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These terms and conditions outline the rules and regulations for the use of PageWeber by AVITRIO’s Website.
PageWeber by AVITRIO is located at:
PageWeber by AVITRIOBy accessing this website we assume you accept these terms and conditions in full. Do not continue to use PageWeber by AVITRIO’s website
if you do not accept all of the terms and conditions stated on this page.
The following terminology applies to these Terms and Conditions, Privacy Statement and Disclaimer Notice
and any or all Agreements: “Client”, “Customer”, “You” and “Your” refers to you, the person accessing this website
and accepting the Company’s terms and conditions. “Provider”, “The Company”, “Ourselves”, “We”, “Our” and “Us”, refers
to our Company. “Party”, “Parties”, or “Us”, refers to both the Client and ourselves, or either the Client
or ourselves. All terms refer to the offer, acceptance and consideration of payment necessary to undertake
the process of our assistance to the Client in the most appropriate manner, whether by formal meetings
of a fixed duration, or any other means, for the express purpose of meeting the Client’s needs in respect
of provision of the Company’s stated services/products, in accordance with and subject to, prevailing law
of US. Any use of the above terminology or other words in the singular, plural,
capitalisation and/or he/she or they, are taken as interchangeable and therefore as referring to same.
We employ the use of cookies. By using PageWeber by AVITRIO’s website you consent to the use of cookies
in accordance with PageWeber by AVITRIO’s privacy policy.
Most of the modern day interactive web sites
use cookies to enable us to retrieve user details for each visit. Cookies are used in some areas of our site
to enable the functionality of this area and ease of use for those people visiting. Some of our
affiliate / advertising partners may also use cookies.
Unless otherwise stated, PageWeber by AVITRIO and/or it’s licensors own the intellectual property rights for
all material on PageWeber by AVITRIO. All intellectual property rights are reserved. You may view and/or print
pages from https://pageweber.com for your own personal use subject to restrictions set in these terms and conditions.
You must not:
Redistribute content from PageWeber by AVITRIO (unless content is specifically made for redistribution).
We will approve link requests from these organizations if we determine that: (a) the link would not reflect
unfavorably on us or our accredited businesses (for example, trade associations or other organizations
representing inherently suspect types of business, such as work-at-home opportunities, shall not be allowed
to link); (b)the organization does not have an unsatisfactory record with us; (c) the benefit to us from
the visibility associated with the hyperlink outweighs the absence of link is in the context of general resource information or is otherwise consistent with editorial content
in a newsletter or similar product furthering the mission of the organization.
These organizations may link to our home page, to publications or to other Web site information so long as
the link: (a) is not in any way misleading; (b) does not falsely imply sponsorship, endorsement or approval
of the linking party and it products or services; and (c) fits within the context of the linking party’s
site.
If you are among the organizations listed in paragraph 2 above and are interested in linking to our website,
you must notify us by sending an e-mail to avitriosoft@gmail.com.
Please include your name, your organization name, contact information (such as a phone number and/or e-mail
address) as well as the URL of your site, a list of any URLs from which you intend to link to our Web site,
and a list of the URL(s) on our site to which you would like to link. Allow 2-3 weeks for a response.
Approved organizations may hyperlink to our Web site as follows:
No use of PageWeber by AVITRIO’s logo or other artwork will be allowed for linking absent a trademark license
agreement.
Without prior approval and express written permission, you may not create frames around our Web pages or
use other techniques that alter in any way the visual presentation or appearance of our Web site.
We reserve the right at any time and in its sole discretion to request that you remove all links or any particular
link to our Web site. You agree to immediately remove all links to our Web site upon such request. We also
reserve the right to amend these terms and conditions and its linking policy at any time. By continuing
to link to our Web site, you agree to be bound to and abide by these linking terms and conditions.
If you find any link on our Web site or any linked web site objectionable for any reason, you may contact
us about this. We will consider requests to remove links but will have no obligation to do so or to respond
directly to you.
Whilst we endeavour to ensure that the information on this website is correct, we do not warrant its completeness
or accuracy; nor do we commit to ensuring that the website remains available or that the material on the
website is kept up to date.
We shall have no responsibility or liability for any content appearing on your Web site. You agree to indemnify
and defend us against all claims arising out of or based upon your Website. No link(s) may appear on any
page on your Web site or within any context containing content or materials that may be interpreted as
libelous, obscene or criminal, or which infringes, otherwise violates, or advocates the infringement or
other violation of, any third party rights.
To the maximum extent permitted by applicable law, we exclude all representations, warranties and conditions relating to our website and the use of this website (including, without limitation, any warranties implied by law in respect of satisfactory quality, fitness for purpose and/or the use of reasonable care and skill). Nothing in this disclaimer will:
The limitations and exclusions of liability set out in this Section and elsewhere in this disclaimer: (a)
are subject to the preceding paragraph; and (b) govern all liabilities arising under the disclaimer or
in relation to the subject matter of this disclaimer, including liabilities arising in contract, in tort
(including negligence) and for breach of statutory duty.
To the extent that the website and the information and services on the website are provided free of charge,
we will not be liable for any loss or damage of any nature.
(the Terms set forth are hereby referred to as “The Agreement”) is made as of the time of reading and agreeing upon by you the customer and by and between PageWeber by AVITRIO (“Provider”), and you the customer (“Customer”).
1. DEFINITIONS.
1.1 “DFY” means Done for You, “DIY” means Do it Yourself
1.1 “Content” means all text, pictures, multimedia, sound, graphics, video and other data supplied by Customer to Provider pursuant to Sections 2.1 or 4.1(c), as such materials may be modified from time to time.
1.2 “Setup Fee” means the fees set forth at signup/registration for Website setup services provided pursuant to Section 2.
1.3 “Domain Name” means the domain name specified for the Website by Customer from time to time. The initial Domain Name if applicable is determined at signup/registration.
1.4 “Intellectual Property Rights” means any and all now known or hereafter known tangible and intangible (a) rights associated with works of authorship throughout the universe, including but not limited to copyrights, moral rights, and mask-works, (b) trademark and trade name rights and similar rights, (c) trade secret rights, (d) patents, designs, algorithms and other industrial property rights, (e) all other intellectual and industrial property rights (of every kind and nature throughout the universe and however designated) (including logos, “rental” rights and rights to remuneration), whether arising by operation of law, contract, license, or otherwise, and (f) all registrations, initial applications, renewals, extensions, continuations, divisions or reissues hereof now or hereafter in force (including any rights in any of the foregoing).
1.5 “Delivery Schedule” means the schedule for setup of the Work Product set forth at signup/registration.
1.6 “Provider Tools” means any tools, both in system platform, object code and source code form, which Provider has already developed or which Provider independently develops or licenses from a third party, excluding any tools which Provider creates pursuant to this The Agreement. By way of example, Provider Tools may include, without limitation, for access and usability of the website 3rd party libraries and frameworks.
1.7 “Specifications” means Customer’s requirements as amended or supplemented in accordance with this The Agreement.
1.8 “User Content” means all text, multimedia, images, pictures, sound, graphics, video and other data provided by Website users.
1.9 “Website” means the user interface, functionality and Content made available on pages under the Domain Name or PageWeber provided sub domain/url.
1.10 “Work Product” means all HTML files, Javascript files, CSS files, Font files, graphics files, animation files, data files, technology, scripts and programs, both in object code and source code form, all documentation and/or any other deliverable prepared for Customer by Provider in accordance with the terms of this The Agreement.
2. WEBSITE SETUP.
2.1 Delivery of Initial Content. Customer shall deliver to Provider via web form and or email, all Content that Customer intends for Provider to incorporate into the Work Product (the “Initial Content”). The Initial Content shall be in the format(s) specified in the web form, web chat or email instructions.
2.2 Setup. Provider shall provide setup, design, programming and other consulting services for the Setup Fee set forth at signup/registration. Provider will provide the Work Product to Customer in accordance with the Delivery Schedule. Time is of the essence with respect to the performance of Provider’s services hereunder.
2.3 Project Liaisons. Each party’s primary contact for setup and maintenance efforts shall be the project liaisons specified at signup/registration or the person otherwise designated in by email or web chat by Customer or Provider, as the case may be.
2.4 Provider Tools. In the event any Provider Tools (excluding 3rd party premium plugins/themes) are incorporated into or are used in conjunction with the Website, or any Provider Tools are used to manipulate Content for distribution on the Website, then Provider hereby grants to Customer a worldwide, non-exclusive, sublicenseable (through multiple tiers), assignable, royalty-free, perpetual, irrevocable right to use, reproduce, distribute (through multiple tiers), create derivative works of, publicly perform, publicly display, digitally perform, make, have made, sell, offer for sale and import such Provider Tools in any media now known or hereafter known. Throughout the term of the The Agreement and immediately upon termination, Provider shall provide to Customer the most current copies of any Provider Tools to which Customer has rights pursuant to the foregoing, plus any related documentation.
2.5 Site Review. Provider shall make available complete versions of the Work Product for Customer’s review. Customer shall have 5 days to review and evaluate the Work Product (the “Review Period”) to assess whether it meets the Customers Specifications. If Customer rejects the Work Product during the Review Period, Customer may, in its sole discretion, elect to: (a) extend the time for Provider to provide revised Work Product for review in accordance with this section; (b) terminate this The Agreement, in which case Section 6.3 applies.
2.6 Back up of Work Product. Prior to initial acceptance of the Work Product, Provider shall back up its work at least once every 1 days for the database and once every 7 days for the files and to store such back-up materials in a secure site at a separate location.
3. MODIFICATIONS. If Customer desires to modify the Website at any time during the term of this The Agreement, Customer shall describe the additional services or deliverables to Provider (the “Change Notice”). Within 3 days of such Change Notice, Provider shall submit a change order proposal (the “Change Order”) which includes a statement of any additional charges and, if the Change Notice is provided prior to initial acceptance of the Work Product pursuant to Section 2.5, any adjustments to the Delivery Schedule resulting from the proposed Change Notice. On Customer’s email or web chat approval of the Change Order, the Change Order will become a part of this The Agreement. Any additional deliverables or changes to the Website described in the Change Order shall be subject to acceptance as described in Section 2.5. Provider shall quote all charges for the Change Orders at its then-current standard charges, but in no event shall it exceed the per hour charge discussed in the Change Order.
4. Ongoing Services Managed Hosting.
4.1 Services. Congruent to signup/registration and through Customer’s initial review of the Work Product and services provided as a monthly subscription and pursuant to Section 2.5, Provider shall provide the following managed hosting services:
(a) Domain Name. If requested by Customer, Provider shall cooperate via automated systems or registrar recommendation with Customer in registering the Domain Name with a registrar. Customer shall own all right, title and interest in and to the Domain Name and all Intellectual Property Rights related thereto. Unless otherwise specified by Customer, Provider shall list Customer’s project liaison as the administrative, technical and billing contact.
(b) Content Control. Customer shall have sole control over the Content provided. Provider shall not supplement, modify or alter any Work Product which has been accepted by Customer or any Content (other than modifications strictly necessary to upload the Content to the Website) except with Customer’s prior written consent. Provider shall upload all Content, including updates, to the Website within 48 hours of delivery to Provider. For DIY Sites Provider may also permit Customer to electronically transmit or upload Content directly to the Website.
(c) Site Backup. At Provider’s expense, Provider shall maintain a complete and current copy of the Website on a server located at a remote location. In the event that service is interrupted to the Website, the Provider will make best efforts to restore service to the Customer’s website. As many 3rd party service providers work together to provide Internet, networking and domain name service access, please understand that circumstances beyond the control of the Provider may limit public access to the Customer Website for any period of time. Provider will maintain reasonable communications with 3rd parties in the effort to restore services and with the Customer to inform them of the problem and estimated time of service restoration.
(d) Standards. Provider’s managed hosting standards shall conform to the following:
(i) Availability of Web Site. The Website shall be publicly available to users a minimum of 99.9% of the time during any 24 hour period, 99.9% of the time during any 7 day period, and 99.9% of the time during any 30 day period. This availability is our best effort and is not guaranteed due to the fact that many 3rd party service providers work together to provide Internet, networking and domain name service access, please understand that circumstances beyond the control of the Provider may limit public access to the Customer Website for any period of time. Provider will maintain reasonable communications with 3rd parties in the effort to restore services and with the Customer to inform them of the problem and estimated time of service restoration.
(ii) Webpage Response Time. All technologies are deployed to ensure the best possible response times of websites and averages of 3-6 seconds or less for a page load at busiest times is normal. Longer response times may exist due to circumstances beyond our control, but best efforts will always be made to ensure the fastest load times possible. We like the term lightening fast and we strive to attain to that.
(iii) Bandwidth. The bandwidth representing the Website’s connection to the Internet shall be operating at full capacity to the best of our 3rd party providers ability in any 24 hour period.
(iv) Security. Provider shall make best efforts to prevent unauthorized access to the Website, other restricted areas of the Website and any databases or other sensitive material generated from or used in conjunction with the Website; and Provider shall notify Customer of any known security breaches within a reasonable amount of time.
(v) Inapplicability of Force Majeure. The foregoing standards shall apply regardless of the cause of the interruption in service, even if the interruption in service was beyond the control of Provider.
(vi) Remedies. In addition to other applicable remedies, Customer may immediately terminate this The Agreement without a further cure period if: (x) any breach of this Section 4.1(f) is not cured within the later of the next measurable period (if applicable) or 14 days whichever is less, (y) the same subsection is breached a third time, or (z) there are 2 breaches of separate subsections (even if cured) within any 6 month period.
4.2 Customer License. During the period that Provider provides managed hosting services pursuant to this Section 4, Customer hereby grants to Provider a non-exclusive, non-sublicenseable, royalty-free, worldwide license to reproduce, distribute, publicly perform, publicly display and digitally perform the Content and Work Product only on or in conjunction with the Website. Customer grants no rights other than explicitly granted herein, and Provider shall not exceed the scope of its license.
4.3 Trademarks. Subject to the terms and conditions of this The Agreement, each party hereby grants to the other party a limited, non-exclusive, non-sublicenseable, royalty-free, worldwide license to use such party’s trademarks, service marks, trade names, logos or other commercial or product designations (collectively, “Marks”) for the purposes of creating content directories or indexes and for marketing and promoting the Website. The trademark owner may terminate the foregoing license if, in its sole discretion, the licensee’s use of the Marks does not conform to the owner’s standards. Title to and ownership of the owner’s Marks shall remain with the owner. The licensee shall use the Marks exactly in the form provided and in conformance with any trademark usage policies. The licensee shall not form any combination marks with the other party’s Marks. The licensee shall not take any action inconsistent with the owner’s ownership of the Marks and any benefits accruing from use of such Marks shall automatically vest in the owner.
5. PAYMENTS.
5.1 Fees. Provider shall collect all fees due upon signup/registration and subscription, and payment is due immediately. Fees quoted may include taxes, and Provider shall pay, all sales tax, use tax, excise tax and other taxes which may be levied upon either party in connection with this The Agreement, except for taxes based on Customer’s income from use of the Work Product if applicable.
5.2 Expenses. Customer shall reimburse Provider for all reasonable out-of-pocket expenses which have been approved in advance by Customer and which are incurred by Provider in the performance of services hereunder, and are due upon receipt.
6. TERM AND TERMINATION.
6.1 Term. The initial term of this The Agreement shall be for the Customers subscription period and Thereafter, this The Agreement shall continue until subscription termination.
6.2 Termination for Cause. Except as otherwise provided for herein, either party may terminate this The Agreement upon the material breach of the other party, if such breach remains uncured for 60 days following email notice to the breaching party.
6.3 Termination During Initial Website Setup. In the event that Customer terminates the The Agreement prior to initial review of the Work Product pursuant to Section 2.5, Provider shall delete form it’s possession any Initial Content and refund to Customer any portion of the Setup Fee previously paid to Provider, less the cost of time & effort already spent in the setup of the Work Product at the Providers discretion. All licenses granted hereunder shall terminate.
6.4 Termination During Website Hosting. In the event of expiration or termination of subscription this The Agreement while Provider is providing managed hosting services pursuant to Section 4, Provider shall download all materials, less premium Provider Tools, in zip format and deliver such materials to Customer within 7 business days at Customers request. In addition, the website will be deactivated on the system and if applicable, at the Customers expense, Provider shall: Cooperate with Customer in transferring operations of the Website to a new provider.
6.5 Effect of Termination. Sections 1, 2.4, 6.5, 10, 11, 12, 13 and 14 shall survive termination of this The Agreement. Upon the termination of this The Agreement for any reason and upon request by Customer at any time, Provider shall promptly delete, all Content and copies thereof. Provider shall download all materials, less premium Provider Tools, in zip format and deliver such materials to Customer within 7 business days at Customers request. Subject to Provider’s obligations pursuant to Section 6.4, Provider shall remove all copies of the Content from servers within its control and use reasonable efforts to remove any references to Customer or the Content from any site which caches, indexes or links to the Website.
7. PROVIDER WARRANTIES.
7.1 Work Product Warranties. Provider warrants that any Work Product, Provider Tools or Provider-made changes to the Content shall not: (a) infringe on the Intellectual Property Rights of any third party or any rights of publicity or privacy; (b) violate any law, statute, ordinance or regulation (including without limitation the laws and regulations governing export control, unfair competition, antidiscrimination or false advertising); (c) be defamatory, trade libelous, unlawfully threatening or unlawfully harassing; (d) be obscene, child pornographic or indecent; and (e) contain any viruses, trojan horses, trap doors, back doors, easter eggs, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.
7.2 Additional Warranties. Provider warrants that: (a) any Work Product or Provider Tools will conform to their applicable Specifications or acceptance criteria when delivered and for a period of 1 year thereafter; and (b) there is no outstanding contract, commitment or The Agreement to which Provider is a party or legal impediment of any kind known to Provider which conflicts with this The Agreement or might limit, restrict or impair the rights granted to Customer hereunder.
8. CUSTOMER COVENANTS. During the period that Provider provides Managed hosting services pursuant to Section 4, Customer shall not provide and or distribute on the Website any Content that: (a) infringes on the Intellectual Property Rights of any third party or any rights of publicity or privacy; (b) violates any law, statute, ordinance or regulation (including without limitation the laws and regulations governing export control, unfair competition, antidiscrimination or false advertising); (c) is defamatory, trade libelous, unlawfully threatening or unlawfully harassing; (d) is obscene, child pornographic or indecent; or (e) contains any viruses, trojan horses, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.
9. DISCLAIMER OF WARRANTIES. EXCEPT AS SET FORTH HEREIN, EACH PARTY EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
10. OWNERSHIP.
10.1 Ownership of Work Product. Provider hereby irrevocably assigns to Customer all right, title and interest in and to all Work Product and documentation produced pursuant to Customer’s requests for services hereunder including, without limitation, all applicable Intellectual Property Rights thereto. If Provider has any such rights that cannot be assigned to Customer, Provider waives the enforcement of such rights, and if Provider has any rights that cannot be assigned or waived, Provider hereby grants to Customer an exclusive, irrevocable, perpetual, worldwide, fully paid license, with right to sublicense through multiple tiers, to such rights. Provider acknowledges that there are, and may be, future rights that Customer may otherwise become entitled to with respect to the Work Product that do not yet exist, as well as new uses, media, means and forms of exploitation throughout the universe exploiting current or future technology yet to be developed, and Provider specifically intends the foregoing assignment of rights to Contractor to include all such now known or unknown uses, media and forms of exploitation throughout the universe.
10.2 Ownership of Content and Website. As between Provider and Customer, any Content given to Provider by Customer under this The Agreement or otherwise, and all User Content, shall at all times remain the property of Customer or its licensor. Provider shall have no rights in such Content or User Content other than the limited right to use such content for the purposes expressly set forth in this The Agreement.
10.3 Employee and Subcontractor Contracts. Provider shall cause each individual or company employed by Provider in connection with the Work Product to execute a contract regarding confidentiality and assignment of rights prior to each such individual or company’s commencement of services thereunder. Such contracts shall: (a) include a full assignment of all rights to Customer, (b) include a waiver of any moral or similar rights, (c) be freely assignable, and (d) contain restrictions on use and disclosure. Further, with respect to any subcontractors which it employs: (x) Provider shall not be required to obtain the consent of Customer, (y) Provider shall be responsible for the direction and coordination of the services of such subcontractors, and (z) Customer shall have no obligation to pay such subcontractor(s).
11. INDEMNITY.
11.1 Customer Indemnity. Customer shall defend Provider against any third party claim, action, suit or proceeding alleging any breach of the covenants contained in Section 8. Subject to Section 11.3, Customer shall indemnify Provider for all losses, damages, liabilities and all reasonable expenses and costs incurred by Provider as a result of a final judgment entered against Provider in any such claim, action, suit or proceeding.
11.2 Provider Indemnity. Provider shall defend Customer against any third party claim, action, suit or proceeding resulting from Provider’s acts, omissions or misrepresentations under this The Agreement (including without limitation Provider’s breach of the warranties contained in Sections 7). Subject to Section 11.3, Provider shall indemnify Customer for all losses, damages, liabilities and all reasonable expenses and costs incurred by Customer as a result of a final judgment entered against Customer in any such claim, action, suit or proceeding.
11.3 Mechanics of Indemnity. The indemnifying party’s obligations are conditioned upon the indemnified party: (a) giving the indemnifying party prompt written notice of any claim, action, suit or proceeding for which the indemnified party is seeking indemnity; (b) granting control of the defense and settlement to the indemnifying party; and (c) reasonably cooperating with the indemnifying party at the indemnifying party’s expense.
12. CONFIDENTIAL INFORMATION. Customer’s “Confidential Information” are any passwords used in connection with the Website, all Server Logs, all Work Product and documents related to the Work Product, any Content which Customer designates as confidential, and any other materials of Customer which Customer designates as confidential or which Provider should reasonably believe to be confidential. Customer’s “Confidential Information” also includes the Website itself until such time as Customer decides to make the Website publicly available to users. Provider’s “Confidential Information” is defined as the source code of any Provider Tools. Provider understands and agrees that Customer does not want any other Confidential Information of Provider, and should the parties believe that additional confidential information of Provider needs to be disclosed to Customer, the parties shall execute a separate non-disclosure The Agreement regarding such information. Each party shall hold the other party’s Confidential Information in confidence and shall not disclose such Confidential Information to third parties nor use the other party’s Confidential Information for any purpose other than as necessary to perform under this The Agreement. The foregoing restrictions on disclosure shall not apply to Confidential Information which is (a) already known by the recipient, (b) becomes, through no act or fault of the recipient, publicly known, (c) received by recipient from a third party without a restriction on disclosure or use, or (d) independently developed by recipient without reference to the other party’s Confidential Information.
13. LIMITATIONS ON LIABILITY. EXCEPT FOR BREACHES OF SECTIONS 4.1, 4.2, 4.3 AND 14.3, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY LOST PROFITS OR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH THIS THE AGREEMENT.
14. GENERAL PROVISIONS.
14.1 Governing Law. This Agreement will be governed and construed in accordance with the laws of the State of New Mexico without giving effect to principles of conflict of laws. Both parties agree to submit to jurisdiction in New Mexico and further agree that any cause of action arising under this The Agreement may be brought in a court in Bernalillo County, New Mexico.
14.2 Further Assurances. Provider shall cooperate with Customer, both during and after the term of this The Agreement, in the procurement and maintenance of Customer’s rights to intellectual property created hereunder and to execute, when requested, any other documents deemed necessary or appropriate by Customer to carry out the purpose of this The Agreement.
14.3 Compliance With Laws. Provider shall ensure that its Website setup and its managed hosting services will comply with all applicable international, national and local laws and regulations.
14.4 Severability; Waiver. If any provision of this The Agreement is held to be invalid or unenforceable for any reason, the remaining provisions will continue in full force without being impaired or invalidated in any way. The parties agree to replace any invalid provision with a valid provision which most closely approximates the intent and economic effect of the invalid provision. The waiver by either party of a breach of any provision of this The Agreement will not operate or be interpreted as a waiver of any other or subsequent breach.
14.5 Headings. Headings used in this The Agreement are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section or in any way affect this The Agreement.
14.6 Assignment and Subcontracting. The Agreement and Provider’s rights, duties and obligations hereunder are personal to Provider and Provider may assign its rights, delegate its duties or subcontract its rights without Customer’s prior knowledge or written consent. The sale, transfer or encumbrance of 25% or more of the ownership interest in, or voting stock of, Provider or the merger of Provider into or with any other third party or entity, shall be deemed an assignment for purposes of this Section 14.6. Customer may assign, transfer, delegate or grant all or any part of its rights pursuant to this The Agreement to any person or entity. Any assignment, delegation or subcontract in violation of this Section 14.6 shall be void and of no effect. The parties’ rights and obligations will bind and inure to the benefit of their respective successors and permitted assigns.
14.7 Independent Contractors. The parties to this The Agreement are independent contractors, and no agency, partnership, joint venture or employee-employer relationship is intended or created by this The Agreement. Neither party shall have the power to obligate or bind the other party. Personnel supplied by Provider shall work exclusively for Provider and shall not, for any purpose, be considered employees or agents of Customer. Provider assumes full responsibility for the acts of such personnel while performing services hereunder and shall be solely responsible for their supervision, direction and control, compensation, benefits and taxes.
14.8 Notice. Any notices required or permitted hereunder shall be given to the appropriate party at the email address specified below or at such other address as the party shall specify in writing. Such notice shall be deemed given: upon personal delivery; if sent by email; or if sent by certified or registered mail, postage prepaid, 5 days after the date of mailing.
14.9 Counterparts. The Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which shall be taken together and deemed to be one instrument.
14.10 Injunctive Relief. Provider hereby waives any right to injunctive relief or rescission and agrees that its sole and exclusive remedy for any breach or alleged breach, termination or cancellation of The Agreement by Customer shall be an action for damages and termination of its services hereunder. Provider agrees that Provider’s services are unique and that Customer may suffer irreparable harm in the event of any breach by Provider and that monetary damages in such event would be substantial and inadequate to compensate Customer. Consequently, Customer shall be entitled, in addition to such monetary relief as may be recoverable by law, to such injunctive or other relief as may be necessary to restrain any threatened, continuing or further breach by Provider, without showing or proving actual damage sustained by Customer and without posting a bond.
14.11 Entire Agreement. The Agreement, sets forth the entire understanding and The Agreement of the parties and supersedes any and all oral or written The Agreements or understandings between the parties as to the subject matter of this The Agreement. It may be changed only by a writing signed by both parties. Neither party is relying upon any warranties, representations, assurances or inducements not expressly set forth herein.
If you have any queries regarding any of our terms, please contact us via email or phone..