Effective Date: September 1, 2025
These Terms and Conditions ("Terms") govern the purchase and use of digital marketing courses and related services ("Services") provided by Vital Spark LLC ("Company," "we," "us," or "our") to you ("Client," "you," or "your"). By purchasing or using our Services, you agree to be bound by these Terms. If you do not agree, do not purchase or use our Services.
1. Introduction and Recitals
Vital Spark LLC specializes in providing digital marketing courses and related educational content, including but not limited to online courses, webinars, and downloadable resources. The Company also engages in affiliate marketing by recommending products it endorses. These Terms outline the rights, obligations, and expectations between the Company and the Client.
WHEREAS, the Company possesses expertise in digital marketing education; and
WHEREAS, the Client desires to engage the Company to access Services in accordance with these Terms.
2. Scope of Services
The Company agrees to provide the following Services as specified in any accompanying purchase agreement, course description, or statement of work ("Agreement"):
Digital Marketing Courses: Online or in-person training on topics such as search engine optimization (SEO), social media marketing, content marketing, email marketing, and paid advertising.
Educational Materials: E-books, templates, checklists, videos, or other resources provided as part of the Services.
Affiliate Recommendations: The Company may recommend third-party products or services it endorses through affiliate marketing arrangements, earning commissions for purchases made via Company-provided affiliate links.
Services are provided "as is" without warranties of any kind, including but not limited to merchantability or fitness for a particular purpose. The Company does not guarantee specific results, such as income, sales, or performance from recommended products, as outcomes depend on Client effort, market conditions, and third-party platforms.
Additional services or course upgrades may be requested and will be subject to separate fees and terms agreed upon in writing.
3. Term and Termination
The Term of access to Services begins upon purchase and continues for the duration specified in the Agreement (e.g., lifetime access, 12-month access, or course-specific duration). If no duration is specified, access is granted for one (1) year from purchase.
Either party may terminate:
By Client: With written notice, but no refunds will be issued as per Section 5.
By Company: With immediate effect if Client breaches these Terms (e.g., sharing course materials, non-payment).
Upon termination:
Client’s access to Services, including courses and platforms, may be revoked.
Client must cease using all Company materials.
Provisions surviving termination include Sections 5 (Payment), 6 (Intellectual Property), 7 (Confidentiality), 8 (Indemnification), 9 (Limitation of Liability), and 12 (Governing Law).
4. Client Obligations
Client agrees to:
Provide accurate information during registration (e.g., name, email).
Use Services for personal, non-commercial use only, unless otherwise agreed.
Not share, distribute, or reproduce course materials or login credentials without permission.
Comply with all laws, including those related to affiliate marketing (e.g., FTC disclosure rules) when acting on Company recommendations.
Not engage in activities that harm the Company’s reputation.
Client represents that they are at least 18 years old and have the authority to enter this Agreement.
5. Payment Terms
Client shall pay a one-time fee for Services as outlined in the Agreement, due at the time of purchase:
Course Fees: One-time payment for access to digital marketing courses.
Payment Methods: Accepted via credit card, PayPal, or other platforms specified.
All payments are non-refundable under any circumstances, including but not limited to dissatisfaction with Services, failure to complete courses, or termination of access due to Client’s breach of these Terms.
All taxes, duties, or fees are Client’s responsibility.
6. Intellectual Property and Ownership
Client Ownership: Client retains ownership of any content they create using learned skills, provided it does not infringe Company materials.
Company Ownership: The Company retains ownership of all course content, videos, templates, and proprietary tools ("Company IP"). Client is granted a non-exclusive, non-transferable, revocable license to use Company IP solely for personal learning during the Term.
Restrictions: Client may not reproduce, distribute, modify, or create derivative works of Company IP, including sharing course access or materials with third parties.
Affiliate Links: Client may use Company-provided affiliate links for recommended products as instructed, subject to compliance with these Terms and applicable laws.
Neither party may use the other’s trademarks or logos without written consent.
7. Confidentiality
Each party agrees to treat the other’s confidential information (e.g., course content or business data) as secret and not disclose it without consent, except as required by law. This obligation lasts two (2) years after disclosure.
Exceptions: Information that is public, already known, independently developed, or received from a third party without restriction.
8. Indemnification
Client agrees to indemnify, defend, and hold harmless the Company, its officers, employees, and agents from any claims, losses, or damages arising from:
Client’s use of Services or actions taken based on affiliate recommendations.
Client’s breach of these Terms.
Violations of laws (e.g., FTC regulations, data privacy laws like GDPR or CCPA).
The Company provides similar indemnification for its own negligence or breaches.
9. Limitation of Liability
To the fullest extent permitted by law, neither party shall be liable for indirect, consequential, incidental, special, or punitive damages (e.g., lost profits, data loss), even if advised of the possibility.
The Company’s total liability shall not exceed the one-time fee paid by Client for the specific Service giving rise to the claim.
No liability for third-party platforms (e.g., affiliate networks, course hosting platforms, or recommended products) or external factors.
10. Warranties and Disclaimers
Each party warrants it has authority to enter this Agreement.
EXCEPT AS EXPRESSLY STATED, SERVICES ARE PROVIDED "AS IS." THE COMPANY DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THE COMPANY DOES NOT GUARANTEE INCOME, SALES, OR PERFORMANCE FROM RECOMMENDED PRODUCTS.
11. Force Majeure
Neither party is liable for delays caused by events beyond control (e.g., internet outages, natural disasters), provided prompt notice is given.
12. Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of Indiana, without regard to conflicts of law.
Disputes shall be resolved through binding arbitration in Indianapolis, Indiana, or courts in Marion County, Indiana.
13. Miscellaneous
Entire Agreement: These Terms, with any Agreement, constitute the full agreement. Amendments must be in writing.
Severability: Invalid provisions do not affect others.
Assignment: Client may not assign without Company consent; Company may assign freely.
Notices: In writing via email to [insert email] or mail to [insert address].
No Waiver: Failure to enforce does not waive rights.
Independent Contractor: The Company is an independent contractor; no partnership or employment.
For questions, contact Vital Spark LLC at [email protected]
By purchasing or using Services, Client accepts these Terms.