Terms and Conditions for the PBS Vortex
These are the TERMS AND CONDITIONS for your PBS Vortex Service. These are the Terms and Conditions for the Service and have been updated as of September 1 2025. Due to the nature of this Service there is also a CONFIDENTIALITY, NON-CIRCUMVENTION AND NON-DISCLOSURE AGREEMENT that is Agreed to that is a part of the Marketing Resources Granted to you for use with your PBS Vortex. A Formal CONFIDENTIALITY, NON-CIRCUMVENTION AND NON-DISCLOSURE AGREEMENT (containing the same details below) will be sent to you. However it is also Agreed to within the Terms and Conditions for the PBS Vortex Services here as well. Because without it, the Marketing Resources that are provided in addition to the Services with the PBS Vortex would not be available to you.
TERMS AND CONDITIONS:
The PBS Vortex is a non-refundable activation for $79.95 and then $79.95 Monthly commencing 30 days from the Activation Date of the Service. Terms of Service are for a Commitment of 12 Months. At which time the Services are to remain paid monthly, but a new 12 Month Agreement will commence upon the 12 month anniversary date of the initial Set-Up.
The PBS Vortex is connected to the RRR247CRM and will remain an active Business Tool for as long as the Monthly Service Fee(s) are Paid and Kept Up to Date.
Services include Subscription Capture and Ongoing Messaging and Promotions in accordance with the PBS Marketed Products and Services. SMS, Call and Email services to properly communicate between your Web Services and the Online Community Member within the PBS Vortex.
Should the Service Payment Be Cancelled or Terminated all Leads and Services Associated with your PBS Vortex are Cancelled and all Data is to be Removed from the PBS Vortex Account accordingly. Any and all future marketing success from the Leads within the Cancelled PBS Vortex account are forever forfeited with the Cancelled or Terminated Account.
CANCELATION AND TERMINATION:
You must contact the Support through your Instructor or 1-877-310-5353 Support Number. Cancellation needs to be done prior to 30 Days of the 12 Month Agreement being Renewed. For instance if the Set up was done on Jan 1, 2025, cancellation can be done prior to December 1, 2025 and would be set for cancellation at the 12 Month Anniversary.
Termination is subject to Regulation within SMS, Email, and Calls being conducted outside of the Business Manner to which the PBS Vortex is operating under. Violations that are subject to Fines from Carriers. Carriers is defined as the Enterprise Services that are utilized for the PBS Vortex services.
REFUND POLICY:
In accordance with the TERMS AND CONDITIONS. The PBS Vortex is a monthly billed subscription on a 12 Month Annual Agreement. No refunds are available outside of the 12 Month Agreement. Upon Set Up minimum service fees are committed to and paid up front for the services.
CONFIDENTIALITY, NON-CIRCUMVENTION AND NON-DISCLOSURE AGREEMENT
This CONFIDENTIALITY, NON-CIRCUMVENTION AND NON-DISCLOSURE AGREEMENT (“Agreement”) has been entered into between the person or entity identified on the signature page as “Promisor”, residing at, or with a principal place of business at, the location identified on the signature page (“Promisor”), and Staggs Loan Processing, Inc.; dba Brunette Marketing, with offices at 138 E 12300 S Ste C305 (“Brunette” or “Company”) and shall be effective as of (the “Effective Date”). Each of Promisor and Brunette may be referred to as a “Party” or collectively as “Parties”.
RECITALS
WHEREAS, The Company and Promisor desire to explore a future potential business relationship to the mutual benefit of the parties (“Opportunities”); and
WHEREAS, the Company’s potential engagement of Promisor in anticipation of one or more potential business combination transactions relating to such matters and other business interests of the Company. In connection with these discussions, certain trade, business, and technical information proprietary to the Company, and to the Company’s suppliers, customers and other strategic allies and which the Company considers confidential, may be provided to Promisor; and
WHEREAS, the Company has created a large business ecosystem known as RRR247 which encompasses RRR247.com and all related businesses; and
WHEREAS, Promisor will have access to use certain RRR247 resources created by the Company to build Promisor’s business with RRR247 Methods and Processes within the RRR247.com Business Model; and
WHEREAS, Promisor understands and agrees that the costs of Marketing and Proprietary Processes are being given to Promisor to be used within the RRR247.com Business Model, framework and ecosystem; and
NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth in this Agreement and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
1.
Scope of Agreement; Definition of “Confidential Information”. This Agreement extends to all information (whether oral, written, electronic or otherwise) relating to Company, their Representatives (as defined below), their businesses or operations, or the Opportunities (including, without limitation, technical information, technical solutions, hardware, software, data, prototypes, energy load requirements, energy usage, plans, drawings, property descriptions, customer lists, financing sources, financing solutions, proprietary investment opportunities, product and solution pricing, financial information, business information and business strategy) that is disclosed by the Company in the course of the Parties’ discussions concerning the Opportunities and all documents, analyses, studies or other materials prepared by the Company that contain or reflect such information (collectively, the “Confidential information”). References to “Representatives” in this Agreement shall mean Company’s subsidiaries, affiliates, successors and related parties and the officers, directors, partners, employees, agents, contractors and advisors (including, without limitation, financial advisors, counsel and accountants) of the Company and its subsidiaries and affiliates.
2.
Exclusions to Definition of Confidential Information. Notwithstanding Section 1, Confidential Information does not include:
(i) information which the Promisor can demonstrate was already in its possession at the time of its disclosure hereunder, and which was not acquired, directly or indirectly, from the Company or its Representatives on a confidential basis; or
(ii) information which is independently developed by the Promisor without reference to, or the use of, any Confidential Information; or
(iii) information which is lawfully received from any source other than the Company or its Representatives under circumstances not involving, to the Promisor’s knowledge, any breach of any confidentiality obligation; or
(iv) information approved for disclosure or release by the Company by written authorization from the Company.
3.
Term. The obligations under this Agreement shall survive the completion of the disclosures is three (3) years from the Effective Date. This Agreement shall not merge with or be terminated or superseded by any future agreement between the Parties unless such agreement specifically so provides. Nothing in this Agreement shall limit the protection available to trade secrets under applicable law.
4.
Use of Confidential Information; Non-Circumvention. The Promisor shall keep Confidential Information, whether disclosed by the Company to the Promisor before, on or after the date of this Agreement, confidential and, without the prior written consent of the Company, shall not disclose or reveal it to any person other than to such of its Representatives as are actively and directly participating in the Promisor’s evaluation of the Opportunities or who otherwise need to know the Confidential Information for the purpose of evaluating, or for the consummation of, the Opportunities and who agree to be bound by the terms of this Agreement. Either Party may disclose Confidential Information to third parties, provided that disclosure of Confidential Information to a third party is necessary for the purpose of evaluating, or for the consummation of, the Opportunities, and any third party agrees to be bound by the terms of this Agreement. THE PROMISOR SHALL BE RESPONSIBLE FOR ANY BREACH OF THIS AGREEMENT BY THE PROMISOR OR ITS REPRESENTATIVES. THE PROMISOR SHALL USE THE CONFIDENTIAL INFORMATION SOLELY FOR THE PURPOSE OF EVALUATING THE OPPORTUNITIES WITH THE OTHER PARTY AND FOR NO OTHER PURPOSE. FURTHER, THE PROMISOR SHALL NOT USE CONFIDENTIAL INFORMATION TO CIRCUMVENT COMPANY IN ORDER TO DEAL WITH SOURCES, CONTACTS, CONSULTANTS, EMPLOYEES, CUSTOMERS, OR OTHER PERSONS ASSOCIATED WITH THE COMPANY EITHER DIRECTLY OR INDIRECTLY THROUGH THE USE OF INTERMEDIARIES. THE PROMISOR SHALL USE OR CAUSE THE CONFIDENTIAL INFORMATION TO BE USED ONLY IN A MANNER CONSISTENT WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT AND AT NO TIME SHALL THE PROMISOR OTHERWISE USE THE CONFIDENTIAL INFORMATION FOR THE BENEFIT OF ITSELF OR ANY OTHER THIRD PARTY OR IN ANY MANNER ADVERSE TO, OR TO THE DETRIMENT OF, THE COMPANY OR ITS AFFILIATES OR THEIR RESPECTIVE SHAREHOLDERS. For purposes of this Agreement the term “person” shall be broadly interpreted to include, without limitation, any corporation, company, limited liability company, partnership, other entity or individual.
5.
Non-Disclosure of Opportunities by the Promisor. The Promisor agrees not to disclose to any person (other than Promisor’s Representatives or such necessary third parties who are actively and directly participating in such Promisor’s evaluation of the Opportunities or who otherwise need to know the Confidential Information for the purpose of evaluating, or for the consummation of, the Opportunities) the fact that discussions are taking place between the Parties with respect to the Opportunities or the status thereof, or the fact that the Company’s Confidential Information has been made available to the Promisor or its Representatives.
6.
Ownership, Return or Destruction of Confidential Information. The Company grants to the Promisor no right, title or interest of any kind in any property contained in or relating to the Company’s Confidential Information and the Confidential Information shall remain the exclusive property of the Company. The Promisor agrees to make no claim to any such right, title or interest, however denominated. Nothing in this Agreement shall diminish or restrict in any way the rights that each Party has to conduct its business and business development activities, to market and sell its products and services, to acquire or obtain products and services or to disclose its own Confidential Information to third parties. If the Promisor determines that it does not wish to proceed with the Opportunities, then the Promisor shall promptly advise the Company of that decision. At any time upon the written request of the Company, the Promisor, at its option, shall (i) promptly return all Confidential Information in the possession of the Promisor or any of its Representatives to the Company without retaining any copies, summaries or extracts thereof, or (ii) promptly destroy all Confidential Information in the possession of the Promisor or any of its Representatives, without retaining any copies, summaries or extracts thereof and confirm in writing for himself or herself or if the Promisor is not an individual, by a duly authorized officer of the Promisor that the Confidential Information has been destroyed; provided, however, that each Party may retain one copy of any such materials (i) provided to the management and/or board of directors/man-agers of such Party, provided that such materials shall be retained for archival purposes only, or (ii) required to be retained to comply with any applicable legal or regulatory requirements, provided that in either case such materials shall remain subject to the disclosure and use restrictions set forth in this Agreement. In the event of such written request by the Company, all documents, analyses, studies or other materials prepared by the Promisor that contain Confidential Information shall also be destroyed and no copies thereof shall be retained by the Promisor; provided, however, that each Party may retain one copy of any such materials (i) provided to the management and/or board of directors/managers of such Party, provided that such materials shall be retained for archival purposes only, or (ii) required to be retained to comply with any applicable legal or regulatory requirements, provided that in either case such materials shall remain subject to the disclosure and use restrictions set forth in this Agreement.
7.
Required Disclosures. As soon as the Promisor learns that it is or will be legally compelled to disclose Confidential Information (whether by subpoena, court order or otherwise) by a governmental authority or agency, the Promisor shall promptly notify the Company of the existence, term and circumstances surrounding such compulsion and keep the Company well-informed of any developments with respect thereto. When time is of the essence, the Promisor may provide notice or updates orally, but must follow these communications with written summaries. The Promisor will cooperate with the Company to enable the Promisor or, if circumstances permit, the Company to obtain a protective order or other similar relief or to narrow the scope of such legal compulsion. The Promisor will disclose only so much of the Confidential Information as, in the advice of its legal counsel, is legally required.
8.
No Representations or Warranties Concerning Confidential Information. The Promisor acknowledges that neither the Company nor its Representatives, and none of the respective officers, directors, employees, agents or controlling persons of such Representatives makes any express or implied representation or warranty as to the accuracy or completeness of any Confidential Information, and the Promisor agrees that none of such persons shall have any liability to it or any of its Representatives relating to or arising from its or their use of any Confidential Information. The Promisor also agrees that neither it nor its Representatives are entitled to rely on the accuracy or completeness of any Confidential Information and that it and they shall be entitled to rely solely on such representations and warranties regarding Confidential Information as may be made to the Promisor in any final agreement relating to the Opportunities, subject to the terms and conditions of such agreement.
9.
Non-Competition. Throughout the term, Promisor will not (whether directly or indirectly) offer any products to an individual consumer that is identical to the Products or Customer Offerings other than through this Agreement with Company, within the Territory. Nothing in this Agreement shall restrict the right of the Company to engage, directly or indirectly, in the same activities as Promisor, whether for its own account or otherwise.
10.
Non-solicitation. For the period beginning with the Effective Date of this Agreement and continuing for twelve (12) months following termination of this Agreement, Promisor shall not, and shall not cause or permit any of its Personnel and Representatives to, for any reason whatsoever, without written consent of the Company, directly or indirectly: (a) hire, engage or employ any Personnel or Key Employee of the Company; or (b) induce or attempt to induce any Personnel or Key Employee of the other Party, to leave the employ of, cease being associated with, or cease doing business with the Company. For the period beginning with the Effective Date of this Agreement and continuing for two (2) years following termination of this Agreement, Promisor shall not, and shall not cause or permit any of its Affiliates or their respective Personnel and Representatives to, for any reason whatsoever, without written consent of the Company, to, directly or indirectly, solicit or entice, or attempt to solicit or entice, any clients, leads, or Customers of Company or any of Company’s Affiliates or potential clients or customers of Company or any of Company’s Affiliates for purposes of diverting their business or services from Company or Company’s Affiliates.
11.
Remedies. In the event of any breach or threatened breach hereof, and in addition to any and all other remedies available to the Company at law or in equity, the Company shall be entitled to seek injunctive and other equitable relief without demonstrating irreparable harm and without provision of a bond.
12.
No Obligation to Proceed; Authority. This Agreement does not obligate or commit either Party to proceed with any agreement or the Opportunities but is merely intended to protect certain information exchanged by the Company. Each Party represents and warrants that such Party has the power to enter into this Agreement and has the authority to bind such Party. This Agreement shall not constitute, create or give effect to a joint venture, pooling arrangement, partnership or formal business organization of any kind.
13.
Non-Disparagement. Promisor agrees not to disparage the Company or its Representatives in any manner. This shall include but not be limited to speaking negatively about the Company or its Representatives to other individuals including but not limited to competitors, vendors, customers or anyone else whether connected to the industry or not. This shall include comments which are solicited or not solicited. The one exception to this provision is that Promisor may give truthful testimony in compliance with a lawful subpoena or court order. However, Promisor shall provide notice to Company if he/she receives a lawful subpoena or court order to provide testimony involving the Company.
14.
Testimonial Release. Promisor irrevocably and in perpetuity consents to and authorizes Company and its parent companies, subsidiaries, related companies, successors and assigns (collectively “Companies”) the worldwide right and permission to take, record, publish or obtain testimonials, letters, e-mails or other statements from Promisor (the “Statements”) and use, copy, modify, adapt, distribute, publish, display or exhibit in any media, including the Internet, types of advertising and promotion by any means, methods and technologies now known or hereafter to become known, either in whole or in part, the Statements for commercial and business purposes, including, without limitation advertising, marketing and promotional materials. Promisor’s name may be used (with permission) along with Promisor’s Statements. Promisor further agrees that the Companies will have the right to attribute the Statements to Promisor, as an expression of Promisor’s personal experience and beliefs. Furthermore, Promisor (i) waives any and all rights that Promisor may have over the use, distribution, transfer or display of the Statements, including, without limitation any right to inspect and/or approve such use, distribution, transfer or display. (ii) releases and discharges, and agrees to release and discharge, the Companies from any and all claims arising from or related to the use of the Statements, including but not limited to claims for violation of copyright, invasion of privacy, right of publicity, and defamation. (iii) Promisor further acknowledges that Promisor is to receive no compensation from the Companies other than any good will and publicity that Promisor may receive relating to the publication, distribution or other use of the Statements as set forth in this Release. (iv) Promisor represents and warrants that Promisor is over the age of eighteen (18) years. This release shall be binding upon Promisor, Promisor’s heirs, legal representatives, and assigns. This Release is being made and entered into under the laws of the State of Utah and shall be governed and interpreted in accordance with the laws of Utah.
15.
Entire Agreement; Counterparts; Amendment. This Agreement contains the entire agreement between the Parties concerning the subject matter hereof and supersedes any previous agreements, whether written or oral, pertaining to said subject matter. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original for all purposes and all of which will constitute a single instrument. Facsimile signatures shall be deemed original and binding signatures. This Agreement may only be amended by a written document signed by both Parties.
16.
No Waiver. No waiver of any provision of this Agreement, or of a breach hereof, shall be effective unless it is in writing, signed by the Party waiving the provision or the breach hereof. No waiver of a breach of this Agreement shall constitute a waiver of a subsequent breach hereof.
17.
Interpretation; Headings; Severability; Governing Law. Both Parties have reviewed, and have had an opportunity for comment upon, this Agreement. No rule or principle of contractual construction that would otherwise require any aspect of this Agreement to be interpreted against the Party primarily responsible for its drafting shall be employed in the interpretation hereof. The headings used in this Agreement are for convenience only and shall have no significance in the interpretation of this Agreement. All provisions of this Agreement are severable, and the unenforceability or invalidity of any of the provisions of this Agreement shall not affect the validity or enforceability of the remaining provisions of this Agreement. This Agreement is to be governed, construed and enforced in accordance with the laws of the State of Utah, without giving effect to its principles of conflicts of law. In the event of any action or proceeding which arises out of or relates to this Agreement, the prevailing party in such a dispute or proceeding will be entitled to reimbursement of all fees and expenses, including attorney’s fees, incurred in the pursuit or defense of such dispute or proceeding.
18.
Limited Liability. Promisor agrees that that Company will not be liable for any indirect, incidental, special, or consequential punitive or multiple damages, including without limitation any damages resulting from loss of use, loss of business, loss of revenue, loss of profits, or loss of data, arising in connection with this Agreement, Company’s performance of services or of any other obligations relating to this Agreement, even if Company has been advised of the possibility of such damages. The foregoing limitation of liability shall apply regardless of the cause of action under which such damages are sought.
19.
Attorneys’ Fees. In the event of any litigation or arbitration between the parties relating to this Agreement, the prevailing party shall be entitled to recover from the other party all reasonable attorneys’ fees and other reasonable costs incurred by the prevailing party in connection therewith and in pursuing and collecting remedies (including appeals), relief and damages.
20.
Liquidated Damages. Promisor agrees to pay to the Company liquidated damages in the amount of $25,000 for each unauthorized disclosure. The amount of such liquidated damages is agreed by the Parties as a reasonable amount to compensate the Company for losses to be incurred in the event of breach of this Agreement.
21.
Notices. Notices and other communications made under this Agreement shall be in writing and will be by facsimile, email, registered or certified mail or by a nationally recognized overnight courier, with all fees prepaid, and addressed to the other Party at the addresses listed herein, or in the case of email to a known and appropriate current address for the recipient.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.
As Agreed with the Completion of the PBS Vortex Subscription.