Terms of Service
The Website and Service(s) are provided by Workglue Inc., a Delaware corporation with a principal address at PO Box 22, Chandler, Arizona 85244.
SECTION I: DEFINITIONS, AGREEMENT TO BE BOUND, GRANT OF LICENSE
References to the “Terms” and/or “Agreement,” mean these Terms of Service.
References to the “Website” mean the website bearing the URL workglue.com and any website within the workglue.com domain, including but not limited to pm.workglue.com. Any reference to the Website includes the content (video, audio, photographs, documents, podcasts, graphics, etc.) and supplementary services including, but not limited to email, mobile apps and text messaging which are an integral part of delivering the Services.
References to the “Services” mean any and all services offered by us, including but not limited to providing business management services via our Website and/or any and all related mobile application(s).
References to “us,” “we,” and/or “our” mean Workglue Inc., a Delaware corporation.
References to “you,” and/or “User,” mean the User of the Website and/or Services, including but not limited to individuals and/or companies as well as their officers, directors, employees, contractors, agents and/or any other user authorized to access a User’s Account.
The term “Subaccounts” refers to additional user accounts that you create to provide your employees, contractors, consultants, and other access to your data within the Website. The number of Subaccounts you may create is governed by the subscription level you select.
The term “Business Data” refers to any data inputted by you or with your authority, into the Website during the use of the Services.
1.2. Agreement to be Bound.
Please read these Terms of Service carefully as your of use of this Website constitutes your agreement, without acceptance, to be bound by these terms. By using this Website you represent that you at least eighteen (18) years old, have read and understand the Terms of Service and that you agree to be bound by these Terms of Service.
1.3. Grant of License
Workglue Inc. grants to you the right to access and use the Services via the Website. This right is non-exclusive, non-transferable, and limited by and subject to this Agreement and further by the restrictions imposed by the subscription type you select.
SECTION II: GENERAL PROVISIONS
2.1. About Us.
We provide online business services for small to mid-size companies. Services offered include, but are not limited to sales and marketing support (“CRM”); project management; employee time tracking; project management and scheduling; inventory control; estimating; and, calendar/reminders.
2.2. Not a Back-Up Storage Provider.
We are not a data back-up service and should not be used as a platform on which to store your Business Data or other critical data without a separate, independent primary back-up of such information. We have policies and procedures to prevent service interruptions and data loss, but we do not make any guarantee that there will be no loss of your Business Data. We also expressly exclude any liability for any loss of Business Data no matter the cause.
2.3. Errors in Website and/or Services.
We do not warrant that the Website and Services are error free, or that any errors discovered in the Website and/or Services will be corrected.
2.4. Modifications and Changes to Terms of Service.
We may modify, add to, suspend or delete these Terms of Service or other agreements, in whole or in part, at our sole discretion at any time, with such modifications, additions or deletions being immediately effective upon their posting to the Website. Your use of the Website and/or continued use of the Services after modification, addition or deletion of these Terms of Service shall be deemed to constitute acceptance by you of the modification, addition or deletion.
2.5. Modifications and Changes to the Website and/or Services.
We may modify, add to, suspend, or delete any aspect of this Website or Services offered by us, in whole or in part, at our sole discretion at any time, with such modifications, additions or deletions being immediately effective. Such modifications, additions or deletions may include but are not limited to content offered, hours of availability, and equipment needed for access or use.
2.6. Access to Website and/or Services.
Though we try to make the Website and Services available twenty-four (24) hours a day, seven (7) days a week, except for planned down-time for maintenance, we do not warrant that the Website and Services will be at all times available; therefore, you are encouraged to always ensure your files are backed-up and available outside of the Website.
We do not warrant that your computer, tablet, and/or smartphone will be able to access and/or support the Website and/or Services.
2.7. Right of Refusal, Limitation, Discontinuation; and Termination.
We reserve the right to refuse to provide access to the Website and/or the Services for any reason at any time at our sole discretion. We may, in our sole discretion, limit or cancel a User Account and/or remove any Submission from a User for any reason whatsoever. In the event that we make a change to or cancel an Account, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time your Account was created; however, the failure to do so shall not result in any liability, including liability for lost data deleted as a result of the Account termination. We do not guaranty that any Submission will be featured and/or made available on the Website and/or Services.
2.8. Prohibited Uses of Website and Services.
You agree and acknowledge that you shall not use the Website and/or the Services: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, governmental, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Website; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Website and/or the Services. We reserve the right to terminate your use of the Website and/or the Services for violating any of the prohibited uses or for any other reason in our sole and exclusive discretion.
2.9. Accuracy, Completeness and Timeliness of Information.
We are not responsible if information made available on the Website and/or the Services is not accurate, complete or current. You acknowledge that the Website and the Services are provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information.
SECTION III: ACCOUNTS, USE OF THE SERVICES
3.1. Online Accounts.
3.2. Multiple Accounts Prohibited.
You agree you shall not have no more than one (1) account and shall not sell, trade or transfer that account to any other person or entity. The creation of Subaccounts within your primary account is permitted up to the number authorized for your subscription plan.
3.3. Account Security.
You are responsible for maintaining the security of your Account, Subaccounts and passwords for each. We cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
3.4. Account Guidelines.
The Website and/or Services may contain the ability to communicate with other Users through one or more platforms, comments sections, discussion forums, websites, landing pages, social media outlets and/or other interactive features, (hereinafter “Interactive Areas,”) in which Businesses, Users and Third Parties may communicate. By participating in Interactive Areas, you agree and acknowledge that you:
- Shall not upload, distribute or otherwise publish to the Website and/or the Services any libelous, defamatory, obscene, pornographic, abusive, or otherwise illegal material; and
- Shall not threaten or verbally abuse other Users, use defamatory language, or deliberately disrupt discussions with repetitive messages, meaningless messages or “spam”; and
- Shall not use language that abuses or discriminates on the basis of race, religion, nationality, gender, sexual preference, age, region, disability, etc. Hate speech of any kind is grounds for immediate and permanent suspension of access to all or part of the Interactive Areas and use of the Website and/or the Services; and
- Shall not personally attack another User. Personal attacks are a direct violation of these Terms of Service and are grounds for immediate and permanent suspension of access to all or part of the Interactive Areas and use of the Website and/or the Services; and
- Shall not use the Interactive Areas to distribute or otherwise publish any material containing any solicitation of funds, advertising or solicitation for goods or Services; and
- Shall not upload, post or otherwise transmit any content that violates any law or engage in activity that would constitute a criminal offense or give rise to a civil liability; and
- Shall not post unauthorized commercial communications (such as spam); and
- Shall not upload, post or otherwise transmit any content that advocates or provides instruction on illegal activity or discuss illegal activities with the intent to commit them; and
- Shall not upload, post or otherwise transmit content that does not generally pertain to the designated topic or theme of any Interactive Area; and
- Shall not impersonate any person or entity, including, but not limited to, any of our employees, or falsely state or otherwise misrepresent your affiliation with any person or entity; and
- Shall not interfere with any other User’s right to privacy, including by harvesting or collecting personally-identifiable information about other Users of our Interactive Areas or posting private information about a Third Party; and
- Shall not engage in unlawful multi-level marketing, such as a pyramid scheme; and
- Shall not upload, post or otherwise transmit any content, software or other materials which contain a virus or other harmful or disruptive component; and
- Shall not interfere with or disrupt the Website, Services, the Interactive Areas or the servers or networks connected to the Website or the Interactive Areas, or disobey any requirements, procedures, policies or regulations of networks connected to the Services, Website, and/or the Interactive Areas; and
- Shall not facilitate or encourage any violations of these Terms of Service or our policies.
Users agree further and acknowledge that any profile they create may be edited, removed, modified, published, transmitted, and displayed by us, and they waive any rights they may have in having the material altered or changed in a manner not agreeable to them.
3.5. Rights in Submissions.
Should you upload, submit, display, publish or otherwise post any content to an Interactive Area, (hereinafter “Submissions,”) you agree to grant to us and our partners and affiliates a limited, non-exclusive, sub-licensable, irrevocable, worldwide, fully-paid, royalty free license to use, modify, publicly perform, publicly display, reproduce, and distribute such Submissions in any and all media now known or hereinafter developed for hosting, indexing, caching, distributing, tagging, marketing, and for all other lawful purposes without the requirement to make payment to or seek permission from you or to any Third Party.
You represent and warrant that you own or have a valid license to use any and all Submissions and otherwise have the right to grant the license set forth herein, and the displaying, publishing or posting of any Submissions does not and will not violate the privacy rights, publicity rights, copyrights, trademark rights, patents, contract rights or any other intellectual property rights or other rights of any person or entity.
3.6. Right to Monitor.
We shall have the right to monitor your Account in our sole and exclusive discretion.
SECTION IV: SERVICE FEES; PAYMENT
4.1. Service Fees.
The prices and the terms of payment for the Service(s) are displayed at all times on the Website, including at the point when the User chooses to sign-up for the Services and activate his, her or its Account.
All Accounts shall be subject to a pre-paid monthly billing cycle of thirty (30) or thirty-one (31) days, (hereinafter the “Billing Cycle.”) The applicable monthly service fees shall be processed as monthly recurring payments on the date of Account activation, and, shall be automatically charged to the billing method on file for the Account. You permit us to charge your credit card or other payment method for the plan you have subscribed to. You will not, under any circumstances, initiate any chargebacks or falsely claim your credit/debit card was stolen. Anyone who does will be reported for fraud to their credit/debit card company, the law enforcement agency in their jurisdiction, and the credit bureaus. You agree to provide current, complete and accurate billing and account information for your Account and to promptly update your Account and other information, including your email address and credit/debit card numbers and expiration dates, so that we can complete your transactions and contact you as needed.
4.3. Free Trial.
We may, at our sole and exclusive discretion, extend a free trial period of thirty (30) days, (hereinafter the “Trial Term,”) for the use and access of the Services. Such a trial period shall create no future obligation to subscribe to Service(s) after its expiration; however, the failure to cancel the free trial prior to the end of the Trial Term shall result in the Account being automatically terminated, without recourse.
4.4. Cancellation of Services.
Users may cancel their use of the Services at any time via their Account page on our Website. Cancellation requests received fewer the five (5) calendar days prior to the end of the Billing Cycle will not become effective until the end of the following Billing Cycle. No refunds or credits will be given for cancelled subscriptions, including upgrades or downgrades in Service, or partial or incomplete months of Service.
4.5. Refunds, Returns.
Due to the nature of the Services no refunds, in whole or in part, or returns shall be accepted for any reason whatsoever, including but not limited non-use of the Services and/or partial months of Service.
4.6. Upgrades or Downgrades in Service(s) by You.
Users may elect to opt for a lower priced subscription (“downgrade”) or a higher-priced subscription (“upgrade”) at anytime provided that the user meets the Service criteria. In addition to the further payment terms contained herein, Users upgrading their Accounts shall be immediately liable for any and all differences in Service Fees for the remainder of their contracts. Users wishing to downgrade their Accounts shall not be entitled to a full or partial refund for any reason whatsoever.
SECTION V: INTELLECTUAL PROPERTY
5.1. Intellectual Property Rights Not Waived.
This is an Agreement for access to and use of the Website and/or the Services, and you are not granted a license to any software by these Terms of Service. The Website and Services are protected by intellectual property laws. The Website and Services belong to us and are the property of us or our licensors (if any). We retain all ownership rights in the Website and Services.
Furthermore, all material (“Materials”) displayed or transmitted on this Website and/or Services, including but not limited to documents, manuals, written policies and procedures, text, photographs, images, illustrations, video clips, audio clips, and graphics are owned by us and are protected by U.S. and international copyright, trademarks, service marks, and other proprietary rights, laws and treaties.
Except as provided, you may not copy, reproduce, publish, transmit, transfer, sell, rent, modify, create derivative works from, distribute, repost, perform, display, or in any way commercially exploit the Materials carried on the Website, nor may you infringe upon any of the copyrights or other intellectual property rights contained in the Materials. You may not remove or alter, nor cause to be removed or altered, any copyright, trademark, or other proprietary notices or visual marks and logos from the Materials.
You may make a single print copy of any Materials provided by us on this Website and/or Services for personal, non-commercial use only, provide that you do not remove nor cause to be removed any copyright, trademarks, or other proprietary notices or visual marks or logos from the Material. You may not archive or retain any of the Materials accessed on this Website and/or Services without our express written permission. All requests for archiving, republication or retention of any part of the Materials must be in writing to us and must clearly state the purpose and manner in which the Material will be used. Requests for permission to archive, retain, or republish any part of the Materials may be submitted to firstname.lastname@example.org.
You acquire no rights or license whatsoever in the Materials other than the limited rights to use the site in accordance with these Terms of Service. Any of the Materials accessed or downloaded from this site must be accessed or downloaded in accordance with the Terms of Service of use specified in this Agreement. We reserve any rights not expressly granted under these Terms of Service of use.
5.2. Ownership of Business Data
Title to and all rights in your Business Data which has been entered into the Website while using the Services, including but not limited to customer and employee lists, financial and other accounting information and job/project details, remain your property. However, your access to the Business Data is contingent on full and timely payment of all fees for the subscription level you select.
In addition to Submissions you may have the opportunity to provide reviews, suggestions, ideas, and feedback, (hereinafter, collectively, “Feedback.”) Should you so provide such Feedback you grant us sole ownership of the same, which includes without limitation the right for us or any Third Party we designate, to use, copy, transmit, excerpt, publish, distribute, publicly display, publicly perform, create derivative works of, host, index, cache, tag, encode, modify and adapt (including without limitation the right to adapt to streaming, downloading, broadcast, mobile, digital, thumbnail, scanning or other technologies) in any form or media now known or hereinafter developed. All such Feedback shall be treated as non-confidential.
If it is determined that you retain moral rights (including rights of attribution or integrity) in the content submitted by you, you hereby declare that (a) you do not require that any personally-identifying information be used in connection with the content, or any derivative works of or upgrades or updates thereto; (b) you have no objection to the publication, use, modification, deletion and exploitation of the content by us or our licensees, successors and assigns; (c) you forever waive and agree not to claim or assert any entitlement to any and all moral rights of an author in any of the content; and (d) you forever release us, and our licensees, successors and assigns, from any claims that you could otherwise assert against us by virtue of any such moral rights. You also permit any other User to access, view, store or reproduce the content for that User’s personal use.
Notwithstanding the foregoing, you acknowledge that your Feedback may contain concepts, ideas, materials, proposals, suggestions and the like relating to the Website, the Service(s) we offer, or our other initiatives, (hereinafter your “Ideas.”) With respect to your Ideas you acknowledge that: (a) we receive numerous submissions from many parties and/or may have independently developed and/or considered ideas similar to your Ideas, and that our review of your Ideas is not an admission of novelty, priority or originality; and (b) our use of any ideas similar to your Ideas, whether based on your Feedback or Submissions, provided to us by Third Parties, or independently developed or considered by us, shall be without obligation to you.
5.4. Grant of License by User.
By utilizing the Website and/or the Service(s) you agree and acknowledge that you grant us and our heirs, assigns, parents, subsidiaries, and partners an irrevocable, perpetual, worldwide and unrestricted right and permission to utilize your name and Mark for marketing purposes, including but not limited to inclusion in a list of representative customers. You further agree and acknowledge that you grant us and our heirs, assigns, parents, subsidiaries, and partners an irrevocable, perpetual, worldwide and unrestricted right and permission to use, copy, transmit, store, and access any and all Business Data you share, post, upload, or otherwise make available via the Website and/or the Services for the purpose of backing up our own systems and continued operation of the Website and/or the Service(s).
SECTION VI: Third-Party Advertisements, Promotions, and Links
6.1. Third Party Advertisements and Promotions.
We may, from time to time, run advertisements and promotions from Third Parties on the Website and/or the Services. Your business dealings or correspondence with, or participation in promotions of, advertisers other than us, and any terms, conditions, warranties or representations associated with such dealings, are solely between you and such Third Party. We are not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of Third-Party advertisers on the Website and/or the Services.
6.2. Use of Third-Party Tools.
We may provide you with access to Third-Party tools over which we neither monitor nor have any control nor input.
You acknowledge and agree that we provide access to such tools ”as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional Third-Party tools.
Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant Third-Party provider(s).
We may also, in the future, offer new services and/or features through the Website and/or the Services (including, the release of new tools.) Such new features and/or Services shall also be subject to these Terms of Service.
6.3. Third-Party Links.
Certain content, products and Services available via our Website and/or Services may include materials from Third-Parties.
Third-Party links on the Services may direct you to Third-Party websites and/or services that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any Third-Party materials or websites and/or services, or for any other materials, products, or services of Third-Parties.
We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any Third-Party with whom you connect via the services. Please review carefully the Third-Party’s policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding Third-Party products should be directed to the Third-Party.
SECTION VII: DISCLAIMERS; LIMITATIONS OF LIABILITY; INDEMNIFICATION
7.1. Disclaimer of Warranty; Limitation of Liability.
(A) YOU AGREE THAT USE OF THE WEBSITE AND THE SERVICES IS AT YOUR SOLE RISK. NEITHER US nor our AFFILIATES NOR ANY RESPECTIVE EMPLOYEES, AGENTS, THIRD-PARTY CONTENT PROVIDERS OR LICENSORS WARRANT THAT THE use of the Website AND/OR THE SERVICES SHALL BE UNINTERRUPTED OR ERROR FREE; NOR DO we MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE WEBSITE AND/OR THE SERVICES OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION PROVIDED.
(B) ANY DOWNLOADABLE SOFTWARE, PRODUCTS OR OTHER MATERIALS, WITHOUT LIMITATION, IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AGAINST INFRINGEMENT, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THESE TERMS OF SERVICE. WE MAKE NO WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AGAINST INFRINGEMENT, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THESE TERMS OF SERVICE.
(C) ALTHOUGH ALL INFORMATION AND MATERIALS CARRIED ON THE WEBSITE AND THE SERVICES ARE BELIEVED TO BE RELIABLE, WE MAKE NO REPRESENTATIONS, NEITHER EXPRESSLY NOR IMPLIEDLY, AS TO THE ACCURACY, COMPLETENESS, TIMELINESS OR RELIABILITY OF THE WEBSITE AND/OR THE SERVICES.
(D) IN NO EVENT SHALL WE, OUR EMPLOYEES, SUBSIDIARIES, PARENTS, AGENTS, PARTNERS, THIRD-PARTY CONTENT PROVIDERS, VENDORS, AND/OR OUR OR THEIR RESPECTIVE DIRECTORS, OFFICERS, AND MEMBERS, BE LIABLE TO YOU OR ANYONE ELSE FOR ANY LOSS OR DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, OR OTHER DAMAGES, INCLUDING BUT NOT LIMITED TO EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES, LOSS OF PROFITS, BUSINESS INTERRUPTION, REPUTATIONAL HARM, OR LOSS OF INFORMATION OR DATA, ARISING OUT OF OR RELATED TO THE USE OF OR INABILITY TO USE THE WEBSITE AND/OR THE SERVICES.
(E) WE DISCLAIM ANY AND ALL LIABILITY OF ANY KIND FOR ANY UNAUTHORIZED ACCESS TO OR USE OF YOUR PERSONALLY-IDENTIFIABLE INFORMATION. BY utilizing THE WEBSITE AND/OR THE SERVICES YOU ACKNOWLEDGE AND AGREE TO OUR DISCLAIMER OF ANY SUCH LIABILITY. IF YOU DO NOT AGREE, YOU SHOULD NOT ACCESS OR OTHERWISE Utilize THE WEBSITE.
(F) YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF DISSATISFACTION WITH THE WEBSITE AND/OR THE SERVICES OR ANY OTHER GRIEVANCE, SHALL BE YOUR DISCONTINUATION OF ACCESS TO OR UtilizATION OF THE WEBSITE AND/OR THE SERVICES.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS.
The above limitations shall survive these Terms and inure to the benefit of us and our affiliates and respective directors, officers, employees and agents.
You agree to defend, indemnify and hold us harmless, as well as our affiliates and vendors and respective directors, officers, Users and agents, from and against all claims, SUITS, and expenses, including attorneys’ fees, arising out of OR RELATED TO (a) YOUR USE OF THE WEBSITE AND/OR SERVICES; (B) your noncompliance with or breach of this Agreement; (C) your use of third-Party SERVICES, products, links, advertisements, and/or tools; (D) YOUR VIOLATIONS OF ANY THIRD-PARTY RIGHTS, INCLUDING THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS; or (E) the unauthorized use of the Website AND/OR SERVICES by any other person using your information.
SECTION VIII: GOVERNING LAW; ARBITRATION
8.1. Governing Law.
These Terms shall be governed and construed in accordance with the laws of the state of Arizona, without regard to its conflicts of law provisions. You agree to submit to the personal jurisdiction of the courts located in Maricopa County, Arizona, and any cause of action that relates to or arises from these Terms and/or the Website and/or the Services must be filed therein unless subject to the binding arbitration provisions of Section 8.2, infra.
The Parties agree that any dispute concerning, relating, or referring to these Terms and/or the Website and/or the Services shall be resolved exclusively by binding arbitration in accordance with the substantive laws of the state of Arizona and shall be brought for arbitration in Maricopa County, Arizona. The arbitrator and not any federal, state, or local court or agency shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, conscionability, or formation of this contract, including but not limited to any claim that all or any part of this contract is void or voidable. Nothing herein prevents either Party from seeking any interim injunction it deems necessary in order to preserve the status quo prior to the resolution of any dispute, in any jurisdiction.
8.3. Attorneys’ Fees and Costs.
In case suit, arbitration, or other legal action is instituted to interpret or enforce any of the provisions of these Terms, the prevailing Party therein shall be awarded all reasonable and necessary fees for investigations, depositions, as well as fees for accountants and witnesses (expert or otherwise) reasonably incurred by that Party in connection with such suit or action, plus such sums as may be adjudged reasonable for that Party’s attorney fees incurred prior to and throughout such suit or action, including all hearings, trials, and appeals.
SECTION IX: MISCELLANEOUS
9.1. Customer Service.
Should you have any questions, comments or concerns regarding the Services customer service may be contacted at any time via email@example.com or between the hours of 9 a.m. and 5 p.m. Pacific Time, Monday through Friday, excluding major holidays, at 707-786-3237. We strive to return all customer service inquires within twenty-four (24) business hours.
9.2. Affiliate Disclosure.
We may have a business relationship with Third-Parties and affiliates to whose products and/or services we link and promote through the Services. Because of this relationship we may earn a commission on products purchased by a user from a Third-Party affiliate.
9.3. Server Location; International Transfer.
Each Party represents and warrants to the other that it has full power and authority to enter into this Agreement and that it is binding upon such Party and enforceable in accordance with its Terms.
Any waiver of a right under these Terms shall only be effective if agreed or declared in writing. A delay in exercising a right or the non-exercise of a right shall not be deemed a waiver and shall not prevent a Party from exercising that right in the future. The rights and remedies herein provided are cumulative and not exclusive of any rights and remedies provided by law.
9.6. Force Majeure.
We shall not be bound to meet any obligation if prevented from doing so as a consequence of acts of god or force majeure, including but not limited to measures taken or imposed by any government or public authority or in case of any other event beyond the control of us including but not limited to natural disasters (such as storm, hurricane, fire, flood, earthquake), war, civil unrest, terrorist activities, states of emergency, government sanctions, embargos, nationalizations, strikes and breakdowns of public utilities (such as of electricity or telecommunication services). We shall use all reasonable efforts to notify you of the circumstances causing the delay and to resume performance as soon as possible, both without undue delay.
We shall have the right to assign and/or transfer these Terms and our rights and obligations hereunder to any Third Party after notifying you as provided for herein. You agree and acknowledge that you shall not assign or transfer its rights or sub-contract or delegate the performance of any of its obligations under these Terms without our prior written consent in our sole and exclusive discretion.
9.8. Rights of Third Parties.
These Terms do not give any right to any Third Party except that any provision in these Terms.
9.9. Relationship of the Parties.
The Parties are independent contractors under these Terms, and nothing herein shall be construed to create a partnership, joint venture or agency relationship between them. Neither Party has authority to enter into Terms of any kind in the name of the other Party.
If any part of this Agreement is determined to be invalid or unenforceable by applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement will continue in effect.
9.11. Updates & Effective Date.
The effective date of these Terms is January 1, 2017. From time to time, we may update these Terms of Service by prominently posting a notice of update to the Website and contacting you at the email you provided upon registration, so we encourage you to review them often.