WEBSITE AS A SERVICE (WaaS)
TERMS OF SERVICE
This Website as a Service Terms of Service (the “Agreement“) is entered into by and between Weblingo, located in Alberta, Canada (“Service Provider“), and the individual or entity purchasing the subscription services (“Client“).
Acceptance of Terms: By selecting the “I agree to the Terms of Service” checkbox on the Stripe Checkout page and completing the initial payment, the Client acknowledges that they have read, understood, and agreed to be legally bound by all terms and conditions set forth herein. This Agreement becomes effective on the date the first subscription payment is successfully processed (“Effective Date“).
Business Capacity: The Client represents and warrants that they are entering into this Agreement solely for business purposes and not as a consumer for personal, family, or household purposes.
SECTION 1: THE S2C SUBSCRIPTION BUNDLE
1.1. Core Deliverables
Weblingo shall provide the Client with access to the “Stranger-to-Client” (S2C) framework, which consists of the following recurring services and digital assets:
- Framer Website: A high-converting website built on the Framer platform, including design, development, and hosting management.
- Conversion Copywriting: Custom, high-converting copy integrated into the website design.
- Whop Platform Access: Access to the S2C Core Course and any applicable digital marketing resources hosted on the Whop platform.
- Monthly Consultation: One (1) monthly business strategy consultation (as defined in Section 5).
- AI Utilization: The Client acknowledges and consents to Weblingo’s use of AI-assisted tools in the generation of design and copywriting deliverables to ensure delivery efficiency and performance.
- Initial Build Timeline: Weblingo shall use commercially reasonable efforts to deliver the initial Framer Website within ten (10) to fourteen (14) business days following the “Onboarding Date.”
- Onboarding Date Defined: The “Onboarding Date” is the date on which the Client has provided all necessary assets, content, and branding materials required by Weblingo to commence work.
- Delays: Any delay by the Client in providing necessary information or feedback will result in a corresponding extension of the delivery timeline.
1.2. Service Model
The Client acknowledges that this is a Subscription-Based Service. Unlike a one-off build where ownership is transferred upon a final payment, this Agreement provides the Client with a continuous license to use the website, copy, and course materials for as long as the subscription remains active and in good standing.
1.3. Maintenance vs. Development (Scope Boundaries)
Maintenance: Weblingo provides ongoing maintenance including up to three (3) small maintenance requests or thirty (30) minutes of total labor per month, whichever is reached first.
- Included Maintenance: Minor text edits (e.g., updating pricing text), swapping 1–3 images, updating a link, or fixing a typo.
- Excluded: Adding new pages, redesigning a section, changing/adding new functionality, custom integrations, or significant structural design changes. These are “Development” tasks, considered “Out of Scope” and require a separate quote.
- Refreshes: At Weblingo’s sole discretion, clients in good standing for twelve (12) consecutive months may be eligible for a discounted “Design Refresh” to align the site with updated S2C internal frameworks. This refresh is not included in the standard monthly subscription fee.
1.4. Standardized Frameworks (Professional Discretion)
Weblingo utilizes proprietary high-conversion frameworks (S2C). While the Client may provide feedback, Weblingo retains professional discretion over design and copy decisions to ensure the deliverable meets the performance standards of the S2C system. Modifying the original design approach or messaging may impact the website’s ability to convert visitors.
1.5. Initial Build Revisions & Expert Veto
During the initial setup and build of the Framer Website and Copywriting, the Client is entitled to one (1) consolidated round of revisions.
- Strategic Implementation: Revisions are subject to professional discretion. Weblingo reserves the right to decline any revision requests that, in Weblingo’s professional judgment, conflict with industry best practices or the performance-based nature of the S2C framework.
- Feedback Window: The Client must provide all feedback within forty-eight (48) hours of receiving the initial draft. Failure to provide feedback within this window will be deemed as final approval of the version provided.
- Out of Scope: Revisions beyond the included round will be billed at an additional rate of $150 USD per hour.
The ‘one (1) consolidated round of revisions’ is defined as a single feedback submission containing no more than ten (10) specific, minor item changes. Requests exceeding this volume, or requests that require more than two (2) hours of total labor to implement, will be classified as ‘Out of Scope’ and billed at the hourly rate defined in Section 1.5.
1.6. Analytics Access
The Client agrees to provide Weblingo with “Read-Only” access to the website’s Google Analytics, Framer analytics, or other relevant tracking platforms. This access is required to evaluate website performance during monthly consultations and to enable Weblingo to gather anonymized data for portfolio and case study development (as defined in Section 3.2).
1.7. Privacy & Compliance
While Weblingo follows industry-standard design practices, the Client is solely responsible for providing, maintaining, and ensuring the final legal compliance of their website’s Privacy Policy and Terms of Service. Weblingo is not a legal service and provides no warranties regarding the site’s compliance with local or international privacy laws (including but not limited to GDPR or CCPA).
1.8. Acceptable Use
The Client agrees not to use the provided website or S2C materials for any purpose that is illegal, defamatory, or violates the terms of third-party platforms (Framer, Whop, Stripe). Weblingo reserves the right to terminate service immediately if the website content includes, but is not limited to, adult content, gambling, hate speech, or deceptive financial schemes. Such termination shall be deemed a material breach under Section 8.3.
SECTION 2: SUBSCRIPTION FEES & AUTOMATED BILLING
2.1. Subscription Rate
The Client agrees to pay a recurring monthly fee of $100 USD (the “Subscription Fee“) in exchange for continued access to the S2C Subscription Bundle. All fees are quoted and processed in United States Dollars (USD).
2.2. Automated Recurring Billing
By providing a payment method through Stripe, the Client authorizes Weblingo to automatically charge the Subscription Fee every thirty (30) days from the Effective Date. The Client is responsible for maintaining a valid, up-to-date payment method on file.
2.3. Delinquency and Suspension of Service
If a payment fails to process on the scheduled billing date, the following actions will be taken:
- Day 3 (Grace Period): Access to the S2C Core Course (Whop) and the ability to schedule or attend monthly consultations will be suspended.
- Day 7 (Termination of Access): The Framer Website will be taken offline or reverted to a watermarked maintenance state, and the custom domain will be disconnected.
Disputes: For the purposes of service suspension, an initiated chargeback or payment dispute shall be treated as a failed payment, and Weblingo reserves the right to take the website offline immediately upon notification of such dispute.
2.4. Non-Refundability
Subscription Fees are non-refundable once processed. Weblingo does not provide pro-rated refunds for partial months of service or for unused deliverables (e.g., missed consultation calls)
SECTION 3: INTELLECTUAL PROPERTY & THE LICENSING MODEL
3.1. Limited Service License
Subject to the Client’s continued payment of the Subscription Fee, Weblingo grants the Client a non-exclusive, non-transferable, and revocable license to use the Framer Website, custom copywriting, and S2C materials solely for the Client’s internal business purposes. This license remains in effect only for the duration of an active, paid subscription.
3.2. Weblingo Ownership (The “Core” Assets)
Weblingo retains all rights, title, and interest in and to the “S2C Framework.” This includes, without limitation:
- The Framer project files, underlying design architecture, and any derivative works created therefrom.
- Proprietary conversion-focused copywriting structures, methodologies, and all final written deliverables produced by Weblingo.
- Custom backend scripts, automation workflows (n8n), or proprietary code developed by Weblingo.
- Any educational content or resources hosted on the Whop platform.
- Non-Circumvention: The Client shall not attempt to reverse-engineer, decompile, or replicate the S2C Framework on any other platform during or after the term of this Agreement.
3.3. Client Ownership (Business Data & Assets)
The Client retains ownership of all pre-existing trademarks, logos, brand colors, and specific business data or content provided to Weblingo for inclusion in the website.
- Warranty of Ownership: The Client warrants that they own or have obtained all necessary licenses for any content, images, or data provided to Weblingo.
- Indemnification: The Client shall hold Weblingo harmless against any third-party claims of intellectual property infringement resulting from materials provided by the Client.
3.4. Portfolio and Marketing Rights
Weblingo reserves the right to showcase the Client’s website, anonymized performance metrics, and project outcomes in marketing materials, case studies, and social media channels to demonstrate the effectiveness of the S2C framework. This includes the right to display a small “Powered by Weblingo”, “S2C System by Weblingo”, or similar attribution link in the website footer.
SECTION 4: THE BUY-OUT PROVISION
4.1. Transfer of Ownership & Strategic Exclusions
The Client may request a full transfer of ownership of the Framer Website and its associated custom copywriting (the “Buy-Out”).
- Scope of Transfer: The transfer applies solely to the final visual layout of the website and the static text as it exists on the date of the Buy-Out.
- Strategic Exclusions: The Buy-Out explicitly excludes, and Weblingo retains all rights to:
- Methodology: Proprietary conversion-focused copywriting structures, “Stranger-to-Client” (S2C) sales frameworks, and strategic methodologies.
- Educational IP: All course materials, videos, PDFs, and resources hosted on the Whop platform.
- Internal Systems: Figma source files, internal n8n automation workflows, and S2C project templates.
4.2. Buy-Out Fee
The fee for a Buy-Out is set at $1,500 USD (the “Buy-Out Fee”).
- Nature of Fee: This is a flat administrative and intellectual property transfer fee. It is a one-time payment and is separate from any previously paid Subscription Fees.
- No Accrual: Monthly Subscription Fees paid prior to the Buy-Out are for service access and shall not be credited toward the Buy-Out Fee.
- Minimum Term: The Client is eligible to exercise the Buy-Out option only after six (6) consecutive months of active subscription.
- Price Adjustment: Weblingo reserves the right to adjust this fee for future contracts or after the first twelve (12) months of a subscription.
- Transfer Scope: Upon successful Buy-out, Weblingo shall transfer the final visual layout, integrated copywriting, and all active website content—including CMS collections and database entries—as they exist on the transfer date.
4.3. Eligibility and Process
To execute a Buy-Out, the Client must:
- Be in good standing with no outstanding or delinquent Subscription Fees.
- Provide thirty (30) days’ written notice of their intent to purchase.
- Complete the Buy-Out Fee payment in one lump sum.
- Complete the Buy-Out Fee payment via Stripe or another method approved by Weblingo.
4.4. Finality of Service & Assumption of Risk
Upon completion of the Buy-Out, the Client acknowledges that the professional relationship is terminated. The Client assumes all responsibility and immediately loses access to the following managed benefits:
- Platform Management: The Client becomes the primary billing contact for Framer and assumes full responsibility for hosting fees, domain renewals, SSL certificates, and technical troubleshooting.
- Conversion Optimization: Weblingo will no longer monitor, update, or optimize the site’s design or copy to improve conversion rates or adapt to market changes.
- Security & Stability: Weblingo will no longer provide security monitoring, oversight of malware protection, or manual backups.
- Expert Support: Immediate revocation of the monthly strategy consultations (as defined in Section 5).
- Education & Community: Permanent loss of access to the S2C Core Course (Whop) and any future community features.
- Preferred Pricing: The Client will no longer be eligible for “Subscriber-only” discounted hourly rates for future work.
- Indemnification & Liability: Weblingo is not liable for any technical failures, loss of data, broken integrations, or decrease in business revenue resulting from the Client’s manual management or modification of the site post-transfer.
4.5. Weblingo’s Obligations Upon Buy-Out
Upon receipt of the full Buy-Out Fee and the completion of the thirty (30) day notice period, Weblingo shall perform the following:
- Asset Transfer: Transfer the Framer project to the Client’s designated Framer account.
- White-Labeling: Remove any “S2C System by Weblingo” attribution links or watermarks from the website footer.
- Access Revocation & Offboarding:
- Revoke the Client’s access to the Whop platform, Google Chat project channels (if applicable), and shared Google Drive folders (if applicable).
- Remove Weblingo’s administrative access to the Client’s Google Analytics, Google Search Console, or other third-party accounts provided during the term.
- Administrative Closure: Terminate the monthly recurring Subscription Fee in Stripe and provide a Final Statement of Account confirming that all financial obligations have been met and the contract is closed with a zero balance.
SECTION 5: INFORMATION PRODUCT & CONSULTATION RULES
5.1. The S2C Core Course
Access to the “Stranger-to-Client” (S2C) Core Course and associated digital resources is provided as a member benefit of the active subscription.
- Access Rights: Weblingo grants the Client a limited, non-exclusive, non-transferable license to access the materials for internal business use only.
- Prohibited Acts: Sharing login credentials, recording content, or redistributing materials to third parties is strictly prohibited and constitutes a material breach of this Agreement.
- Revocation: Access is tied to the Subscription Fee; upon cancellation or delinquent payment, access to the Whop platform will be automatically terminated.
5.2. Monthly Strategy Consultations
The Client is entitled to monthly strategy consultations via Google Meet to assist in business growth and framework implementation.
- Format: Weblingo reserves the right to conduct these sessions as either 1-on-1 calls (30 minutes) or Group Mastermind/Q&A sessions, at Weblingo’s sole discretion based on current roster size and scheduling availability.
- Non-Accrual Policy: Consultation sessions must be used within the calendar month they are issued. Unused sessions shall not roll over to subsequent months and have no cash or credit value.
- No Refunds for Unused Sessions: Failure to schedule or attend a session does not entitle the Client to a refund or credit.
5.3. Scheduling and Attendance
The Client is responsible for the proactive management of their consultation benefits.
- Booking: Sessions must be scheduled through Weblingo’s designated booking link.
- Rescheduling: A minimum of twenty-four (24) hours’ notice is required to reschedule a session.
- Cancellations & No-Shows: Cancellations made with less than 24 hours’ notice, or failure to attend a scheduled session, will result in the forfeiture of that month’s session .
5.4. Scope of Consultation
Consultation services are strictly advisory in nature.
- Advisory Only: Sessions focus on strategy, optimization, and marketing recommendations. They do not include real-time technical implementation, design work, or copywriting.
- Follow-Ups: Weblingo is not obligated to provide written summaries, session notes, or additional clarifications outside of the scheduled call time.
5.5. Session Recordings
Weblingo may, at its discretion or upon Client request, record consultation sessions for the Client’s internal reference.
- Usage: These recordings are provided for the Client’s private, internal use.
- Distribution: The Client agrees not to publish, sell, or publicly distribute these recordings. While we encourage you to use them to train your internal team, public sharing without Weblingo’s written consent is a violation of our intellectual property rights and may result in the suspension of your subscription.
SECTION 6: OPERATIONS & COMMUNICATION
6.1. Communication Channels
To maintain efficiency and a clear paper trail, all official communication regarding the S2C subscription must be conducted through the following channels:
- Primary Support: The designated client portal support chat area within the Whop platform is the primary channel for all project-related communication, support requests, and general inquiries.
- Consultations: Google Meet shall be used for scheduled strategy sessions.
- Project Collaboration: At Weblingo’s sole discretion, Google Chat may be utilized as a secondary option for file sharing and real-time collaboration.
- Client Responsiveness: The Client is responsible for ensuring timely responses and providing necessary materials through these designated channels. Any delay in communication or material delivery will result in a corresponding extension of the Initial Build Timeline (Section 1.1).
6.2. Business Hours and Availability
Weblingo operates during standard business hours: Monday through Friday, 9:00 AM to 6:00 PM Mountain Time (MT), excluding Canadian statutory holidays. Any communication received outside of these hours will be addressed on the following business day.
6.3. Standard Response Times
Weblingo strives to acknowledge all support and maintenance requests within forty-eight (48) business hours.
- Triage: Requests are prioritized based on urgency (e.g., a “site down” emergency vs. a text change).
- Completion: While Weblingo aims for rapid resolution, the 48-hour window applies to the acknowledgment of the request, not necessarily the final completion of the task.
6.4. Maintenance Request Process
All “Included Maintenance” requests (as defined in Section 1.3) must be submitted via the designated Support Form or email.
- Specificity: Requests must be clear and include all necessary assets (e.g., specific images or text copy).
- Batching: To ensure the 30-minute monthly labor cap is managed effectively, Clients are encouraged to batch their monthly requests into a single submission.
SECTION 7: RISK MANAGEMENT & DISCLAIMERS
7.1. Disclaimer of Warranties.
Weblingo provides the S2C Subscription Bundle and all associated deliverables on an “as is” and “as available” basis.
- Service Performance: Weblingo warrants that it will use commercially reasonable efforts to maintain the website and provide the S2C materials.
- System Disclaimer: Weblingo does not warrant that the Framer website, Whop platform, or S2C frameworks will be uninterrupted, timely, secure, or error-free.
- No “Fit for Purpose”: The Client acknowledges that the S2C framework is a general strategic tool; Weblingo makes no warranty that the deliverables will meet the Client’s specific business requirements or achieve specific financial results.
7.2. Limited Liability
Weblingo provides services with professional diligence; however, the Client acknowledges and agrees to the following liability limitations:
- Client Responsibilities: The Client is solely responsible for:
- The accuracy and adequacy of all information, content, and data provided to Weblingo for the Framer site or S2C materials.
- Obtaining all necessary licenses, permissions, and rights for any third-party assets (including but not limited to fonts, images, and software).
- The use, modification, or reliance on any deliverables, copywriting strategies, or business advice provided by Weblingo.
- Ongoing Operation: The continued operation and maintenance of the Client’s own computer equipment, internet connection, and local software.
- Third-Party Software & Integrations: Weblingo shall not be liable for any failures, malfunctions, or security breaches caused by third-party services, including:
- Framer, Whop (Course and Community Hosting), and Stripe (Payment Processing).
- Automation tools (e.g., n8n) or other third-party tools integrated into the Client’s website or project.
- Client-Requested Integrations: If the Client chooses to integrate specific third-party tools or applications, they assume all risks, costs, and legal compliance responsibilities related to those integrations.
- Limitation of Liability: Weblingo’s total liability, regardless of the cause of action or claim, shall not exceed the total amount of Subscription Fees paid by the Client to Weblingo during the three (3) months immediately preceding the event giving rise to the claim.
- Exclusion of Consequential Damages: Under no circumstances shall Weblingo be liable for any indirect, incidental, special, or consequential damages, including:
- Loss of profits or revenue; business interruption or loss of data; or third-party failures (Framer/Whop outages).
- Any claim arising from the Client’s use or misuse of deliverables or S2C frameworks, even if Weblingo has been advised of the possibility of such damages.
7.3. Indemnification
The Client agrees to indemnify, defend, and hold Weblingo harmless from any claims, damages, liabilities, or losses arising from:
- Web Design & Copywriting: Third-party assets, content, or materials provided by the Client, including but not limited to text, images, trademarks, videos, and other media used in the S2C project.
- Consultation: The implementation or execution of strategies, recommendations, or advice provided during monthly consultation sessions or within the S2C Core Course.
- Platform Compliance: Any violation of the Terms of Service for third-party platforms (including Framer, Whop, and Stripe) resulting from the Client’s actions or provided content.
- Legal Responsibility: Weblingo shall not be liable for any third-party claims, regulatory issues, or damages resulting from materials or actions taken by the Client. The Client assumes full responsibility for ensuring that any provided content does not infringe on copyrights, trademarks, or other intellectual property rights.
7.4. Results Not Guaranteed
Weblingo provides professional services using industry best practices; however, the Client acknowledges and agrees to the following:
- No Specific Guarantees: While Weblingo aims to optimize deliverables for performance, Weblingo makes no assurances or guarantees regarding specific measurable business results, including but not limited to:
- Increased website traffic, improved search rankings (SEO performance), or social media engagement.
- Higher conversion rates, lead generation, sales, or client bookings.
- Increased revenue, profit growth, or the successful implementation of business strategies.
- Influencing Factors: The effectiveness of the S2C Subscription Bundle is influenced by various external factors beyond Weblingo’s control, including but not limited to:
- Market Dynamics: Market conditions, industry trends, competitor actions, and audience behaviors.
- Client Execution: The Client’s specific implementation of recommendations, marketing strategy execution, and overall operational and business decisions.
- Platform Variables: Changes in platform algorithms (Framer/Whop/Search Engines) and external market dynamics.
7.5. Force Majeure
Weblingo shall not be held liable for any failure or delay in performing its obligations under this Agreement if such failure or delay is caused by events beyond its reasonable control. These events include, but are not limited to:
- Acts of God: Natural disasters, fires, floods, or earthquakes.
- Civil & Political: War, terrorism, civil unrest, government actions, regulations, or restrictions.
- Public Health: Pandemics, epidemics, or public health emergencies.
- Labor & Supply: Strikes, labor disputes, or supply chain disruptions.
- Digital & Infrastructure: Cyberattacks, power outages, widespread internet outages, or technical failures/downtime originating from third-party platforms (including but not limited to Framer, Whop, and Stripe).
Obligations: If a Force Majeure Event occurs, Weblingo will notify the Client as soon as practicable in writing and will take all reasonable steps to mitigate its impact and resume services as quickly as possible.
Termination Right: If a Force Majeure Event persists for more than thirty (30) days, Weblingo reserves the right to terminate this Agreement with written notice to the Client.
Payment Obligations: The occurrence of a Force Majeure Event does not excuse the Client from their obligation to pay any outstanding Subscription Fees or the monthly Subscription Fee for services that remain accessible (e.g., the S2C Core Course remains live while the website is experiencing a third-party outage).
7.6. Backups
The Client acknowledges that primary website versioning and hosting backups are performed automatically by the third-party platform (Framer).
- Weblingo Asset Storage: Weblingo shall maintain a designated project folder on Weblingo’s Google Drive containing assets provided by the Client (copy, images, branding) for the duration of the active subscription.
- Limitation: Upon termination of the subscription, Weblingo is under no obligation to maintain or provide access to these files (refer to Section 8.4).
7.7. Accessibility
Weblingo follows industry-standard accessibility best practices (e.g., contrast ratios, alt-text) as a baseline; however, Weblingo does not warrant or guarantee that the website is fully compliant with WCAG, ADA, or AODA standards. As the website owner, the Client assumes final responsibility for ensuring the site meets the specific legal requirements of their jurisdiction and industry.
7.8. Website Security
Weblingo provides services via the Framer platform, which manages core cloud infrastructure and server-level security. The Client is responsible for account-level security, including maintaining strong passwords for their Whop, Stripe, and Framer accounts and ensuring that any third-party integrations they request do not introduce security vulnerabilities.
SECTION 8: TERM & TERMINATION
8.1. Term
This Agreement commences on the date of the initial Subscription Fee payment and shall continue on a month-to-month basis until terminated by either Party.
8.2. Termination for Convenience
The Client may cancel the subscription at any time via the Whop platform. To avoid the next scheduled billing cycle, cancellation must be processed at least seven (7) days prior to the next billing date.
Upon successful cancellation, the Client shall retain access to the Framer Website, S2C Core Course, and monthly consultation benefits through the end of their current paid billing cycle. No further charges will be processed, and no pro-rata refunds will be issued for the remaining period.
8.3. Termination for Cause
Weblingo reserves the right to terminate this Agreement or suspend services immediately and without notice if the Client materially breaches any term of this Agreement, including but not limited to:
- Delinquent payment exceeding seven (7) days (as defined in Section 2.3).
- Unauthorized distribution of S2C Core Course materials or intellectual property.
- Violation of third-party platform (Framer/Whop) Terms of Service.
8.4. Effect of Termination
Upon termination of this Agreement for any reason:
- All licenses granted to the Client for the S2C Core Course and Framer Website shall immediately cease.
- Weblingo will take the Framer website offline.
- Proprietary Files & Assets: Weblingo is under no obligation to provide the Client with website source files (including but not limited to Framer Remix links, layered design files, or custom code snippets), copywriting exports, or raw data backups. The website and S2C framework are provided as a managed service, not a transferable product. Weblingo retains all “master files” and credentials used to generate the deliverables.
- The Client remains liable for any outstanding fees incurred prior to the termination date.
8.5. Survival
The rights and obligations of the Parties set forth in Section 3 (Intellectual Property), Section 7.2 (Limitation of Liability), Section 7.3 (Indemnification), and Section 9.1 (Governing Law) shall survive the termination or expiration of this Agreement.
SECTION 9: GENERAL PROVISIONS
9.1. Governing Law and Venue
This Agreement and all matters arising out of or relating to this Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta (or the jurisdiction where Weblingo is headquartered at the time of the claim) and the federal laws of Canada applicable therein.
- Jurisdiction: The Parties hereby irrevocably submit to the exclusive jurisdiction of the courts of the Province of Alberta, located in Calgary (or the corresponding courts of the jurisdiction where Weblingo is headquartered at the time of the claim), for any dispute arising out of this Agreement.
9.2. Entire Agreement
This Agreement, including all sections and referenced materials, constitutes the sole and entire agreement between the Parties concerning the S2C Subscription.
- Supersession: It supersedes all prior or contemporaneous understandings, communications, representations, or agreements, whether oral or written, including but not limited to emails, discovery calls, or sales presentations. No external document or verbal promise shall have any binding effect unless expressly incorporated herein.
9.3. Severability
If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be severed from this Agreement.
- Effect: The remaining provisions of this Agreement shall remain in full force and effect as if such invalid or unenforceable provision had never been comprised herein.
9.4. No Refund Policy
All Subscription Fees paid to Weblingo are non-refundable.
- Scope: This “No Refund” policy applies regardless of the Client’s usage of the Whop platform, attendance of consultation sessions, or the live status of the Framer website.
- Finality: The Client acknowledges that the S2C Bundle includes immediate access to high-value Intellectual Property (the S2C Core Course) and labor-intensive setup (Design and Copywriting); therefore, all sales are final.
- Chargeback Deterrent: Any attempt by the Client to initiate a chargeback through their bank or payment processor without first attempting resolution through the Dispute Resolution process (Section 9.9) shall be considered a material breach of this Agreement. Such action may result in the immediate termination of all services and the revocation of all licenses.
9.5. Waiver
No failure or delay by Weblingo in exercising any right, power, or privilege under this Agreement shall operate as a waiver thereof.
- Persistence: A waiver on one occasion shall not be construed as a bar to or waiver of any right or remedy on any future occasion.
9.6. Amendments
Weblingo reserves the right to modify the terms of this Agreement to reflect changes in service offerings or third-party platform requirements.
- Notice: Weblingo will provide the Client with at least thirty (30) days’ notice of any material changes via email or the Whop platform. Continued use of the subscription after such notice constitutes acceptance of the modified terms.
Notwithstanding the 30-day notice period for general amendments, any material increase to the recurring Subscription Fee requires affirmative consent from the Client (e.g., via a click-wrap agreement or email confirmation). Failure to provide consent for a price increase will result in the automatic termination of the subscription at the end of the current billing cycle.
9.7. Confidentiality
Each Party agrees to maintain the confidentiality of the other’s non-public, sensitive business information, strategies, or financial data shared during the term of this Agreement. This obligation does not apply to information that is public knowledge or required by law to be disclosed. Furthermore, this obligation does not apply to the use of anonymized project outcomes or metrics for portfolio and case study purposes, as expressly permitted in Section 3.2.
9.8. Ownership of Ideas
All strategic frameworks, sales logic, “S2C” methodologies, and proprietary templates introduced by Weblingo during consultations or within the S2C Core Course remain the exclusive intellectual property of Weblingo. This is a Managed Service relationship; no “Work Made for Hire” status applies to the underlying S2C strategy.
9.9. Dispute Resolution
Before filing any formal legal claim, the Parties agree to attempt to resolve any dispute through good-faith negotiation for a period of at least thirty (30) days.
If good-faith negotiations fail to resolve a dispute within thirty (30) days, the Parties agree to submit the dispute to a neutral mediator in Calgary, Alberta (or via virtual mediation) before initiating any formal legal proceedings. The costs of mediation shall be shared equally by both Parties.
9.10. Assignment
The Client may not assign, sublicense, or transfer this Agreement or any of its rights hereunder to any third party without the prior written consent of Weblingo.