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Subscription
Agreement
this
DOCUMENT/WEB PAGE is a legal document (“SUBSCRIPTION
Agreement” or “AGREEMENT”) between you
(“YOU” or “the SUBSCRIBER” or
“User”) and SPIRAL STRATEGIES, LLP
(“SPIRAL
STRATEGIES”). THis Agreement states the terms and conditions
under which you may use THE SINAIMAIL.COM online service.
please
read this agreement carefully before accessing and using the
SINAIMAIL.COM online service. By using and accessing the SINAIMAIL.COM
online service OR BY CHECKING THE BOX ON OUR WEBSITE CONFIRMING THAT
YOU AGREE TO THE TERMS AND CONDITIONS, you indicate that you have read
and understand this Agreement and agree to be bound by this agreement.
if you do not accept this Agreement, do not access OR use the
SINAIMAIL.COM online service. SPIRAL STRATEGIES may revise this
agreement at any time, without notice, by updating this Agreement. You
should visit this web page periodically to review the agreement.
By Acceptance of this Agreement, You hereby
agree
to the following Terms and Conditions governing Your use of the
Software, and the SinaiMail.com online service, including offline
components and support (collectively the “Service"). IF YOU
ARE
ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL
ENTITY, YOU REPRESENT THAT YOU HAVE THE LEGAL AUTHORITY TO BIND SUCH
ENTITY TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS "YOU" OR
"YOUR" SHALL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY,
OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MAY NOT USE
THE SERVICE AND MUST SELECT THE "I DECLINE" BUTTON.
As part of the Service, Spiral Strategies
will
provide You with use of the Service, including a browser interface and
data encryption, transmission, access and storage. Your registration
for, or use of, the Service shall be deemed to be Your agreement to
abide by this Agreement including any materials available on the Spiral
Strategies website incorporated by reference herein.
Definitions: As used in this Agreement and
in any
documents now or hereafter associated herewith: "Agreement" means these
online terms and conditions of use and any materials available on the
Spiral Strategies website specifically incorporated by reference
herein, as such materials, including the terms of this Agreement, may
be updated by Spiral Strategies from time to time in its sole
discretion; "Content" means the audio and visual information,
documents, software, products and services contained or made available
to You in the course of using the Service; "Customer Data" means any
data, information or material provided or submitted by You to the
Service in the course of using the Service and any data collected and
maintained in Your use of the Service; "Effective Date" means the
earlier of either the date this Agreement is accepted by checking the
"I agree to the Terms and Conditions of use." option presented on the
screen after this Agreement is displayed or the date You begin using
the Service; "Initial Term" means the initial period during which You
are obligated to pay for the Service equal to the billing frequency
selected by You during the subscription process (e.g., if the billing
frequency is monthly, the Initial Term is the first month);
"Intellectual Property Rights" means unpatented inventions, patent
applications, patents, design rights, copyrights, trademarks, service
marks, trade names, domain name rights, mask work rights, know-how and
other trade secret rights, and all other intellectual property rights,
derivatives thereof, and forms of protection of a similar nature
anywhere in the world; "License Term(s)" means the period(s) during
which a User is licensed to use the Service pursuant to this Agreement;
"Spiral Strategies" means Spiral Strategies, LLP, a Maryland Limited
Liability Partnership, having its principal place of business at 2010
Corporate Ridge, Suite 700, McLean, VA. 22102 USA;
“spiral:MAIL
Technology" or the “Software” means all of Spiral
Strategies' bulk mail service and list management technology (including
software, hardware, products, processes, algorithms, user interfaces,
know-how, techniques, designs and other tangible or intangible
technical material or information) made available to You by Spiral
Strategies in providing the Service and all other Intellectual Property
Rights of Spiral Strategies; "Service(s)" means the specific edition of
SinaiMail.com online email, data analysis, or other services identified
during the sign-up/ordering process, developed, operated, and
maintained by Spiral Strategies, accessible via
http://www.SiniaMail.com or another designated web site or IP address,
or ancillary online or offline products and services provided to You by
Spiral Strategies, to which You are being granted access under this
Agreement, including the spiral:MAIL Technology and the Content;
"User(s)" includes You, Your employees, representatives, consultants,
contractors or agents who use the Service.
1. Privacy & Security Disclosure:
Spiral
Strategies reserves the right to modify its privacy and security
policies at its discretion from time to time. You may be asked whether
or not You wish to receive marketing and other non-critical
Service-related communications from Spiral Strategies from time to
time. You may opt not to receive such communications. Note that because
the Service is a hosted, online application, Spiral Strategies
occasionally may need to notify all users of the Service (whether or
not they have opted out as described above) of important announcements
regarding the operation of the Service. If You participate in a free
trial of the Service and later become a paying customer of the Service,
You agree that Spiral Strategies can disclose the fact that You are a
paying customer and the edition of the Service that You are using.
2. License Grant & Restrictions:
Spiral
Strategies hereby grants You a non-exclusive, non-transferable,
worldwide right to use the Service, subject to the terms and conditions
of this Agreement. All rights not expressly granted to You are reserved
by Spiral Strategies and its licensors.
You may not access the Service if You are a
direct
competitor of Spiral Strategies, except with Spiral Strategies' prior
written consent. In addition, You may not access the Service for
purposes of monitoring its availability, performance or functionality,
or for any other benchmarking or competitive purposes.
You may not and shall not:
(i) license, sublicense, sell, resell,
transfer,
assign, reverse engineer, distribute or otherwise commercially exploit
or make available to any third party the Service or the Content in any
way; (ii) modify or make derivative works based upon the Service or the
Content; (iii) create Internet "links" to the Service or "frame" or
"mirror" any Content on any other server or wireless or Internet-based
device; or (iv) reverse engineer; or (v) access the Service in order to
(a) build a competitive product or service, (b) build a product using
similar ideas, features, functions or graphics of the Service, or (c)
copy any ideas, features, functions or graphics of the Service. User
licenses cannot be shared or used by more than one individual User.
You shall not modify, adapt, or translate
the
Software. You shall not reverse engineer, decompile, disassemble, or
otherwise attempt to discover the source code of the Software except to
the extent You may be expressly permitted to decompile under applicable
law, it is essential to do so in order to achieve operability of the
Software with another software program, and You have first requested
Spiral Strategies to provide the information necessary to achieve such
operability and Spiral Strategies has not made such information
available. Spiral Strategies has the right to impose reasonable
conditions and to request a reasonable fee before providing such
information. Any such information supplied by Spiral Strategies and any
information obtained by You by such permitted decompilation may only be
used by You for the purpose described herein and may not be disclosed
to any third party or used to create any software which is
substantially similar to the expression of the Software. Requests for
information should be directed to the Spiral Strategies Customer
Support Department.
You may use the Service on the condition
that You
do not: (i) send spam or otherwise duplicative or unsolicited messages
in violation of applicable laws; (ii) send or store infringing, obscene
(including pornography, violence, terror, etc.) , threatening,
libelous, or otherwise unlawful or tortious material, including
material harmful to children or violative of third party privacy
rights; (iii) send or store material containing software viruses,
worms, Trojan horses or other harmful computer code, files, scripts,
agents or programs; (iv) interfere with or disrupt the integrity or
performance of the Service or the data contained therein; (v) attempt
to gain unauthorized access to the Service or its related systems or
networks; or (vi) violate or cause Spiral Strategies to violate
applicable law.
3. Your Responsibilities: Without derogating
from
that otherwise set forth herein, You are responsible for all activity
occurring under Your User account(s) and shall abide by all applicable
local, state, national and foreign laws, treaties and regulations in
connection with Your use of the Service, including those related to
data privacy, international communications and the transmission of
technical or personal data. You shall: (i) notify Spiral Strategies
immediately of any unauthorized use of any password or account or any
other known or suspected breach of security; (ii) report to Spiral
Strategies immediately and use reasonable efforts to stop immediately
any copying or distribution of Content that is known or suspected by
You or Your User(s); and (iii) not impersonate another Service User or
provide false identity information to gain access to or use the Service.
4. Account Information and Data: Spiral
Strategies
does not own any data, information or material that You submit to the
Service in the course of using the Service ("Customer Data"). You, and
not Spiral Strategies, shall have sole responsibility for the accuracy,
quality, integrity, legality, reliability, appropriateness, and
intellectual property ownership or right to use of all Customer Data,
and Spiral Strategies shall not be responsible or liable for the
deletion, correction, destruction, damage, loss or failure to store any
Customer Data. In the event this Agreement is terminated (other than by
reason of Your breach), You may export Your Customer Data at any time
prior to the termination of Service. Spiral Strategies reserves the
right to withhold, remove and/or discard Customer Data without notice
for any breach, including, without limitation, Your non-payment. Upon
termination for cause, Your right to access or use Customer Data
immediately ceases, and Spiral Strategies shall have no obligation to
maintain or forward any Customer Data.
5. Intellectual Property Ownership: Spiral
Strategies alone (and its licensors, where applicable) shall own all
right, title and interest, including all related Intellectual Property
Rights, in and to the spiral:MAIL™ Technology, the Content
and
the Service and any suggestions, ideas, enhancement requests, feedback,
recommendations or other information provided by You or any other party
relating to the Service. This Agreement is not a sale and does not
convey to You any rights of ownership in or related to the Service, the
spiral:MAIL Technology or the Intellectual Property Rights owned by
Spiral Strategies. The Spiral Strategies name, the Spiral Strategies
logo, and the product names associated with the Service are trademarks
of Spiral Strategies or third parties, and no right or license is
granted to You or others to use them.
6. Charges and Payment of Fees: You shall
pay to
Spiral Strategies all fees or charges to Your account in accordance
with the fees, charges, and billing terms in effect at the time a fee
or charge is due and payable. The initial charges will be based on the
customers best estimate of the total number of mail recipients he
anticipates loading into SinaiMail.com within 30 days of the acceptance
of this Agreement. Payments may be made monthly or annually, consistent
with the Initial Term, or as otherwise mutually agreed upon. All
payment obligations are non-cancelable and all amounts paid are
nonrefundable. If at any time, additional names are added to Your list
such that higher charges will apply to Your monthly fees; those
additional fees will be billed or charged on Your credit card for the
following month and Spiral Strategies reserves the right to charge You
for previous periods in which Your actual usage exceeded the amount for
which You were charged. If names are removed from Your list
such
that reduced charges shall apply, then charges will be reduced the
following month. You must provide Spiral Strategies with valid credit
card or other form of payment (company/organization check, PayPal, bank
transfer, etc.) as a condition to signing up for the Service. You shall
be liable for fees payable should any credit card which You provide for
payment decline such charge(s). Monthly billing requires that
valid credit card information is provided; annual billing must be paid
in advance by credit card or other accepted means of payment.
Spiral Strategies reserves the right to modify its fees and charges and
to introduce new charges at any time, upon at least 15 days prior
notice to You, which notice may be provided by e-mail. All
pricing terms are confidential, and You agree not to disclose them to
any third party.
7. Billing and Renewal: Spiral Strategies
charges
and collects in advance for use of the Service. Spiral Strategies will
automatically renew and bill Your credit card every month for monthly
subscriptions, or invoice in advance of the subscription term
expiration for accounts paid annually. The renewal charge will be equal
to the then-current charges for the highest number of e-mail addresses
or other entries in Your account during the past 90 days. Fees for
other services will be charged on an as-quoted basis. Spiral
Strategies' fees are exclusive of all taxes, levies, or duties imposed
by taxing authorities, and You shall be responsible for payment of all
such taxes, levies, or duties, excluding only United States (federal or
state) income taxes.
You agree to provide Spiral Strategies with
complete and accurate billing and contact information. This information
includes Your legal company/organization name (if applicable), street
address, telephone number, fax number (if applicable), e-mail address,
and name of an authorized billing contact. You agree to update this
information within 30 days of any change. If the contact information
You have provided is false or fraudulent, Spiral Strategies reserves,
without derogating from that otherwise set forth herein, the right to
terminate Your access to the Service in addition to any other legal
remedies.
Unless Spiral Strategies in its discretion
determines otherwise, all fees will be billed by Spiral Strategies and
paid by You in US dollars.
If You believe Your bill is incorrect, You
must
contact us in writing within 60 days of the invoice date of the invoice
setting forth the details of the amount in question and Your basis for
asserting its inaccuracy in order for You to be considered eligible to
receive an adjustment or credit.
8. Non-Payment and Suspension: In addition
to any
other rights granted to Spiral Strategies herein, Spiral Strategies
reserves the right to suspend or terminate this Agreement and Your
access to the Service if Your account becomes delinquent (falls into
arrears). Delinquent invoices (accounts in arrears) are subject to
interest of 1.5% per month on any outstanding balance, or the maximum
permitted by law, whichever is less, plus all expenses of collection
including without limitation legal fees. You will continue to be
charged for User licenses during any period of suspension. If You or
Spiral Strategies initiates termination of this Agreement, You will be
obligated to pay the balance due on Your account computed in accordance
with the Charges and Payment of Fees section above. You agree that
Spiral Strategies may charge such unpaid fees to Your credit card or
otherwise bill You for such unpaid fees.
Spiral Strategies reserves the right to
impose a
reconnection fee in the event You are suspended and thereafter request
access to the Service. You agree and acknowledge that Spiral Strategies
has no obligation to retain Customer Data and that such Customer Data
may be irretrievably deleted if Your account is 30 days or more
delinquent.
9. Termination: This Agreement commences on
the
Effective Date, and shall remain in effect until terminated at any time
by Spiral Strategies. The Initial Term will be as You elect during the
online subscription process or as otherwise mutually agreed upon,
commencing on the date You agree to pay for the Service by completing
the online subscription form or otherwise. Upon the expiration of the
Initial Term, this Agreement will automatically renew for successive
renewal terms equal in duration to the Initial Term (or one year, if
the Initial Term is greater than one year) at Spiral Strategies' then
current fees. Should Spiral Strategies terminate this agreement for any
reason, other than by reason of Your breach, before the end of any
term, then Spiral Strategies shall refund to You an amount proportional
to the as yet not used portion of the term. Such refund will
be
made within sixty (60) days of termination and shall be done by the
same means as You have used to pay for the Service or as Spiral
Strategies sees fit. You may terminate this Agreement effective only
upon the expiration of the then current License Term, by notifying
Spiral Strategies in writing at least fifteen (15) business days prior
to the date of the invoice for the following term. In the case of free
trials, Spiral Strategies’ notifications to You are provided
through the Service by indicating the remaining number of days in the
free trial and shall constitute notice of termination. In the event
this Agreement is terminated (other than by reason of Your breach),
Spiral Strategies will permit You to export all Customer Data for a
period of fourteen (14) days following termination. You agree and
acknowledge that Spiral Strategies has no obligation to retain the
Customer Data, and may delete such Customer Data, after thirty (30)
days after termination or of the date that Spiral Strategies’
provides You with notice of Your material default of the terms of this
Agreement.
10. Termination for Cause: Any
breach of
Your payment obligations or unauthorized use of the Service or
spiral:MAIL Technology will be deemed a material breach of this
Agreement. Spiral Strategies, in its sole discretion, may terminate
Your password, account or use of the Service if You breach or otherwise
fail to comply with this Agreement. In addition, Spiral Strategies may
terminate a free account at any time in its sole discretion.
11. Representations & Warranties:
Each party
represents and warrants that it has the legal power and authority to
enter into this Agreement. You represent and warrant that You have not
falsely identified Yourself nor provided any false information to gain
access to the Service and that Your billing information is correct.
12. Indemnification: You shall indemnify and
hold
Spiral Strategies, its licensors and each such party's parent
organizations, subsidiaries, affiliates, officers, directors,
employees, attorneys and agents harmless from and against any and all
claims, costs, damages, losses, liabilities and expenses (including
attorneys' fees and costs) arising out of or in connection with:
(i) a claim alleging that use of the Customer Data infringes the rights
of, or has caused harm to, a third party; (ii) a claim, which if true,
would constitute a violation by You of Your representations and
warranties; or (iii) a claim arising from the breach by You or Your
Users of this Agreement, provided in any such case that Spiral
Strategies (a) gives written notice of the claim promptly to You; (b)
gives You sole control of the defense and settlement of the claim
(provided that You may not settle or defend any claim unless You
unconditionally release Spiral Strategies of all liability and such
settlement does not affect Spiral Strategies' business or Service); (c)
provides to You all available information and assistance; and (d) has
not compromised or settled such claim.
Spiral Strategies shall have no liability,
and You
shall immediately indemnify Spiral Strategies pursuant to this
Agreement, for claims arising from any infringement arising from the
combination of the Service with any of Your products, services,
hardware or business process(s).
13. Disclaimer of Warranties SPIRAL
STRATEGIES AND
ITS LICENSORS MAKE NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE
RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY,
ACCURACY OR COMPLETENESS OF THE SERVICE OR ANY CONTENT. SPIRAL
STRATEGIES AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT:
(A) THE USE OF THE SERVICE WILL BE SECURE, TIMELY, UNINTERRUPTED OR
ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE,
SYSTEM OR DATA, (B) THE SERVICE WILL MEET YOUR REQUIREMENTS OR
EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE
QUALITY AND TYPE OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER
MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET
YOUR REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS WILL BE
CORRECTED, OR (F) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE
AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE SERVICE
AND ALL CONTENT IS PROVIDED TO YOU STRICTLY ON AN "AS IS" BASIS. ALL
CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED,
STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED
WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR
NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE
MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY SPIRAL STRATEGIES AND ITS
LICENSORS.
14. Internet Delays/Force Majeure: SPIRAL
STRATEGIES'S SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER
PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC
COMMUNICATIONS. SPIRAL STRATEGIES IS NOT RESPONSIBLE FOR ANY DELAYS,
DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH
PROBLEMS.
SPIRAL STRategies shall not be liable to You nor any other party for
non-performance or delay in performance of any of its obligations under
this Agreement or the provision of the service due to causes beyond its
reasonable control, including, but not limited to, fire, strike,
hostilities (whether or not declared war), riot, insurrection, civil
commotion or unavoidable accident.
15. Limitation of Liability: IN NO EVENT
SHALL
SPIRAL STRATEGIES’ AGGREGATE LIABILITY EXCEED THE AMOUNTS
ACTUALLY PAID BY AND/OR DUE FROM YOU IN THE TWELVE (12) MONTH PERIOD
IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN NO EVENT
SHALL SPIRAL STRATEGIES AND/OR ITS LICENSORS BE LIABLE TO YOU OR ANYONE
ELSE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL,
CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF
DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING OUT
OF, OR IN ANY WAY CONNECTED WITH THE SERVICE, INCLUDING BUT NOT LIMITED
TO THE USE OR INABILITY TO USE THE SERVICE, OR FOR ANY CONTENT OBTAINED
FROM OR THROUGH THE SERVICE, ANY INTERRUPTION, INACCURACY, ERROR OR
OMISSION, REGARDLESS OF CAUSE IN THE CONTENT, EVEN IF SPIRAL STRATEGIES
OR ITS LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES.
16. Additional Rights: Certain states and/or
jurisdictions do not allow the exclusion of implied warranties or
limitation of liability for incidental, consequential or certain other
types of damages, so the exclusions set forth above may not apply to
You.
17. Local Laws and Export Control: This site
provides services and uses software and technology that may be subject
to United States export controls administered by the U.S. Department of
Commerce, the United States Department of Treasury Office of Foreign
Assets Control, and other U.S. agencies and the export control
regulations of Switzerland and the European Union. The User of the
Service acknowledges and agrees that the site shall not be used, and
none of the underlying information, software, or technology may be
transferred or otherwise exported or re-exported to countries as to
which the United States, Switzerland and/or the European Union
maintains an embargo (collectively, "Embargoed Countries"), or to or by
a national or resident thereof, or any person or entity on the U.S.
Department of Treasury's List of Specially Designated Nationals
or the
U.S.
Department of Commerce's Table of Denial Orders
(collectively, "Designated Nationals"). The lists of Embargoed
Countries and Designated Nationals are subject to change without
notice. By using the Service, You represent and warrant that You are
not located in, under the control of, or a national or resident of an
Embargoed Country or Designated National. You agree to comply strictly
with all U.S., Swiss and European Union export laws and assume sole
responsibility for obtaining licenses to export or re-export as may be
required.
This site may use encryption technology that
is
subject to licensing requirements under the U.S. Export Administration
Regulations, 15 C.F.R. Parts 730-774 and Council Regulation (EC) No.
1334/2000
Spiral Strategies and its licensors make no
representation that the Service is appropriate or available for use in
particular locations. You are solely responsible for compliance with
all applicable laws, including without limitation export and import
regulations of applicable countries. Any diversion of the Content
contrary to United States or other applicable law is prohibited. None
of the Content, nor any information acquired through the use of the
Service, is or will be used for nuclear activities, chemical or
biological weapons or missile projects, unless specifically authorized
by the United States government.
18. Notice: Spiral Strategies may give
notice by
means of a general notice on the Service, electronic mail to Your
e-mail address on record in Spiral Strategies' account information as
You will provide upon registration or from time to time in writing to
Spiral Strategies, or by written communication sent by first class mail
or pre-paid post to Your address on record in Spiral Strategies'
account information. Such notice shall be deemed to have been given
upon the expiration of 48 hours after mailing or posting (if sent by
first class mail or pre-paid post) or 12 hours after sending (if sent
by e-mail). You may give notice to Spiral Strategies (such notice shall
be deemed given when received by Spiral Strategies) at any time by any
of the following: letter sent by confirmed facsimile to Spiral
Strategies at fax number [+1] (703) 749-7719 or letter delivered by
nationally recognized overnight delivery service or first class postage
prepaid mail to Spiral Strategies at Spiral Strategies, LLP, 2010
Corporate Ridge, Suite 700, McLean, VA 22102 USA to the attention of:
Chief Operating Officer.
19. Modification to Terms: Spiral Strategies
reserves the right to modify any of the terms and conditions of this
Agreement or its policies relating to the Service at any time,
effective upon posting of an updated version of this Agreement on the
Service. You are responsible for regularly reviewing this Agreement.
Continued use of the Service after any such changes shall constitute
Your consent to such changes.
20. Assignment; Change in Control: This
Agreement
may not be assigned by You without the prior written approval of Spiral
Strategies but may be assigned without Your consent by Spiral
Strategies to (i) a parent or subsidiary, (ii) an acquirer of assets,
or (iii) a successor by merger. Any purported assignment in violation
of this section shall be void. Any actual or proposed change in control
of Your company or organization that results or would result in a
direct competitor of Spiral Strategies directly or indirectly owning or
controlling 50% or more of Your company or organization shall entitle
Spiral Strategies to terminate this Agreement for cause immediately
upon written notice.
21. General: This Agreement shall be
governed by
Maryland, U.S.A. law and controlling United States federal law, without
regard to the choice or conflicts of law provisions of any
jurisdiction, and any disputes, actions, claims or causes of action
arising out of or in connection with this Agreement or the Service
shall be subject to the exclusive jurisdiction of the county, state and
federal courts located in and around Baltimore County, Maryland,
U.S.A.. No text or information set forth on any other purchase order,
preprinted form or document shall add to or vary the terms and
conditions of this Agreement. If any provision of this Agreement is
held by a court of competent jurisdiction to be invalid or
unenforceable, then such provision(s) shall be construed, as nearly as
possible, to reflect the intentions of the invalid or unenforceable
provision(s), with all other provisions remaining in full force and
effect. No joint venture, partnership, employment, or agency
relationship exists between You and Spiral Strategies as a result of
this agreement or use of the Service. The failure of Spiral Strategies
to enforce any right or provision in this Agreement shall not
constitute a waiver of such right or provision unless acknowledged and
agreed to by Spiral Strategies in writing. This Agreement comprises the
entire agreement between You and Spiral Strategies and supersedes all
prior or contemporaneous negotiations, discussions or agreements,
whether written or oral or by on-line communication, between the
parties regarding the subject matter contained herein.
Questions or Additional Information: If You
have
questions regarding this Agreement or wish to obtain additional
information, please send an e-mail to info@SpiralStrategies.com.
SPIRAL STRATEGIES™, spiral:Mail,
SinaiMail,
the Spiral Strategies logo and the SinaiMail logo are the
trademark of Spiral Strategies, LLP and are protected under
U.S.
and international law.
Copyright © 2007 by Spiral Strategies. All rights
reserved.
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