Terms and Conditions for Online Membership

These Terms and Conditions (“Terms”) govern your use of the online membership (“Membership”) provided by Gorilla 76, LLC, a Missouri Limited Liability Company (“Company”). By accepting these Terms, you, the user, (“You”) agree to be bound by these Terms. If you disagree with any part of these Terms, You may not access the membership. Your access to the memberships constitutes acceptance of these Terms. Your access is a condition of acceptance of these Terms. Many organizations, such as businesses, non-profits, and schools, take advantage of our Memberships. To use our services on behalf of an organization, you agree that you are an authorized representative of that organization, and the organization agrees to these Terms.

1. Memberships

1.1. Base Membership: The base membership is free of charge and provides limited access to certain features and services offered by the Company. Features included in the base membership can be found here.

1.2. Pro Membership: The pro membership provides enhanced features and services beyond those available in the base membership (“Pro Membership”). The Pro Membership is available for a monthly or annual fee. Features included in the pro membership can be found here.

1.3. Payment: By subscribing to the Pro Membership, You agree to pay the applicable subscription You select at checkout. Payments are non-refundable. If you choose to cancel your Pro Membership, no further charges will be incurred.

1.4. Auto Draft: Payment for Your membership will be withdrawn automatically on the first day of each month. You must keep an active credit card on file. Failure to do so will result in a down grade to the base membership and all access to the Pro Membership will be revoked.

1.5. Payment Failure: If payment fails for any reason, the platform may try to rerun run the payment automatically. You will then be notified of the failed payment. If You do not remedy the failed payment, then You will be downgraded to the base membership.

1.6. Free Trial: From time to time, the Company may offer a free 14-day trial of the Pro Membership. During the trial period, you will have access to all features and services available to members of the Pro membership. At the end of the trial period, your subscription will automatically convert to a paid Pro Membership unless you cancel before the trial period ends.

2. Additional Terms for Online Membership

2.1. Messaging Boards and Group Calls: You acknowledge and agree that any information, messages, or content shared on the messaging boards or during group calls within the membership may be accessible to other members and the Company. Therefore, you should exercise caution when sharing sensitive or confidential information as it may be shared outside of the group at no fault of Company. By participating you give up any right that you or your organization may have to privacy or confidentiality.

2.2. Access to the Platform: The Company hosts the membership material on third party software. As such, Company has no control over the security, accessibility or data that is transmitted, used to access, or otherwise available on the platform. You access the platform at your own risk.

2.3. Platform Terms: The Company hosts the membership and access to such on Circle.io (“Circle”). Company has no control or ownership over Circle. Your use of the platform is subject to Circle’s terms and conditions. By accessing the membership, you have agreed to Circle’s terms. Please review Circle’s Privacy Policy and Terms of Service. Please note Circle may change their terms from time to time. You are solely responsible for reviewing updated terms and privacy policies.

3. Confidentiality, Proper Conduct, and Intellectual Property

3.1. Messaging Boards and Group Calls: You acknowledge and agree that any information, messages, or content shared on the messaging boards or during group calls within the membership may be accessible to other members and the Company. Therefore, You should exercise caution when sharing sensitive or confidential information about You, Your company/employer or other third parties, as it may be shared outside of the group at no fault of Company.

3.2. Proper Conduct: Profanity, bullying, hate speech, discrimination and political speech is strictly forbidden in the group and group chats. Company reserves the right to promptly remove You from the group and revoke your membership(s) if, in Company’s sole discretion, you violate this clause. No refunds will be issued for terminations pursuant to breach of this provision.

3.3. Intellectual Property: You acknowledge and agree that all intellectual property rights, including but not limited to copyrights, trademarks, and trade secrets, in any content, materials, or communications provided through the membership(s) are owned by the Company or its licensors. You may not use, modify, reproduce, distribute, or create derivative works based on such intellectual property without the prior written consent of the Company.

3.4. License to Use: The Company hereby grants You a world wide, non exclusive, revocable license. The license is non-assignable. In return, You grant Company a non-exclusive, perpetual, irrevocable, and royalty-free license to any intellectual property rights you may have in your feedback and suggestions to us to use to improve the Memberships. You acknowledge that submission of feedback and suggestions is voluntarily, and the Company, in it’s sole discretion, may consider or is developing future products or offerings.

4. General Provisions

4.1. Acceptance: Your access of the membership and opt in at sign up is an acceptance of these Terms. You hereby agree to be bound to these Terms.

4.2. Modifications: The Company reserves the right to modify or update these Terms at any time with or without notice. By continuing to use the membership after any such changes, You agree to be bound by the modified Terms.

4.3. Termination: The Company reserves the right to terminate or suspend your membership at any time, with or without cause. Similarly, you may cancel your membership with the Company at any time by providing no less than 14 days’ notice prior to renewal. Notice shall be sent in writing to the contact herein.

4.4. Severability: If any provision of these Terms is found to be unlawful, void, or unenforceable, that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.

4.5. Force Majeure: Neither party shall be liable for any delay or failure to meet its obligations under these Terms due to circumstances beyond its reasonable control, including but not limited to war, riot, insurrection, civil commotion, labor strikes or lockouts, shortages, factory or other labor conditions, fire, flood, earthquake, or storm.

4.6. Entire Agreement: These Terms constitute the entire agreement between you and the Company regarding your membership and supersede all prior or contemporaneous agreements and understandings, whether written or oral.

5. No Guarantees and Representations

5.1. No Guarantees: You understand and acknowledge that the Company makes no guarantees or representations regarding specific outcomes or results from Your use of the membership. The success of your endeavors or projects depends on various factors beyond the control of the Company, and as such Company makes no promises as to the results of your participation or lack thereof in the membership.

5.2. No Representations: Company makes no representations or warranties, whether implied or otherwise.

6. Dispute Resolution, Governing Law, Venue and Limitation of Liability

6.1. Dispute Resolution. In the event there is a dispute under these Terms, You must first notify Company of such complaint within 15 days of the occurrence. Company shall then endeavor to resolve such complaint within 30 days of receipt of your complaint. If such complaint cannot be resolved within the 30 days, then You and Company agree to submit such claim to the jurisdiction identified herein.

6.2. Governing Law: These Terms shall be governed by and construed in accordance with the laws of the State of Missouri, United States. (Venue: Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts located in St. Louis County, Missouri.

6.3. Limitation of Liability: TO THE EXTENT ALLOWED BY APPLICABLE LAW, WE PROVIDE THE MEMBERSHIPS “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. FOR EXAMPLE, WE DON’T MAKE ANY WARRANTIES ABOUT THE CONTENT OR FEATURES OF THE MEMBERSHIPS, INCLUDING THEIR ACCURACY, RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS. WE ARE NOT LIABLE FOR LOSS OF PROFITS, REVENUES, BUSINESS OPPORTUNITIES, GOODWILL, OR ANTICIPATED SAVINGS, INDIRECT OR CONSEQUENTIAL LOSSES, OR PUNITIVE DAMAGES. IN NO EVENT SHALL THE AGGREGATE LIABILITY FOR DAMAGES OF COMPANY, ITS EMPLOYEES, OR AGENTS, ARISING FROM THESE TERMS WHETHER BY CONTRACT OR TORT EXCEED THE AMOUNTS YOU ACTUALLY PAID COMPANY. TO THE EXTENT NOT PROHIBITED BY LAW, THE LIMITATIONS IN THIS SECTION SHALL APPLY TO PERSONAL INJURY AND DEATH.

6.4. Attorney Fees: In the event of a dispute between You and the Company, the Prevailing Party shall be entitled to recover attorney fees and collection costs incurred with the enforcement of these Terms.

By accessing or using the Membership(s), you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions. If you have any questions or concerns about these Terms, please contact us at joe@gorilla76.com.