Terms of Service

These Terms of Service ("Terms") govern your (“Client”) use of the Review Recall (SaaS) product ("Product") provided by Viking Media, LLC ("Service Provider"). By accessing or using the Product, you agree to be bound by these Terms.

1. Acceptance of Terms

1.1 By accessing or using the Product, you represent and warrant that you have read, understood, and agreed to be bound by these Terms. If you do not agree to these Terms, you may not use the Product.

2. Services

Service Provider agrees to provide services to the Client, which are designed to remove Google reviews that are illegitimate, non-compliant, or that otherwise do not conform with Google's terms of service, from the Client's Google reviews and potentially increase their star rating. The specific details and scope of the services, referred to as "Review Recall," shall be agreed upon by selection of the STARTER, PRO, or UNLIMITED plan by the Client during checkout from the website and described separately by the Service Provider in the Scope of Work Contract ("SOW"), available upon request.

3. Disclaimer

Client acknowledges and understands that Service Provider cannot guarantee the successful removal of reviews. The ability to remove reviews is subject to various factors beyond Service Provider's control, including but not limited to Google's policies and limitations. Service Provider will make reasonable efforts to achieve the desired results; however, no specific outcome or result is promised or guaranteed.

4. Term

This Terms of Service shall commence on the date of execution and continue until the completion of the agreed-upon Review Recall services or termination by either Party as specified in Section 15.

5. Force Majeure

In the performance of this Agreement or any obligation under this Agreement is prevented, restricted, or interfered with by causes beyond either party's reasonable control ("Force Majeure"), and if the party unable to carry out its obligations gives the other party prompt written notice of such event, then the obligations of the party invoking this provision shall be suspended to the extent necessary by such event. The term "Force Majeure" shall include, without limitation, acts of God, plague, epidemic, pandemic, outbreaks of infectious disease or any other public health crisis, including quarantine or other employee restrictions, fire, explosion, vandalism, storm or other similar occurrence, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, or wars or, strikes, lock-outs, work stoppages, or other labor disputes, or supplier failures. It also includes changes by Google or any other entity that may impact the effectiveness of the Google removal service itself. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. An act or omission shall be deemed within the reasonable control of a party if committed, omitted, or caused by such party, or its employees, officers, Service Providers, or affiliates.

6. Notice

Any notices to be given under this Agreement by either of us may be affected by mail, registered or certified, postage prepaid with return receipt requested to the addresses set forth in this Agreement unless one of us notifies the other, in writing, of a change of address. Email is also an acceptable form of notice as long as the receiving party acknowledges receipt of the email notice.

7. Payment

Client agrees to pay Service Provider the agreed-upon fees for the Review Recall services provided. The amount and schedule of payments shall be set forth in the SOW. Client receipts may read Viking Media, LLC – CLM or Recall Review – VM depending on the payment method selected by the Client. If any other entity should appear on the client receipt, please notify Service Provider immediately to determine the reason.

8. Confidentiality

The Parties agree to maintain the confidentiality of any proprietary or confidential information exchanged during the course of the Review Recall services. This obligation shall survive the termination of this Terms of Service.

9. Ownership and Intellectual Property

All intellectual property rights, including but not limited to copyrights, trademarks, and patents, in the Product and any related materials provided by Service Provider, are the exclusive property of Service Provider or its licensors. Client agrees not to reproduce, distribute, modify, or create derivative works of the Product or any related materials without the prior written consent of Service Provider.

10. Governing Law and Arbitration

10.1 This Terms of Service shall be governed by and construed in accordance with the laws of the State of Indiana, without regard to its conflict of laws principles.

10.2 Any dispute or claim arising out of or in connection with this Terms of Service shall be resolved by binding arbitration in Carmel, Indiana conducted through a single neutral arbitrator, in accordance with the arbitration rules then in effect in the state of the contract. The arbitrator's decision shall be final and binding on the parties, and judgment thereon may be entered in a court of competent jurisdiction. The parties acknowledge and agree that they are each waiving their rights to a jury trial in favor of having their disputes resolved by arbitration. Each party will pay its own fees arising from the arbitration process.

10.3 Notwithstanding the arbitration provision, Service Provider may seek a temporary restraining order, preliminary injunction, or other provisional injunctive or declaratory relief in any court of competent jurisdiction at any time to ensure that the relief sought in arbitration is not rendered ineffectual by any interim harm.

11. Attorney's Fees

If any action is commenced to enforce any claim, demand, debt, action, cause of action, liability, cost, right, duty, or obligation provided herein, or if any action is commenced to enforce any of the provisions of this Terms of Service, the prevailing party in such action shall be entitled, in addition to any other remedies, to an award of the out-of-pocket attorney's fees, including all actual costs incurred by the prevailing party.

12. Termination

12.1 Either Party may terminate this Terms of Service by providing written notice to the other Party. In the event of termination, Client shall be responsible for payment of any outstanding fees for services rendered up to the last day of the month after the termination date, or the minimum commitment date set forth in the SOW, whichever period is longer.

12.2 Service Provider may also terminate this Terms of Service immediately if Client breaches any material provision of these Terms.

13. Severability

If any provision of this Terms of Service is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

14. Assignment

Neither Party may assign or transfer its rights or obligations under this Terms of Service without the prior written consent of the other Party.

15. Entire Agreement

This Terms of Service, together with the associated SOW and any amendments or additional agreements, constitute the entire agreement between the Parties and supersede any prior agreements, understandings, or representations, whether written or oral.

16. Headings

Headings used in this Terms of Service are provided for convenience only and shall not be used to construe meaning or intent.

SCOPE OF WORK CONTRACT

This Scope of Work Contract ("SOW") is entered into between Viking Media, LLC ("Service Provider")

and you (“Client”), collectively referred to as the "Parties," effective as of the date of execution. This Contract is subject to the terms and conditions of the Master Service Agreement between the Parties.

This SOW hereby incorporates all terms and conditions of the MSA as if fully set forth herein and constitutes a separate and independent agreement between Service Provider and Customer. This SOW is separate and independent from any other SOW and shall not affect the validity of any other SOW or the MSA. All undefined terms shall have their meanings set forth in the MSA.

1. Services
   The scope of work under this Contract shall be in accordance with the Review Recall services provided by Service Provider as described in the Master Service Agreement. The specific details of the services to be provided under this Contract are as follows. Client circle and initial the plan that applies:
   
2. STARTER Plan: The Client will subscribe to the STARTER plan at a monthly fee of $397. The minimum commitment for this plan is three months. After the initial three months, the plan will auto-renew on a monthly basis at the rate of $397 per month. 
3. PRO Plan: The Client will subscribe to the PRO plan at a total fee of $1,800 for six months. After the initial six months, the plan will auto-renew on a monthly basis at the rate of $300 per month.
4. UNLIMITED Plan: The Client will subscribe to the UNLIMITED plan at an annual fee of $2,997. The plan will auto-renew on an annual basis at the rate of $2,997.
   
5. Payment Terms
   The Client agrees to pay the fees associated with the chosen plan as outlined above. Payment shall be made in accordance with the payment terms specified in the Terms of Service. We reserve the right to increase prices annually and if this happens, Client may cancel any remaining plan without penalty, or continue to renew at the new price.
   
6. Term
   The term of this Contract shall be in accordance with the chosen plan:
   
7. STARTER Plan: The initial term shall be three months, followed by monthly auto-renewal unless terminated in accordance with the Master Service Agreement.
   
8. PRO Plan: The initial term shall be six months, followed by monthly auto-renewal at the reduced rate unless terminated in accordance with the Master Service Agreement.
   
9. UNLIMITED Plan: The initial term shall be one year, followed by annual auto-renewal at the same rate unless terminated in accordance with the Master Service Agreement.
   
10. Governing Law
    This Contract shall be governed by and construed in accordance with the laws of the State of Indiana, without regard to its conflict of laws principles.
    
11. Entire Agreement
    This Contract, together with the Master Service Agreement, constitutes the entire agreement between the Parties and supersedes any prior agreements, understandings, or representations, whether written or oral.
    
12. Severability: If any provision of this Contract is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.
    
13. Assignment: Neither Party may assign or transfer its rights or obligations under this Contract without the prior written consent of the other Party.
    
14. Termination
    Either Party may terminate this Contract in accordance with the termination provisions specified in the Terms of Service.
    

Headings
Headings used in this Agreement are provided for convenience only and shall not be used to construe meaning or intent.New Paragraph