Terms of Service

Last modified May 21st, 2020.

Welcome to TurnkeyWebsiteSolutions.com, a website provided by Turnkey Website Solutions. Turnkey Website Solutions is a division of Media Arts Group Inc. (hereinafter referred to as “Media Arts Group”, ”Turnkey”, “we”, “our”, or “us”).

This page explains the terms by which you may access and use our online services and software provided on or in connection with TurnkeyWebsiteSolutions.com. By accessing or using Turnkey, or by clicking a button or checking a box marked “I Agree” (or something similar), you signify that you have read and understood, and agree to be bound by these Terms and Conditions (this “Agreement”) as outlined below and to the collection and use of your information as set forth in our Privacy Policy, whether or not you are a registered user of Turnkey. Media Arts Group reserves the right to modify these terms and will provide notice of these changes as described below. This Agreement applies to all visitors, users, and others who access Turnkey (“Users”).

  2. Turnkey provides Users with personalized websites and marketing tools to promote products and services to current and prospective customers (collectively, “Customers”) through a cloud-based platform that hosts, manages and monitors your website.
    1. Eligibility
    2. This is a contract between you and Media Arts Group. You must read and agree to these terms before using Turnkey. If you do not agree to the terms and conditions of this Agreement, you do not have our permission to use Turnkey. You may use Turnkey only if you can form a binding contract with Media Arts Group, and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations. Any use or access to Turnkey by anyone under eighteen (18) years of age is strictly prohibited and in violation of this Agreement. Turnkey is not available to any Users previously removed from Turnkey by Media Arts Group.
    3. Limited License
    4. Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use Turnkey as permitted by the features of Turnkey. Media Arts Group reserves all rights not expressly granted herein in Turnkey and the Media Arts Group Content (as defined below). Media Arts Group may terminate this license at any time for any reason or no reason.
    5. Turnkey Accounts
    6. Your account on Turnkey (your “Turnkey Account”) gives you access to the services and functionality that we may establish and maintain from time to time and in our sole discretion. We may maintain different types of Turnkey Accounts for different types of Users. If you open or are provided with a Turnkey Account on behalf of a company, organization, or other entity, then: (i) “you” includes you and that entity; and (ii) you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to this Agreement, and that you agree to this Agreement on the entity’s behalf. By connecting your Turnkey website with a third party service, you give us permission to access and use your information from that service as permitted by that service, and to store your log-in credentials for that service.
    7. You may never use another User’s Turnkey Account without permission. When creating your Turnkey Account, you must provide accurate and complete information, and you must keep this information up to date. You are solely responsible for the activity that occurs on your Turnkey Account, and you must keep your Turnkey Account password secure. We encourage you to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your Turnkey Account. You must notify Turnkey immediately of any breach of security or unauthorized use of your Turnkey Account. Media Arts Group will not be liable for any losses caused by any unauthorized use of your Turnkey Account.
    8. You may control your User profile and how you interact with Turnkey by contacting a Turnkey representative via the contact methods posted on our Contact Us page. By providing Turnkey your email address you consent to our using the email address to send you Turnkey-related notices, including any notices required by law, in lieu of communication by postal mail. With your consent, we may also use your email address to send you other messages, such as changes to features of Turnkey and special offers. If you do not want to receive such email messages, you may opt out by clicking on the unsubscribe link on the bottom of our emails. Opting out may prevent you from receiving email messages regarding updates, improvements, or offers.
    9. System Access
    10. You may choose to allow Media Arts Group to automatically retrieve data from your website or third party systems or services on your behalf. You hereby represent and warrant that you have the permission, authority, and rights to allow Media Arts Group to so automatically access such system(s) and services and you hereby grant Media Arts Group permission to access such system(s) and services and retrieve Customer Data (as defined below). Media Arts Group disclaims any and all liability associated with accessing and retrieving Customer Data from such system(s) and services on your or your Subscribing Organization’s behalf. In order to connect your Turnkey website with any third party service, you hereby designate Media Arts Group as your agent and attorney-in-fact in connection with such service and further authorize us to: (a) store your Customer Data relating to such service; (b) access such service using Customer Data you provide us; (c) use any materials you provide us in order to provide you Turnkey; (d) gather and export from such service any Customer Data reasonably necessary for us to provide Turnkey to you; and (e) otherwise take any action in connection with such service as is reasonably necessary for us to provide Turnkey to you. You agree that those third party service providers are entitled to rely on the foregoing authorization, agency, and power of attorney granted by you. If at any time you do not have the right and authority to allow Media Arts Group automatic access to such system(s), then you hereby agree to immediately disable such functionality within your Turnkey Account.
    1. Prohibited on Turnkey
    2. It’s simple; don’t use your Turnkey website to do anything illegal, harmful or spammy. By spammy we mean the definition outlined at Spamhaus.
    3. Specifically you agree not to: (a) upload or transmit pornographic, threatening, embarrassing, hateful, racially or ethnically insulting, libelous, illegal, or otherwise inappropriate content; (b) except where expressly permitted, you may not use your Turnkey website to engage in spamming, “chain letters”, “pyramid schemes”, advertisement of illegal or controlled products or services, or other advertising or marketing activities that violate this Agreement, the Privacy Policy or any applicable laws, regulations or generally-accepted advertising or marketing industry guidelines; (c) use your Turnkey website in any manner that infringes, violates or misappropriates any third party’s intellectual property or proprietary rights; (d) use your Turnkey website in any manner that is misleading, deceptive or fraudulent or otherwise illegal or promotes illegal activities, including engaging in phishing or otherwise obtaining financial or other personal information in a misleading manner or for fraudulent or misleading purposes; (e) use your Turnkey website in any manner that is libelous or defamatory, or that is otherwise threatening, abusive, violent, harassing, malicious or harmful to any person or entity, or is invasive of another’s privacy; (f) use your Turnkey website in any manner that is harmful to minors in any way; (g) use your Turnkey website in any manner that is hateful or discriminatory based on race, color, gender, gender identity, religion, nationality, ethnic or national origin, marital status, disability, sexual orientation or age or is otherwise objectionable, as reasonably determined by Media Arts Group; (h) use your Turnkey website in any manner that in our sole discretion could damage, disable, overburden, or impair it; (i) use your Turnkey website in any manner that constitutes or contains any form of advertising or solicitation to users who have requested not to be contacted about other services, products or commercial interests; (j) attempt to gain unauthorized access to Turnkey, its website or its services, other Turnkey Accounts, computer systems or networks connected to Turnkey, or any part of them, through hacking, password mining or any other means or interfere or attempt to interfere with the proper working of Turnkey or any activities conducted on Turnkey; (k) modify Turnkey in any manner or form, or use modified versions of Turnkey, including but not limited to for the purpose of obtaining unauthorized access to Turnkey; (l) use any robot, spider, scraper, or other automated means to access Turnkey for any purpose without our express written permission, or bypass any measures we may use to prevent or restrict access to Turnkey; (m) impersonate another person or access another User’s Turnkey Account without that User’s permission or to violate any contractual or fiduciary relationships; (n) share Turnkey-issued passwords with any third party or encourage any other User to do so; (o) misrepresent the source, identity, or content of Customer Data; (p) modify, adapt, translate or create derivative works based upon Turnkey; (q) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of Turnkey, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation; (r) rent, lease, loan, resell, sublicense, distribute or otherwise transfer your Turnkey Account and its corresponding website to any third party; provide time sharing or similar services for any third party; or use your Turnkey Account for any purpose other than your own internal business use; (s) remove, circumvent, disable, damage or otherwise interfere with security-related features of Turnkey, features that prevent or restrict use or copying of any content accessible through Turnkey, or features that enforce limitations on use of Turnkey; (t) access Turnkey if you are a direct competitor of Media Arts Group, except with Media Arts Group’s prior written consent, or for any other competitive purposes; or (u) collect or harvest any personally identifiable information, including account names, from Turnkey; (v) be based in any country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist-supporting” country.
    4. Changes to Turnkey
    5. We may, without prior notice: (i) change Turnkey; (ii) stop providing Turnkey or features of Turnkey, to you or to Users generally; or (iii) create usage limits for Turnkey. We may permanently or temporarily terminate or suspend your access to Turnkey and its services without notice and liability for any reason, including if in our sole determination you violate any provision of this Agreement, or for no reason. Upon termination for any reason or no reason, you continue to be bound by this Agreement.
  6. Some areas of Turnkey allow Users to submit, provide, or otherwise make available content such as marketing materials, videos, images, music, text, comments, questions, and other content or information (any such materials a User submits, provides, or otherwise makes available on Turnkey is referred to as “User Content”).
  7. We claim no ownership rights over User Content created by you. The User Content you create remains yours.
  8. By submitting, providing, or otherwise making available any User Content on or through Turnkey, you expressly grant, and you represent and warrant that you have all rights necessary to grant, to Media Arts Group a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works of all such User Content and your name, voice, and/or likeness as contained in your User Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with Turnkey, including without limitation for promoting and redistributing part or all of Turnkey (and derivative works thereof) in any media formats and through any media channels and for the limited purposes described in our Privacy Policy.
  9. For the purposes of this Agreement, “Intellectual Property Rights” means any and all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.
  10. In connection with your User Content, you affirm, represent and warrant the following:
    1. You have the written consent of each and every identifiable natural person in the User Content, if any, to use such person’s name or likeness in the manner contemplated by Turnkey and this Agreement, and each such person has released you from any liability that may arise in relation to such use.
    2. You have obtained and are solely responsible for obtaining all consents as may be required by law to post any User Content relating to third parties.
    3. Your User Content and Media Arts Group’s use thereof as contemplated by this Agreement and Turnkey will not violate any law or infringe any rights of any third party, including but not limited to any Intellectual Property Rights and privacy rights.
    4. Media Arts Group may exercise the rights to your User Content granted under this Agreement without liability for payment of any guild fees, residuals, payments, fees, or royalties payable under any collective bargaining agreement or otherwise.
    5. To the best of your knowledge, all your User Content and other information that you provide to us is truthful and accurate.
  11. Media Arts Group takes no responsibility and assumes no liability for any User Content that you or any other User submits, provides or otherwise makes available over Turnkey. You shall be solely responsible for your User Content and the consequences of submitting it, providing it, or otherwise making it available on Turnkey, and you agree that we are only acting as a passive conduit for your online distribution and publication of your User Content.
    1. Customer Data
    2. As part of Turnkey, we may gain access to certain Personal Data (as defined below), business data and other information related to your current and potential Customers, including (without limitation) subscriber lists and business lead entries (collectively, “Customer Data”).
    3. Use of Customer Data
    4. By us gaining access to Customer Data, you hereby grant, and represent and warrant that you have all rights necessary to grant, all rights and licenses to the Customer Data required for Media Arts Group and its third party service providers and subcontractors to provide Turnkey. Media Arts Group shall have no right to sublicense or resell Customer Data, except however, that you agree that Media Arts Group may collect, analyze, and use data derived from Customer Data (including without limitation Personal Data) and/or information collected from or about an individual but which does not identify the individual personally for purposes of operating, analyzing, improving, or marketing Turnkey and any related services. If Media Arts Group shares or publicly discloses information (e.g., in marketing materials, or in application development) that is derived from Customer Data, such data will be aggregated or anonymized such that a specific individual is no longer identifiable. You further agree that Media Arts Group will have the right, both during and after the term of this Agreement, to use, store, transmit, distribute, modify, copy, display, sublicense, and create derivative works of the anonymized, aggregated data. You may request that Media Arts Group delete Customer Data at any time, but agree that Media Arts Group will have no obligation to delete information or data which is de-identified and does not reasonably identify any individual or you.
    5. Your Responsibilities for Customer Data
    6. In connection with Customer Data, you hereby represent, warrant, and agree that: (a) you have obtained the Customer Data lawfully, and the Customer Data does not and will not violate any applicable laws or any person or entity’s proprietary or intellectual property rights; (b) the Customer Data is free of all viruses, Trojan horses, and other elements that could interrupt or harm the systems or software used by Media Arts Group or its third party service providers or its subcontractors to provide Turnkey; (c) you are solely responsible for ensuring compliance with all privacy laws in all jurisdictions that may apply to Customer Data provided hereunder; (d) Media Arts Group may exercise the rights in Customer Data granted hereunder without liability or cost to any third party; and (e) the Customer Data complies with the terms of these Terms. For purposes of clarity, Media Arts Group takes no responsibility and assumes no liability for any Customer Data, and you will be solely responsible for the Customer Data and the consequences of sharing it hereunder. You may not submit, or cause to be submitted, any Customer Data that includes a social security number, passport number, driver’s license number, or similar identifier, credit card or debit card number, employment, financial or health information, or any other information which may be subject to specific data privacy and security laws including, but not limited to, the Gramm-Leach-Bliley Act (GLBA), Children’s Online Privacy Protection Act (COPPA) or the Health Insurance Portability and Accountability Act (HIPAA), or which could give rise to notification obligations under data breach notification laws, without our prior written approval.
    7. Security Incidents
    8. In the event that Customer Data is disclosed to or accessed by an unauthorized party, Media Arts Group will promptly notify you and use reasonable efforts to cooperate with your investigation of the incident. In the event we have a reasonable, good faith belief that an unauthorized party has accessed Customer Data, we will promptly notify you and will use reasonable efforts to cooperate with your investigation of the incident. If such incident triggers any third party notice requirements, you (not Media Arts Group) shall be solely responsible for the timing, content, cost and method of any such notice and compliance with applicable laws. You (not Media Arts Group) bears sole responsibility for adequate security, protection and backup of Customer Data when in your or your representatives’ or agents’ possession or control. We are not responsible, and you are fully responsible, for what your authorized Users do with Customer Data.
    9. No Responsibility for Backups
    10. Media Arts Group will not be responsible for any backup, recovery or other steps required to ensure that Customer Data is recoverable in the case of data loss. You are solely responsible for backing up your Customer Data on a regular basis, and taking appropriate steps to safeguard and ensure the integrity of your Customer Data.
    11. Rights to Customer Data
    12. You own all right, title and interest (including all Intellectual Property Rights) in and to Customer Data.
  14. Except for your User Content, Turnkey and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and User Content belonging to other Users (the “Media Arts Group Content”), and all Intellectual Property Rights related thereto, are the exclusive property of Media Arts Group and its licensors (including other Users who post User Content to Turnkey). Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any Media Arts Group Content. Use of the Media Arts Group Content for any purpose not expressly permitted by this Agreement is strictly prohibited.
  15. You may choose to or we may invite you to submit comments or ideas about Turnkey, including without limitation about how to improve Turnkey or our services (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Media Arts Group under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Media Arts Group does not waive any rights to use similar or related ideas previously known to Media Arts Group, or developed by its employees, or obtained from sources other than you.
    1. Fees
    2. We will charge you fees (“Fees”) for your use of Turnkey’s products and services. You agree to pay any and all Fees specified in an ordering document (“Ordering Document”) or online order for your access and use of Turnkey’s products and services. Your Fees are based on the number of websites and service add-ons you order. For the most current information about our pricing and payment terms, please review our Pricing and Payment Terms, which are incorporated by reference herein. Media Arts Group may add new products and services for additional fees and charges, and add or amend fees and charges for existing products and services, at any time at our sole discretion. If we add or amend our Fees, we will update our Pricing and Payment Terms. Any change to our Pricing and Payment Terms shall become effective in the billing cycle following notice of such change to you as provided in this Agreement; provided however that if we have offered a specific duration and Fees for your use of Turnkey, we agree that the Fees will remain in force for that duration.
    3. Continuous Subscription Services; Automatic Billing and Policies
    4. Certain Turnkey products and services are on an automatically renewing subscription basis. YOUR TURNKEY SUBSCRIPTION WILL COMMENCE UPON THE EFFECTIVE DATE OF THE ORDERING DOCUMENT AND WILL AUTOMATICALLY RENEW AT THE END OF YOUR SUBSCRIPTION TERM IDENTIFIED IN YOUR ORDERING DOCUMENT FOR SUBSEQUENT TERMS EQUAL IN LENGTH TO THE INITIAL SUBSCRIPTION TERM (EACH A “SUBSCRIPTION TERM”) UNLESS AND UNTIL YOU CANCEL YOUR TURNKEY SUBSCRIPTION IN ACCORDANCE WITH THE CANCELLATION PROCEDURES IDENTIFIED BELOW IN THIS AGREEMENT. When you purchase a Turnkey subscription product or service, you expressly acknowledge and agree that: (1) Media Arts Group is authorized to charge you at the beginning of each Subscription Term the Fees identified in an Ordering Document, any applicable taxes, and any other charges you may incur in connection with your use of Turnkey, for as long as your subscription continues; and (2) your subscription is continuous until you cancel it or Turnkey is suspended, discontinued or terminated in accordance with this Agreement. You acknowledge and agree that the amount billed may vary due to promotional offers, changes in your subscription plan, changes in applicable taxes, and changes in Fees in accordance with our Pricing and Payment Terms and you authorize us to charge your payment method for the changed amounts.
    5. Cancellation; Refunds
    6. You may cancel your Turnkey Account and/or the Turnkey services at any time, and you will continue to have access to your Turnkey Account and the Turnkey services through the end of your billing period; however, there are no refunds for cancellation. If you cancel your Turnkey Account, your Turnkey Account and the Turnkey services will automatically terminate at the end of your current Subscription Term. To cancel the Turnkey services, you must notify us at least three (3) business days before the start of the next Subscription Term using the appropriate functionalities of Turnkey or by emailing support@turnkeywebsitesolutions.com. In the event that Media Arts Group suspends or terminates your Turnkey Account or this Agreement for your breach of this Agreement, you understand and agree that you shall receive no refund or exchange for any unused time on a subscription, or any content or data associated with your Turnkey Account once offline. To the extent there is a conflict or inconsistency between this Section and separate terms and conditions between you and Turnkey with respect to any refunds, downgrades, term length and pricing, such separate terms and conditions shall control.
    7. Payment Information; Taxes
    8. Our third party payment processors will charge your Fees and any other charges you may incur to the payment method you identify in an Ordering Document. All information that you provide in connection with a purchase or transaction or other monetary transaction interaction with Turnkey must be accurate, complete, and current. You may change your payment method by emailing support@turnkeywebsitesolutions.com. You agree to pay all charges incurred by users of your credit card, debit card, or other payment method used in connection with a purchase or transaction or other monetary transaction interaction with Turnkey at the prices in effect when such charges are incurred. If we are unsuccessful in charging your payment method and we have still not received payment within seven (7) days after informing you, we may (without liability to you) suspend or temporarily disable all or part of your access to Turnkey’s services and we shall be under no obligation to provide any or all of Turnkey’s services while the Fees concerned remain unpaid. This does not affect any other rights and remedies available to us. You will pay any and all applicable taxes, if any, relating to any such payments of Fees, purchases, transactions or other monetary transactions.
  18. We care about the privacy of our Users. You understand that by using Turnkey you consent to the collection, use and disclosure of your personally identifiable information and aggregate and/or anonymized data as set forth in our Privacy Policy, and to have your personally identifiable information collected, used, transferred to and processed in Canada. IF YOU CREATE OR USE YOUR OWN PRIVACY POLICY OR STATEMENT FOR YOUR BUSINESS IN CONNECTION WITH THE USE OF THE SERVICES, YOU HEREBY ACKNOWLEDGE AND AGREE TO INCLUDE IN SUCH PRIVACY POLICY OR STATEMENT, A DISCLOSURE WITH RESPECT TO OUR COLLECTION, USE AND DISCLOSURE OF PERSONALLY IDENTIFIABLE INFORMATION OF YOUR CUSTOMERS DISCLOSED TO US THAT IS CONSISTENT AND IN ACCORDANCE WITH OUR PRIVACY POLICY, INCLUDING WITH RESPECT TO THE POTENTIAL DISCLOSURE OF SUCH INFORMATION TO THIRD PARTY PARTNERS.
  20. Media Arts Group uses commercially reasonable physical, managerial, and technical safeguards to preserve the integrity and security of your personal information and implement your privacy settings. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
  22. Turnkey may contain links to third party materials that are not owned or controlled by Media Arts Group. Media Arts Group does not endorse or assume any responsibility for any such third party sites, information, materials, products, or services. If you access a third party website or service from Turnkey or share your User Content on or through any third party website or service, you do so at your own risk, and you understand that this Agreement and Media Arts Group’s Privacy Policy do not apply to your use of such sites. You expressly relieve Media Arts Group from any and all liability arising from your use of any third party website, service, or content, including without limitation User Content submitted by other Users.
  24. You agree to defend, indemnify and hold harmless Media Arts Group and its subsidiaries, divisions, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (a) your use of and access to Turnkey, including any data or content transmitted or received by you; (b) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above; (c) your violation of any third party right, including without limitation any right of privacy or Intellectual Property Rights; (d) your violation of any applicable law, rule or regulation; (e) User Content or any content that is submitted via your Turnkey Account including without limitation misleading, false, or inaccurate information; (f) your willful misconduct; or (g) any other party’s access and use of Turnkey with your unique username, password or other appropriate security code.
  26. Turnkey is provided on an “as is” and “as available” basis. Use of Turnkey is at your own risk. To the maximum extent permitted by applicable law, Turnkey is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement. No advice or information, whether oral or written, obtained by you from Media Arts Group or through Turnkey will create any warranty not expressly stated herein. Without limiting the foregoing, Media Arts Group, its subsidiaries, its divisions, its affiliates, and its licensors do not warrant that the content is accurate, reliable or correct; that Turnkey will meet your requirements; that Turnkey will be available at any particular time or location, uninterrupted or secure; that any defects or errors will be corrected; or that Turnkey is free of viruses or other harmful components. Any content downloaded or otherwise obtained through the use of Turnkey is downloaded at your own risk and you will be solely responsible for any damage to your computer system or mobile device or loss of data that results from such download or your use of Turnkey.
  27. Further, Media Arts Group does not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party through Turnkey or any hyperlinked website or service, and Media Arts Group will not be a party to or in any way monitor any transaction between you and third party providers of products or services.
  28. Federal law, some states, provinces and other jurisdictions do not allow the exclusion and limitations of certain implied warranties, so the above exclusions may not apply to you. This Agreement gives you specific legal rights, and you may also have other rights which vary from state to state. The disclaimers and exclusions under this Agreement will not apply to the extent prohibited by applicable law.
  30. To the maximum extent permitted by applicable law, in no event shall Media Arts Group, its affiliates, agents, directors, employees, suppliers or licensors be liable for any indirect, punitive, incidental, special, consequential or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data or other intangible losses, arising out of or relating to the use of, or inability to use, Turnkey. Under no circumstances will Media Arts Group be responsible for any damage, loss or injury resulting from hacking, tampering or other unauthorized access or use of Turnkey or your account or the information contained therein.
  31. To the maximum extent permitted by applicable law, Media Arts Group assumes no liability or responsibility for any (i) errors, mistakes, or inaccuracies of content; (ii) personal injury or property damage, of any nature whatsoever, resulting from your access to or use of our service; (iii) any unauthorized access to or use of our secure servers and/or any and all personal information stored therein; (iv) any interruption or cessation of transmission to or from Turnkey; (v) any bugs, viruses, trojan horses, or the like that may be transmitted to or through our service by any third party; (vi) any errors or omissions in any content or for any loss or damage incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available through Turnkey; and/or (vii) User Content or the defamatory, offensive, or illegal conduct of any third party. In no event shall Media Arts Group, its affiliates, agents, directors, employees, suppliers, or licensors be liable to you for any claims, proceedings, liabilities, obligations, damages, losses or costs in an amount exceeding the amount you paid to Media Arts Group hereunder or $100.00, whichever is greater.
  32. This limitation of liability section applies whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if Media Arts Group has been advised of the possibility of such damage.
  33. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you. This Agreement gives you specific legal rights, and you may also have other rights which vary from state to state. The disclaimers, exclusions, and limitations of liability under this Agreement will not apply to the extent prohibited by applicable law.
    1. Governing Law
    2. You agree that: (i) Turnkey shall be deemed solely based in Ontario; and (ii) Turnkey shall be deemed a passive service that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than Ontario. This Agreement shall be governed by the internal substantive laws of the Province of Ontario, without respect to its conflict of laws principles. The parties acknowledge that this Agreement evidences a transaction involving interprovincial and interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of this Agreement shall be governed by the laws of the province of Ontario. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of the provincial courts located in Toronto, Ontario for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below, including any provisional relief required to prevent irreparable harm. You agree that Toronto, Ontario is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that the arbitration provision below is found to be unenforceable.
    3. Arbitration
    4. Read this section carefully because it requires the parties to arbitrate their disputes and limits the manner in which you can seek relief from Media Arts Group. For any dispute with Media Arts Group, you agree to first contact us at support@turnkeywebsitesolutions.com and attempt to resolve the dispute with us informally. In the unlikely event that Media Arts Group has not been able to resolve a dispute it has with you after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by JAMS, under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. JAMS may be contacted at www.jamsadr.com. The arbitration will be conducted in Toronto, Ontario, unless you and Media Arts Group agree otherwise. If you are using Turnkey for commercial purposes, each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses. If you are an individual using Turnkey for non-commercial purposes: (i) JAMS may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from JAMS; (ii) the award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney’s fees, and your reasonable costs for expert and other witnesses; and (iii) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Media Arts Group from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, Intellectual Property Rights or other proprietary rights.
    5. Class Action/Jury Trial Waiver
    6. With respect to all persons and entities, regardless of whether they have obtained or used Turnkey for personal, commercial or other purposes, all Claims must be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class action, collective action, private attorney general action or other representative proceeding. This waiver applies to class arbitration, and, unless we agree otherwise, the arbitrator may not consolidate more than one person’s Claims. You agree that, by entering into this Agreement, you and Media Arts Group are each waiving the right to a trial by jury or to participate in a class action, collective action, private attorney general action, or other representative proceeding of any kind.
    7. Limitation on Claims
    8. You and Media Arts Group agree that any cause of action arising out of or related to Turnkey and/or your use thereof must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
    1. Assignment
    2. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be transferred or assigned by Media Arts Group without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
    3. Notification Procedures and Changes to the Agreement
    4. Media Arts Group may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as determined by Media Arts Group in our sole discretion. Media Arts Group reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in this Agreement. Media Arts Group is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. Media Arts Group may, in its sole discretion, modify or update this Agreement from time to time, and so you should review this page periodically. When we change the Agreement in a material manner, we will update the ‘last modified’ date at the top of this page and notify you that material changes have been made to the Agreement. Your continued use of Turnkey after any such change constitutes your acceptance of the new Terms and Conditions. If you do not agree to any of these terms or any future Terms and Conditions, do not use or access (or continue to access) Turnkey.
    5. No Waiver
    6. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Media Arts Group’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
    7. Contact
    8. Please contact us at support@turnkeywebsitesolutions.com with any questions regarding this Agreement.
    9. Disclosures; California Residents
    10. The provider of services is Media Arts Group Inc. If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210 or (916) 445-1254.
    11. Entire Agreement/Severability
    12. This Agreement, together with any amendments and any additional agreements you may enter into with Media Arts Group in connection with Turnkey, shall constitute the entire agreement between you and Media Arts Group concerning Turnkey. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect, except that in the event of unenforceability of the universal Class Action/Jury Trial Waiver, the entire arbitration agreement shall be unenforceable.