clause, waiver of jury clause, as well as a personal jurisdiction and governing law clause. Please read this document carefully, as your continuous use and access to Gemleads constitutes binding acceptance of these Terms and Conditions.

Your continuous usage and access to our Services (as specified below) are subject to these Terms of Service or related documents. Please read these Terms of Service carefully, as they inform you of (a) The Website’s reserved rights, (b) Basic Usage guidelines in respect to User Conduct, (c) Reserved rights in cases of breach of these Terms of Service, (d) The Services provided by Gemleads, and (e) Binding arbitration, personal jurisdiction, choice of law, and waiver clauses that you enter into.

You may contact us at any time with any questions in relation to these Terms of Service at [email protected]. Your continuous usage of our Website indicates your agreement with our Terms of Service and Privacy Policy, as included herein. Some of the Terms stated herein may reference other documents, such as our Privacy Policy. Other terms may be incorporated into these Terms of Service by means of reference. Our Service may use cookies. For more details on our Privacy Policy and Cookie Policy, please see our Privacy Policy.

By accessing and using our Website, you acknowledge that you have read, understood, and agreed to all terms and conditions outlined in this document, including any changes or updates made thereto. Your ongoing use of the Website constitutes acceptance of any future revisions or amendments to these Terms of Service.

References in these documents to:

• "Gemleads", "Website", "Service", "We", "Us" means Gemleads.com, or its Owner and Operator, where appropriate;
• "Operator" means Actjoval LLC, which is established under U.S. law, owning the right, title, and interest to Gemleads and its services. When entering into an agreement with the Service, you are entering into an agreement with Actjoval (LLC). You can find the Operator's contact details on our website.
• "Agreement" means the terms and conditions as detailed herein including all schedules, appendices, annexes, our Privacy Policy, other policies mentioned on the website, and will include the references to this agreement as amended, negated, supplemented, varied, or replaced from time to time.
• "Website Users", "User", "You", "Your" mean individuals or entities fulfilling Gemleads's eligibility criteria to enter into this Agreement with Gemleads;
• "Authorized User", "You" or "Your" (where appropriate) mean Users of Gemleads, with whom Gemleads has provided product(s) or service(s) under the terms and conditions contained herein;
• "Participant" means a party that interacts with our Provided Services as a result of that party's relationship with or in connection with You
• "Data", "Personal Data", "Information" or "Personal Information" means personally-identifiable information, such as (without exclusion) to: name, surname, address of residence, e-mail, telephone number, etc.
• "Services", "Website Services", "Provided Services" means the product(s) and/or service(s) provided by Gemleads towards Website Users.

1. Licensing Grant

For the purposes of visiting and using our Website's content and services, Gemleads hereby grants you a non-exclusive and non-transferable, revocable license limited to personal use. This license is further limited according to any Terms or Contract Gemleads stipulates with you. Applicable Licensing Terms may be displayed at an accessible place or visible to you on our Website.

You agree not to modify, copy, reproduce, republish, upload, post, transmit, or distribute any part of the Website or its content without express written permission from Gemleads. This license does not include the right to collect or use any product listings, descriptions, or prices; to make any derivative uses of the Website or its content; or to download or copy account information for the benefit of another merchant. Any unauthorized use terminates the permission or license granted by Gemleads. We reserve all rights not expressly granted to you.

2. Eligibility

2.1. General Eligibility Criteria

• In order to use our Services, you must have full capacity to enter into legally binding contracts under applicable law and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules, and regulations.
• Without limiting the foregoing, the website is not available to children (persons under the age of 18) or Users who have had their User account temporarily or permanently deactivated. By becoming a User and/or availing our Services, you represent and warrant that you are at least 18 years old and that you have the right, authority, and capacity to enter into and abide by the terms and conditions of this Agreement. You represent and warrant that you are at least 18 years old. Individuals under the age of 18 must at all times use our Services only in conjunction with and under the supervision of a parent or legal guardian who is at least 18 years of age. In this all cases, the adult is the user and is responsible for any and all activities. Our Website reserves the right to terminate and/or refuse to provide you with access to Gemleads Website if it is brought to our notice or if it is discovered that you are under the age of 18 years.
• If you are registering as a business entity, you represent that you have the authority to bind the entity to this User Agreement.
• We may, in our sole discretion, refuse to offer access to or use of the Gemleads website to any person or entity and change its eligibility criteria at any time.
• Users grant us an unlimited, irrevocable, royalty-free license to use, reproduce, display, edit, copy, transmit, publicly perform, create derivative works, or communicate to the public any content posted by Authorized Users on a worldwide basis, except in cases where the owner of the right has not given explicit permission towards the Authorized User for such works to be sublicensed.
• Users shall not take any actions that may undermine, disrupt, or manipulate the integrity of the User feedback system on the Website.
• You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account or any other breach of security
• Users must ensure that any information provided to us is accurate, complete, and up-to-date. We are not responsible for any issues or damages arising from inaccurate or outdated information provided by Users.

2.2. Separate Agreements

• The Users, Participants, or Third Parties using the “Our” Services hereby agree that Gemleads is not a contractual party to any negotiated, solemnized, or signed agreement that the Users, Participants, or Third Parties have entered into.
• The Service will not be responsible or liable for any aspect of the contractual relationship between the Users, Participants, or Third Parties whatsoever. The Users of the Service shall be bound by the terms as stated in these Terms of Service, our e-sign Terms of Service, Privacy Policy, and other binding agreements we might incorporate into these General Terms of Service by means of reference.

3. User Account

Users, for the purposes of visiting and browsing our Website, may or may not have a registered account. Please note that without having a valid User Account, some of our Website capabilities and functionalities may be limited. Some personal information will be required from you during the process of your User Account registration. The personal information that may be required from you includes your contact details (such as: name, e-mail address, shipping address, country/state, and telephone number). When dealing with Authorized Users, we may further include appropriate methods ensuring your identification as a student – for example, we may validate you by requesting your university-issued e-mail. Upon signing up for a User Account under this section, you hereby warrant and agree that you will enter and maintain your User Account’s information truthful, non-misleading, complete, accurate, and up-to-date. We will send you an e-mail confirmation for your User Account registration. Upon your confirmation of your registration (via the sent link in our e-mail confirmation), your User Account will be created. Please select a password that you will keep outside the reach of third parties or minors. If you believe that your User Account has been breached or used without your previous permission, please contact us immediately.

Users are responsible for all activities that occur under their User Account, including any transactions made. We reserve the right to suspend or terminate accounts that are in violation of these Terms or deemed inappropriate at our discretion.

4. Usage Guidelines

Our User community is expected to adhere to widely accepted behavior standards while accessing our online platform. By agreeing to these terms, you commit to utilizing this Website and its content in a reasonable manner, refraining from any actions that could impair the performance or functionality of the Website. Additionally, owners of User Accounts must refrain from causing any disturbances or hindrances that might impede other Users from accessing the products and services offered by this Website. The content available on this Website is safeguarded by intellectual property laws, and Gemleads holds ownership rights over the content sold on the Website.

Your User Account is intended solely for your personal use. It is imperative to keep your User Account credentials confidential to prevent unauthorized access. In the event of a security breach concerning your account, it is mandatory to notify us promptly. As a User of our Website, you are prohibited from engaging in any unacceptable behavior, including but not limited to:

• Creating liability for us or causing us to lose the services of our internet service providers (ISPs) or other suppliers;
• Offering, attempting to offer, trading, or attempting to trade in any item prohibited or restricted under applicable laws, rules, regulations, or guidelines;
• Employing any automated or manual means to access, acquire, copy, or monitor any portion of the Website or its content without authorization;
• Attempting to gain unauthorized access to any part of the Website or its connected systems through hacking or any other illegitimate means;
• Probing, scanning, or testing the vulnerability of the Website or its network, or breaching its security measures;
• Making any negative, denigrating, or defamatory statements about us or engaging in conduct that may tarnish the image or reputation of our Website;
• Interfering with the proper functioning of the Website or any transactions being conducted on it;
• Manipulating identifiers to disguise the origin of any communication sent through the Website;
• Using the Website or its content for unlawful purposes or activities that infringe upon the rights of others; and transmitting unlawful, threatening, abusive, offensive, discriminatory, defamatory, or hateful content.

5. Services Provided by Us

Our services are designed to facilitate advertising, lead generation, and sale of products listed by sellers “As Is”. The Service operator provides users with various tools and services, including:

• AI Tools: Subscribed users are provided with AI-powered tools to be used to produce engaging blog posts, social media updates, and product descriptions quickly and easily. This time-saving aspect allows marketers to focus on other essential tasks such as strategic planning, campaign analysis, and expanding their lead generation activities. These tools are the property of the Service and should be used in accordance with the Terms specified herein.
• Video Capture Page: We provide our users with a video capture page for visual presentations in the process of generating leads. It is the responsibility of the agent and/or any user dealing with regulated products to follow NAIC and state advertising regulations and ensure that they are providing accurate and truthful information to consumers and will hold us harmless for any consequences resulting from their presentation materials.

6. Subscription Plans

The individual prices, features and options of Services rendered by Gemleads depend on the subscription plans an Authorized User selects and purchases from the Website. Gemleads reserves the right to discontinue any offered services at any time, and reserves to change the prices and Terms of individual Subscription Plans in its own discretion, with or without prior notice. Charges for pre-paid subscription plans will be billed to the Authorized User in advance and the user may upgrade, downgrade or cancel at any time. In the case of cancellation any refunds will be based on a pro-rata system.

7. Intellectual Property Rights

All content on Gemleads, including but not limited to text, graphics, logos, images, audio clips, video clips, data compilations, and software, is the property of Gemleads or its content suppliers and is protected by international copyright, trademark, and other intellectual property laws. Unauthorized use of any content on Gemleads is strictly prohibited.

8. Limitation of Liability

Gemleads and its Operator shall not be liable for any direct, indirect, incidental, consequential, or punitive damages arising from the use or inability to use the Website or its services. This limitation of liability applies to any damages or injury caused by any failure of performance, error, omission, interruption, defect, delay in operation or transmission, computer virus, or line failure.

9. Indemnification

You agree to indemnify, defend, and hold harmless Gemleads, its Operator, affiliates, officers, directors, employees, agents, licensors, and suppliers from and against all claims, losses, expenses, damages, and costs, including reasonable attorneys' fees, arising out of or relating to your use of the Website, your violation of these Terms, or your infringement of any intellectual property or other rights of any third party.

10. Termination

Gemleads reserves the right to terminate or suspend your access to the Website and its services, with or without notice, for any reason, including but not limited to, breach of these Terms. Upon termination, your right to use the Website and its services will immediately cease.

11. Dispute Resolution

Any disputes arising out of or relating to these Terms or your use of the Website shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall take place in the State of Georgia, United States, and the arbitrator's decision shall be final and binding. Each party shall bear its own costs and expenses of arbitration.
You agree that any arbitration proceedings will be conducted on an individual basis and not as part of a class action or collective proceeding. The arbitrator shall have no authority to award punitive or consequential damages.

12. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Georgia, United States, without regard to its conflict of law principles. Any legal action or proceeding arising out of or relating to these Terms shall be brought exclusively in the courts of the State of Georgia, and you hereby consent to the personal jurisdiction of such courts.

13. Changes to the Terms of Service

Gemleads reserves the right to modify or amend these Terms at any time. Any changes to these Terms will be posted on the Website and will be effective immediately upon posting. Your continued use of the Website and its services following the posting of changes constituctes your acceptance of such changes.

14. Disclaimer

The materials on Gemleads's website are provided on an 'as is' basis. Gemleads makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties including, without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights. Further, Gemleads does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on its website or otherwise relating to such materials or on any sites linked to this site.

15. Contact Information

If you have any questions or concerns about these Terms, please contact us at: