This web page is a legal document (“Agreement”) between you (“the USER”) and Serve it up Inc (“CORPORATION”). This Agreement states the terms and conditions under which you may use the Serve it Up web site. please read this agreement carefully before accessing and using the Serve it up web site. By using and accessing Serve it Up web site 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 and use the Serve it up web site. Serve it up. may revise this agreement at any time without notice by updating this Agreement. You should visit this web page periodically to review the agreement.
TERMS AND CONDITIONS
These Terms and Conditions (“Agreement”) are made as of the Effective Date by and between Serve it Up Inc, a Florida corporation with offices located at 1463 Running Oak Ct. Royal Palm Beach, Fl 33411, and the User, as defined hereunder.
Corporation has developed and owns that certain Serve it Up (as defined hereinafter) for use and access by User via the Internet; and
User desires to access and use Serve it Up in accordance with the terms and provisions of this Agreement;
in consideration of the mutual benefits of the covenants and restrictions herein contained, User and Corporation hereby agree as follows:
RECITALS AND DEFINITIONS
Recitals: The above recitals and identification of parties are true and correct.
Definitions: The following definitions shall apply:
Access: The term “access” and variants thereof (including, without limitation, “accessing” and “accessible”) shall mean to store data in, retrieve data from or otherwise approach, display, reproduce, frame, establish a Link to, or make use of (directly or indirectly) through electronic means or otherwise.
Serve it Up: The term “Serve it Up” shall mean that certain Web Site referred to as Serve it Up, which is located on the Internet at serveituptennismagazine.com, including any and all Corporation Technology used, incorporated, stored or accessible therein, as implemented on the Corporation System and made accessible to User through the Internet using the Password.
Effective Date: The term “Effective Date” shall mean the date the User receives the Password from Serve it up or accesses Serve it Up, whichever occurs first.
Corporation Marks: The term “Corporation Marks” shall mean trademarks, trade names, service marks and trade dress of Serve it up and parent companies, subsidiaries and affiliates of Serve it up, including, without limitation, the Serve it Up.
Corporation System: The term “Corporation System” shall mean computer systems and communication equipment used for hosting Serve it Up and providing User access to Serve it Up.
Corporation Technology: The term “Corporation Technology” shall mean any and all Technology developed by or for Serve it up.
Internet: The term “Internet” shall mean that certain global network of computers commonly referred to as the Internet, including (without limitation) the world wide web.
Licensed Content: The term “Licensed Content” shall mean third party Technology incorporated in whole or part into Serve it Up.
Link: The term “Link” shall mean text, icons, graphic symbols that upon selection or activation, link or associate to, execute, access or retrieve an off-screen Web Site or Technology.
Password: The term “Password” shall mean that certain password and USER name assigned by Serve it up to User for accessing Serve it Up as may be modified from time to time as provided here under.
Policy Statement: The term “Policy Statement” shall mean those certain written statements of policies (in printed or electronic form) concerning access to Serve it Up as may be adopted by Serve it up and as modified by Serve it up from time-to-time.
Restatements: The term “Restatements” shall mean Section 757 of the Restatement of Torts, Section 39 of the Restatement (Third) of Unfair Competition, Section 1 of the Uniform Trade Secrets Act and 18 U.S.C. §1839.
User: The term “User” shall mean the individual or entity assigned the password used to access the Serve it Up.
Technology: The term “Technology” shall mean information, data, ideas, works of authorship, computer software, source code, object code, executable code, software libraries, documentation, databases, database designs, data dictionaries, data models, fields, records, scripts, texts, interfaces, interface designs, screen displays, Web Sites, web pages, Links, visual works, graphic images, audio, video, compilations, formulas, methodologies, techniques, processes, procedures, adaptations, derivative works, computers, hardware, peripherals, components, networks, product lists, supplier lists and customer lists.
Term: The “Term” shall mean a period of time starting on the Effective Date and ending on the date either party cancels the Password as provided hereunder.
Unauthorized Access: The term “Unauthorized Access” shall mean any access to Serve it Up except for access during the Term for the exclusive purpose of viewing, browsing, retrieving, uploading and posting information on and ordering products through Serve it Up using the Password on behalf of User in accordance with this Agreement.
Unauthorized User: The term “Unauthorized User” shall mean any individual who accesses Serve it Up except for User and employees and agents of User authorized by User to access Serve it Up for purposes of viewing, browsing, retrieving, uploading and posting information on and ordering products through Serve it Up during the Term using the Password on behalf of User in accordance with this Agreement.
Web Site: The term “Web Site” shall mean that certain multimedia interactive product which is a compilation of data, information, computer software, graphics, audiovisual, components and coding formatted for use on the world-wide-web of the Internet and commonly referred to as a web site.
SCOPE OF USE
Access: Corporation hereby grants User a non-exclusive, non-transferable and revocable license to access Serve it Up, during the Term, solely for viewing, browsing, retrieving, uploading and posting information, and ordering products on or through Serve it Up, subject to the terms and provisions of this Agreement.
Policy Statement: During the Term, User shall comply with the Policy Statement. Serve it up may modify the Policy Statement from time to time at the exclusive discretion of Serve it up.
Password: User hereby accepts responsibility for, and shall be liable for, all access to Serve it Up in connection with the Password. User shall be responsible for the confidentiality of the Password. Modification of the Password shall be subject to the approval of Serve it up.
Unauthorized Access: User shall prevent Unauthorized Users from accessing Serve it Up. User shall prevent Unauthorized Access to Serve it Up.
Cancellation: Serve it up may cancel the Password, for convenience and in the exclusive discretion of Serve it up, upon providing written notice of such cancellation to User in accordance with Section 5.06 of this Agreement. User may cancel the Password, for convenience and in the exclusive discretion of User, upon providing written notice of such cancellation to User in accordance with Section 5.07 of this Agreement. Upon cancellation of the Password, User shall immediately cease and desist any and all access to and attempts to access Serve it Up.
Ownership and Title: Title to Serve it Up (excluding Licensed Content), including ownership rights to any and all patents, copyrights, trademarks and trade secrets in connection therewith shall be the exclusive property of Serve it up.
Unauthorized Use: User shall not copy or download Serve it Up without the prior written consent of Serve it up. User shall not access, modify, reverse engineer, reproduce, display, perform or distribute, including (without limitation) by framing or similar means, Serve it Up without the prior written consent of Serve it up. User shall not (directly or indirectly) promote, advertise, market or provide any Web Site similar to or competitive with Serve it Up.
Trademarks: Serve it up shall retain all rights, title and ownership interests in the Corporation Marks and goodwill associated therewith. User acknowledges that, excepting the Corporation Marks, all other product, service and company names mentioned in Serve it Up may be trademarks of their respective owners.
Proprietary Information: User shall hold Serve it up Technology in strict confidence and shall not access or disclose Serve it up Technology except as otherwise permitted under this Agreement. User hereby acknowledges and agrees that Serve it up Technology derives independent economic value (actual or potential) from not being generally known to other persons who can obtain economic value from its disclosure or use and not being readily ascertainable by proper means by other persons who can obtain economic value from its disclosure or use; is the subject of reasonable efforts under the circumstances to maintain its secrecy; and is a trade secret as defined under the Restatements.
No Contest: User shall not contest or aid in contesting the ownership or validity of the copyrights, trademarks, service marks and trade secrets (as applicable) of Serve it up in connection with Serve it Up.
User Submissions: Any Technology (except the Password and ordering information) uploaded, posted or submitted by User on Serve it Up Inc. shall be deemed non-confidential. User hereby grants Serve it up an irrevocable, worldwide, perpetual, nonexclusive license to access, use, reproduce, modify, adapt, release, perform, display, distribute, sell and disclose such Technology, in whole or in part, in any manner and for any purpose whatsoever, and to have and authorize others to do so. User represents and warrants that User possesses all necessary rights, title and interests to rightfully grant Serve it up the foregoing license, free and clear of any encumbrances, third party interests and restrictions. User also represents and warrants that all information provided by User in connection with Serve it Up and this Agreement is true, complete and accurate.
WARRANTY AND INDEMNIFICATION
Express Warranties: User hereby acknowledges and agrees that Serve it up (including officers, employees, agents, directors and independent contractors of Serve it up has not made or granted to User any express warranties concerning Serve it Up or any products and services offered through Serve it Up. User hereby acknowledges that Serve it Up does not constitute grant of an express warranty concerning any products and services offered through Serve it Up and User hereby waives any and all claims of warranty based on Serve it Up.
WARRANTY LIMITATION: SERVE IT UP IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. SERVE IT UP, TO THE FULLEST EXTENT PERMITTED BY LAW, HEREBY DISCLAIMS AND USER HEREBY WAIVES ALL WARRANTIES BY SERVE IT UP, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ALL IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS IN CONNECTION WITH SERVE IT UP AND PRODUCTS AND SERVICES OFFERED THROUGH SERVE IT UP. SERVE IT UP DOES NOT WARRANT AND USER HEREBY WAIVES ANY WARRANTY THAT USE OF OR ACCESS TO SERVE IT UP BY USER WILL BE UNINTERRUPTED OR ERROR FREE. SERVE IT UP DOES NOT MAKE ANY WARRANTY AND USER HEREBY WAIVES ANY AND ALL WARRANTIES AS TO THE RESULTS OBTAINED FROM USE OF THE SERVE IT UP OR AS TO THE ACCURACY, COMPLETENESS, TIMELINESS OR RELIABILITY OF SERVE IT UP. USER HEREBY ACKNOWLEDGES AND AGREES THAT USE OF THE INTERNET AND SERVE IT UP SHALL BE AT THE SOLE AND EXCLUSIVE RISK OF USER AND SUBJECT TO THE RESTRICTIONS, TERMS AND CONDITIONS, RULES, REGULATIONS, POLICIES, APPLICABLE LAWS AND CODES OF CONDUCT GOVERNING THE INTERNET AND SERVE IT UP.
Inaccuracies: User hereby acknowledges that Serve it Up may contain errors, inaccuracies and omissions. User shall assume any and all risk of loss, harm or damage associated with User access to and use of Serve it Up.
Limitation of Liability: Serve it Up shall not be liable for any lost profits or consequential, exemplary, incidental or punitive damages (including, without limitation, in connection with (i) use, performance or operation of Serve it Up; (ii) use, performance or operation of the Internet or use of the Internet by User; (iii) loss of data; AND (IV) PRODUCTS AND SERVICES OFFERED THROUGH THE SERVE it UP), regardless of the form of action, whether in contract or in tort, including negligence, AND regardless of whether Serve it Up has been advised of the possibility of such damages in advance or whether such damages are reasonably foreseeable. Limitation of Damages: the sole remedy of User for any reason and for any cause of action whatsoever in connection with this agreement, Serve it Up, and products and services offered through Serve it Up, regardless of the form of action, whether in contract or in tort, including negligence, shall be modification of Serve it Up, as determined by Serve it Up.
Indemnification: User shall release, defend, indemnify and hold harmless Serve it Up (including its officers, directors, employees, affiliates, contractors and agents) from and against any expense, loss, cost or liability (including, without limitation, attorney fees and paralegal fees) arising from any and all claims, demands, damages or actions resulting from or related to (i) use by User of the Internet, Serve it Up or products or services offered through Serve it Up (including, without limitation, any claims for breach of warranty, loss of data, libel, slander, invasion of privacy or false advertising); (ii) performance of Serve it Up; (iii) User’s negligence or any tortious acts (or failures to act) of User; (iv) products or services offered through Serve it Up; and (v) any breach by User of the obligations of User under this Agreement.
Export Assurance: User shall not perform any act in conflict with or in violation of the export laws and regulations of the United States of America, including (without limitation) the Export Administration Act, 50 U.S.C. §2401, et seq., the Export Administration Regulations, 15 C.F.R. Parts 730-774, the Arms Export Control Act, 22 U.S.C. §2751, and the International Traffic in Arms Regulations, 22 C.F.R. Parts 120-130, as amended.
Links: User hereby acknowledges that Serve it Up may contain Links to third party Web Sites. Any such Links are provided solely as a convenience to User and do not constitute an endorsement by Serve it Up of such Web Sites and the third party content therein.
Entire Agreement: This Agreement contains the entire understanding of the parties relating to the subject matter hereof and supersedes all previous verbal and written agreements between Serve it up and User relating to the subject matter hereof.
Amendments and Modifications: Excepting modifications made to the Policy Statement by Serve it Up and modifications made to this Agreement by Serve it up, any alteration, modification or amendment of this Agreement shall be void unless such alteration, modification or amendment is in writing and signed by an authorized representative of Serve it up.
Severability: If a provision of this Agreement is rendered invalid, the remaining provisions shall remain in full force and effect.
Captions: The headings and captions of this Agreement are inserted for convenience of reference and do not define, limit or describe the scope or intent of this Agreement or any particular section, paragraph, or provision.
Governing Law: This Agreement shall be governed by the laws of the state of Florida, without regard to any rules of conflict or choice of laws which may require the application of laws of another state, and venue shall be Palm Beach County, Florida.
User Notice: All notices to User shall be in writing. Notices to User shall be deemed delivered when posted conspicuously on Serve it Up or when delivered to User electronically, by commercial overnight delivery service, by Certified or Registered Mail - Return Receipt Requested - or by hand. Notices to User shall be deemed given when dispatched. Notices posted conspicuously on Serve it Up Inc. or delivered to User electronically (including, without limitation, electronic mail) shall be deemed written notices.
Corporation Notice: All notices to Serve it up shall be in writing. Notices to Serve it up shall be deemed delivered when delivered by commercial overnight delivery service, Certified or Registered Mail - Return Receipt Requested - or by hand to the address set forth below for Serve it up. Notices to Serve it up shall be deemed given on the date notice is received by Serve it up (as evidenced in the case of Certified or Registered Mail by Return Receipt).
|Serve it Up, Inc.||1463 Running Oak Court|
Royal Palm Beach, Fl 33411
Pronouns/Gender: Pronouns and nouns shall refer to the masculine, feminine, singular or plural as the context shall require.
Remedies: All remedies under this Agreement are in addition to equitable remedies and remedies provided by law and are cumulative. The parties hereby acknowledge and agree that damages at law will be an inadequate remedy to Corporation In addition to remedies at law and other rights which may be available, Corporation shall have the right of specific performance, injunction or other equitable remedy (including, without limitation, the right to such equitable remedies prior to or pending arbitration) in the event of a breach or threatened breach of this Agreement by User.
Waiver: Waiver of a breach of this Agreement shall not constitute a waiver of any other breach. Failure to enforce any provision of this Agreement shall not constitute a waiver or create an estoppel from enforcing such provision. Any waiver of a provision of this Agreement shall not be binding unless such waiver is in writing and signed by the waiving party.
Survival: The terms and provisions of Sections 2.04 and 2.05 and Articles I, III, IV and V of this Agreement shall survive cancellation of the Password.
Public Announcements: All public announcements concerning Serve it Up or the relationship of User and Corporation shall be subject to the prior written approval of Corporation.
Arbitration: Any controversy or claim arising out of or relating to this Agreement, or breach thereof, shall be settled by arbitration in accordance with the Arbitration Rules of MyTechnologyLawyer.com in West Palm Beach, Florida. Judgment upon the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. Qualified Arbitrators shall be selected by the parties in accordance with the Arbitration Rules of MyTechnologyLawyer.com. Each party shall have the right of discovery as set forth in the Federal Rules of Civil Procedure. The Arbitration shall be administered by MyTechnologyLawyer.com.
Litigation Expense: In the event of litigation or arbitration arising out of or relating to this Agreement, each party shall pay its own costs and expenses of litigation or arbitration (excluding fees and expenses of arbitrators and administrative fees and expenses of arbitration).
Disclaimers: Serve it up is not responsible for the behavior, responses, conduct, or other whether online or offline, of any user of its site. Serve it up takes reasonable measures to protect the security and integrity of all personal information provided to us; however, due to the inherent nature of the Internet, we cannot guarantee that information, during transmission or while stored on our system or otherwise in our care, will be absolutely safe from intrusion by others, such as hackers. Serve it up assumes no liability for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any user Posting. Serve it up is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet, including any injury or damage to users or to any person's computer related to or resulting from participation in any activities on the sites or downloading materials. We make no warranties internet services will be timely, secure, uninterrupted, or error-free. You understand that if you download any material, you do so at your own risk. Under no circumstances shall Serve it up be responsible for any loss or damage, including personal injury or death, resulting from use of our site, any content posted on or through the site, or conduct of any users of the site, whether online or offline. We can, whenever we want, edit or delete any content on our site. You use the site at your own risk. Everything you see on our site is provided to you "as is." The site is provided "AS-IS" and as available and Serve it up expressly disclaims any warranty of fitness for a particular purpose or non-infringement. Serve it up cannot guarantee and does not promise any specific results from use of our website.