Terms and Conditions of Use

This web page represents a legal document that serves as our Terms of Use and it governs the legal terms of our website, https://www.michaelfrew.com.com, sub-domains, and any associated web-based and mobile applications (collectively, “Website” or “website”), as owned and operated by Graphite Systems, LLC.

Capitalized terms, unless otherwise defined, have the meaning specified within the Definitions section below. This Terms of Use, along with our Privacy Policy, any mobile license agreement, and other posted guidelines within our Website, collectively “Legal Terms”, constitute the entire and only agreement between you and Graphite Systems, LLC, and supersede all other agreements, representations, warranties and understandings with respect to our Website and the subject matter contained herein. We may amend our Legal Terms at any time without specific notice to you. The latest copies of Our Legal Terms will be posted on Our Website, and You should review all Legal Terms prior to using Our Website. After any revisions to Our Legal Terms are posted, You agree to be bound to any such changes to them. Therefore, it is important for You to periodically review Our Legal Terms to make sure You still agree to them.

By using Our Website and using the Graphite Systems services, You agree to fully comply with and be bound by Our Legal Terms and your use of Graphite Systems services constitutes acceptance of these terms — if You do not consent to the terms, please contact Graphite Systems to have your account canceled and further charges against your credit card stopped.. Please review them carefully. If you do not accept Our Legal Terms, do not access and use Our Website. If you have already accessed Our Website and do not accept Our Legal Terms, You should immediately discontinue Use of Our Website.

The last update to Our Terms of Use was posted on 27 September 2024.

Human readable summary: You should read this whole document, because it is a contract and You are bound by the whole contract. However, We like having plain language which summarizes some of the important terms:

• You pay us monthly for any services provided by Graphite Systems, LLC.
• We get to terminate this agreement at any time, for any reason.
• We’ll happily refund any monthly payment you make within 30 days of you making it, and you can cancel your use of the service at any time. This does not apply to the setup/entrance fee noted above. These are your only guarantees that the service will be to your liking. If something goes wrong, we’ll refund your money but we won’t pay you anything you haven’t paid us.
• You promise not to break any laws in using the service. Any violation of this rule and we will cancel your account.

Definitions

The terms “Us” or “We” or “Our” or “Graphite Systems” refers to Graphite Systems, LLC, the owner of the Website and Graphite Systems, LLC service.

A “Visitor” is someone who merely browses Our Website, but has not registered as Member.

A “Member” or “You” is an individual that has registered with us to use Our Service.

Our “Service” represents the collective functionality and features as offered through our Website to our Members.

A “User” is a collective identifier that refers to either a Visitor or a Member.

All text, information, graphics, audio, video, and data offered through our Website are collectively known as our “Content”.

Description of Service and Parties:

Graphite Systems is a service consisting of information products and services, as well as, a membership community.

You may not use the service if You are under 13 years of age.

Description of Agreement:

These Terms of Service are available online at https://www.michaelfrew.com.com/terms-conditions. We may update them at any time, with no notice to Members. Continuing to use the service after we have updated them constitutes acceptance of the new Terms of Service.

Payment:

To begin using our services, any applicable setup and initiation fee will be applied. This fee is non-refundable.  

These terms are displayed prominently on our pricing and sign up page.

In return for Your use of the service, a Member agrees to pay Us a monthly fee, in advance, for the use of the service. The monthly fee depends on which subscription plan You sign up for, and is disclosed prominently on the pricing page and the interface of the website. If You do not cancel Your account, We will charge Your credit card for the next month’s monthly service fee on the anniversary date of your account creation, or (if that date does not occur in the given month) on the last day of the month. You will be charged thereafter on a monthly basis.

There is a surcharge for anyone wishing to pay quarterly, annual, non-standard monthly, and/or non-electronically.

Plan Levels:

There are several subscription levels. The level You subscribe to determines what features of Graphite Systems. You may use, and how much of some particular features You may use (a quota). We reserve the right to change subscription level features, quotas, and pricing at any time, with or without notice. We pledge that, in the case of quotas and pricing, if a change would be detrimental to You, we will allow You to continue with your previous quota/pricing for a period of at least six months from the date You are notified of the change. Graphite Systems, LLC specifically does not warrant that all features currently in the software will continue to be in the software indefinitely. Quota and requests have no value, do not accrue over time, and are not refundable if not used.

Intellectual Property Rights:

All rights in Graphite Systems, LLC, the website(s), and related documentation are owned and/or licensed by Graphite Systems, LLC. You are hereby granted a non-exclusive right to make use of the service, and (if appropriate) to interoperate with the service through such mechanisms as We may provide for you to do so, in consideration of Your payment of the monthly service fee. Your license to use the service does not entitle You to ownership of the underlying intellectual property.

Prohibited Actions:

You are forbidden from:

1. Using the service in a manner contrary to the law.
2. Using the service in any manner which disrupts Graphite Systems’s operations or any other users’ use of the service.
3. Using the service to contact someone with whom You do not have a pre-existing commercial relationship.
4. Importing, entering, or storing contact details in the service for any person from whom You do not have explicit consent to record contact details.
5. Knowingly using the service to record information about, or contact, anyone under 13 years of age.
6. Using the information obtained through the service for any action other than consumption. The information can not be shared, sold, bartered, or given to any other party.
7.  

Taking any forbidden action with the service immediately terminates your license to use the service and the initiation of legal actions to gain compensation for the prohibited action. All legal costs will be the responsibility of the offending party or parties.

Termination Of Service:

We may terminate your use of the service at any time, for any reason. We may deny anyone use of the service at any time, for any reason. You may cancel Your use of the service at any time, either through the service itself or by sending an email to our Support channel. Regardless of which party terminates the use of the service, unused time immediately expires, and is not eligible for a refund except as described below.

Refunds:

To begin using our services, a setup and initiation fee will be applied. This fee is non-refundable.

We offer full refunds on monthly subscriptions for up to 30 days past the transaction date. Refunds after that period will be at the sole discretion of Graphite Systems.

Limitation Of Liability:

THE SERVICE IS SOLD “AS IS” AND “WITH ALL FAULTS”. Graphite Systems, LLC MAKES NO WARRANTY THAT IT IS FREE OF DEFECTS OR IS SUITABLE FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL Graphite Systems, LLC BE RESPONSIBLE FOR LOSS OR DAMAGES ARISING FROM THE USE OF THE SERVICE, INCLUDING BUT NOT LIMITED TO ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES. THE CUSTOMER IS SOLELY RESPONSIBLE FOR ENSURING THAT THEIR USE OF THE SOFTWARE IS IN ACCORDANCE WITH THE LAW OF THEIR JURISDICTION.

Privacy:

Graphite Systems makes commercially reasonable attempts to protect the privacy of data You enter into the service. This includes encryption of data in between You and the service, commercially reasonable efforts to secure the machines the service operates on, and legal and technical means to restrict access to data to only persons authorized by You or Graphite Systems. We do not warrant that these measures will necessarily satisfy any particular legal requirement in Your jurisdiction. We will not expose data which you enter that is not essential to the operation of the Graphite Systems service to other parties with the following exceptions:

1. Graphite Systems will obey lawful instructions to disclose information issued by any competent jurisdiction.
2. Graphite Systems will obey lawful instructions to disclose information, about any party which you record information about or contact, to their own persons, their legal representatives, or their guardians, on proof to Graphite Systems’s satisfaction about their identity. We will likewise correct or remove information on file about them at their request.

Graphite Systems, LLC expressly disclaims confidentiality of any information which is transmitted via the Internet, telephone, text message (SMS), or email. It is an unavoidable aspect of these methods of communication that information included in them can be intercepted and recorded by third parties, including parties other than those you intend the information to be received by. You understand and acknowledge this, and hold Graphite Systems, LLC harmless for any disclosure of information included contained in or used to route a Internet request, or address a phone call, email, or text message. You further understand and acknowledge that these methods of communication are not appropriate for all uses. You are solely responsible for ensuring that Your communications and use of the service are appropriate, including that they satisfy privacy laws in your jurisdiction, including but not limited to health, education, and consumer privacy laws.

Service Level Agreement:

Graphite Systems, LLC does not warrant that your access to the service will be uninterrupted. Graphite Systems, LLC does not warrant that communications You initiate or receive via our the service will be delivered or that they will be delivered in a timely manner.

Graphite Systems, LLC will make commercially reasonable efforts to respond to all inquiries within 24 hours. Your use of Graphite Systems does not entitle You to support in real time or support via any particular communications channel, including over the telephone, except at Our sole discretion.

Graphite Systems, LLC may offer You the opportunity to purchase a separate Service Level Agreement or Support plan, for an additional fee, as a separate contract.

Legal Compliance

You agree to comply with all applicable domestic and international laws, statutes, ordinances, and regulations regarding Your use of Our Website and Graphite Systems service. Graphite Systems, LLC reserves the right to investigate complaints or reported violations of our Legal Terms and to take any action we deem appropriate, including but not limited to canceling Your Member account, reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to Your profile, email addresses, usage history, posted materials, IP addresses and traffic information, as allowed under our Privacy Policy.

Intellectual Property

Our Website may contain our service marks or trademarks as well as those of Our affiliates or other companies, in the form of words, graphics, and logos. Your use of Our Website does not constitute any right or license for You to use such service marks/trademarks, without the prior written permission of the corresponding service mark/trademark owner. Our Website is also protected under international copyright laws. The copying, redistribution, use or publication by You of any portion of our Website is strictly prohibited. Your use of Our Website does not grant You ownership rights of any kind in Our Website.

Links to Other Websites

Our Website may contain links to third party websites. These links are provided solely as a convenience to You. By linking to these websites, We do not create or have an affiliation with, or sponsor such third party websites. The inclusion of links within Our Website does not constitute any endorsement, guarantee, warranty, or recommendation of such third party websites. Graphite Systems, LLC has no control over the legal documents and privacy practices of third party websites; as such, You access any such third party websites at Your own risk.

General Terms

Our Legal Terms shall be treated as though it were executed and performed in United States and shall be governed by and construed in accordance with the laws of United States without regard to conflict of law principles. In addition, You agree to submit to the personal jurisdiction and venue of such courts. Any cause of action by you with respect to our service or Website, must be instituted within one (1) year after the cause of action arose or be forever waived and barred. Should any part of our Legal Terms be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. To the extent that any content in our service or website conflicts or is inconsistent with our Legal Terms, our Legal Terms shall take precedence. Our failure to enforce any provision of Our Legal Terms shall not be deemed a waiver of such provision nor of the right to enforce such provision. The rights of Graphite Systems, LLC under Our Legal Terms shall survive the termination of Our Legal Terms.

No Warranties; Exclusion of Liability

Our website and Graphite Systems service is operated by Graphite Systems, LLC on an “as is,” “as available” basis, without representations or warranties of any kind. To the fullest extent permitted by law, Graphite Systems, LLC specifically disclaims all warranties and conditions of any kind, including all implied warranties and conditions of merchantability, fitness for a particular purpose, title and noninfringement for Our website and any contracts and services You purchase through it. Graphite Systems, LLC shall not have any liability or responsibility for any errors or omissions in the content of Our website, for contracts or services sold through Our website, for Your action or inaction in connection with Our website or for any damage to Your computer or data or any other damage You may incur in connection with Our website. Your use of our website and any contracts or services are at Your own risk. In no event shall either Graphite Systems, LLC or their agents be liable for any direct, indirect, punitive, incidental, special or consequential damages arising out of or in any way connected with the use of Our website, contracts and services purchased through Our website, the delay or inability to use Our website or otherwise arising in connection with Our website, contracts or related services, whether based on contract, tort, strict liability or otherwise, even if advised of the possibility of any such damages. in no event shall Graphite Systems, LLC liability for any damage claim exceed the amount paid by You to Graphite Systems, LLC for the transaction giving rise to such damage claim.

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above exclusion may not apply to you.

Without limiting the foregoing, Graphite Systems, LLC do not represent or warrant that the information on the website is accurate, complete, reliable, useful, timely or current or that Our website will operate without interruption or error.

You agree that all times, You will look to attorneys from whom You purchase services for any claims of any nature, including loss, damage, or warranty. Graphite Systems, LLC and their respective affiliates make no representation or guarantees about any contracts and services offered through Our website.

Graphite Systems, LLC makes no representation that content provided on our website, contracts, or related services are applicable or appropriate for use in all jurisdictions.

Indemnification

You agree to defend, indemnify and hold Graphite Systems, LLC harmless from and against any and all claims, damages, costs and expenses, including attorneys’ fees, arising from or related to Your use of Our Website or any Contracts or Services you purchase through it.