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This Terms of Use agreement sets forth the
agreement between Incorporatetime.com, Inc., ("INCTIME" or
"we") and each user ("you" or "user")
governing the use by you of this site. Please read this agreement
carefully before using this site. By using this site, you signify your
assent to
this Terms of Use agreement. If you do not agree to the terms
and conditions contained in this Terms of Use agreement, you may not
access or otherwise use this site.
This Site is
not a Substitute for Legal Counsel
The
information on this site is for informational purposes only and is not
intended as a substitute for legal advice.
Your review of the posted
materials does not establish any form of attorney-client relationship
between you and INCTIME. INCTIME is not a law firm and neither
INCTIME nor any of its employees provide legal services or legal
advice. Further, no representations or warranties, expressed or
implied, are given regarding the legal or other consequences resulting
from the use of our services or forms. You should consult legal counsel to
determine the applicable law for your situation.
Copyright
and Trademarks
All
INCTIME
web site design, text,
graphics, sound, software and other content contained herein, and the selection and
arrangement thereof, are the property of INCTIME or its licensors, and are
protected by United States and international copyright law. All rights to
such materials are reserved to their respective copyright owners.
Permission is granted to electronically copy and to print in hard copy
portions of this Web site for the sole purpose of placing an order with
INCTIME or using this Web site as a shopping vehicle. Any other use of
materials on this site, including without limitation reproduction for
purposes other than noted above, modification, distribution, replication,
commercial or other exploitation, or creation of derivative works, without
the prior written permission of INCTIME, is strictly prohibited.
INCTIME,
and all logos, page headers, custom graphics and icons are service marks
and/or trademarks of INCTIME or its licensors or affiliates. All other
trademarks, service marks, product names and company names or logos that
appear on this site are the property of their respective owners.
No
Warranty; Disclaimer
INCTIME is providing this site and its contents on an
"as is" basis. INCTIME and its officers, directors, employees,
agents, licensors, suppliers, content providers and the like (together,
"affiliates") make no representations or warranties of any kind,
express or implied, with respect to this site or its contents, including
without limitation the products, information or services offered or sold
on or through this site or any other site to which this site links (each a
"Linked Site") and the uninterrupted and error-free use of this
site. INCTIME and its affiliates expressly disclaim all such
representations and warranties, including without limitation all
warranties of merchantability, accuracy, timeliness, completeness, fitness
for a particular purpose and non-infringement.
Privacy
We respect and are committed to protecting your privacy. We may collect
personally identifiable information when you visit our site. We also
automatically receive and record information on our server logs from your
browser including your IP address, cookie information and the page(s) you
visited. We will not sell your personally identifiable information to
anyone.
Security
Your payment and personal information is
always safe. Our Secure Sockets Layer (SSL) software is the industry
standard and among the best software available today for secure commerce
transactions. It encrypts all of your personal information, including
credit card number, name, and address, so that it cannot be read over the
internet.
Limitation
of Liability
INCTIME and its affiliates shall not under any circumstances be liable for
any damages of any kind arising out of, in connection with or relating to
the use of or inability to use this site, including without limitation any
liability (i) as a publisher of information, (ii) as a reseller of any
products or services, (iii) for any defective products, (iv) for any
incorrect or inaccurate information, (v) for any unauthorized access to or
disclosure of your transmissions or data, (vi) for statements or conduct
of any third party on the site, or (vii) for any other matter relating to
this site or any linked site. This is a comprehensive limitation of
liability that applies to all damages of any kind, including without
limitation any direct, indirect, special, incidental or consequential
damages (including without limitation damages for loss of business, loss
of profits, loss of good will, loss of use, loss of data, cost of
procuring substitute goods, services or information, litigation or the
like), whether based on breach of contract, breach of warranty, tort
(including without limitation negligence), product liability or otherwise,
even if the user advises of the possibility of such damages. The
limitations of liability set forth herein are fundamental elements of the
basis of the bargain between INCTIME and the user. The products,
information and services offered on and through this site would not be
provided without such limitations. Because the laws of some states may not
allow for the exclusion of certain damages, in such states liability is
limited to the fullest extent permitted by law.
Notwithstanding
the foregoing, the sole and entire maximum liability of INCTIME and its
affiliates for any reason, and your sole and exclusive remedy for any
cause or claim whatsoever, shall be limited to the amount paid by you for
any product, information or service purchased by you from INCTIME on this
site.
You
agree to indemnify, defend and hold harmless INCTIME and its affiliates
against all claims, demands, causes of action, losses, expenses, damages
and costs, including without limitation any reasonable attorneys' fees,
resulting or arising from or relating to your use of or conduct on the
site, any activity related to your account by you or any other person, any
material that you submit to, post on or transmit through the site, your
violation of these Terms of Use, your infringement or violation of any
rights of another, or termination of your access to this site.
You agree that, if the registration or reservation of your corporate name
is challenged, or if a dispute arises with any third party, you will
indemnify and hold us harmless. You agree that, if your agent or employee
purchased our Services on your behalf, you are nonetheless bound as a
principal by all terms and conditions herein. You agree to release,
indemnify, and hold us, our contractors, agents, employees, officers,
directors and affiliates harmless from all liabilities, claims and
expenses, including attorney's fees, of third parties relating to or
arising under this Agreement, the Services provided hereunder or your use
of the Services, including without limitation infringement by you of any
intellectual property or other proprietary right of any person or entity,
or from the violation of any of our operating rules or policy relating to
the service(s) provided.
The failure of INCTIME or its affiliates to
insist upon strict adherence to any term of this agreement shall not
constitute a waiver of such term and shall not be considered a waiver or
limit that party's right thereafter to insist upon strict adherence to
that term or any other term of this agreement. You agree that regardless
of any statute or law to the contrary, any claim of cause of action
arising from or relating to use of this site or this agreement must be
filed within one (1) year after such claim or cause of action arose, or
will be forever barred. The "No Warranty; Disclaimer" and
"Limitation of Liability" provisions of this agreement are for
the benefit of INCTIME and its affiliates as defined herein, and each of
these individuals or entities shall have the right to assert and enforce
these provisions directly against you on its own behalf.
In the event that your
corporate name is unavailable, your sole remedy will be limited to the
fees paid to INCTIME.
Applicable
Law; Jurisdiction
By using this site, you
submit to the exclusive jurisdiction of the state of New York and federal
courts having jurisdiction in the County of Suffolk County in the state of
New York, and you waive any jurisdictional, venue, or inconvenient forum
objections to such courts.
Severability; Interpretation
If any provision of this agreement shall be
deemed unlawful, void or for any reason unenforceable by a court of
competent jurisdiction, the validity and enforceability of any remaining
provisions shall not be affected. When used in this agreement, the term
"including" shall be deemed to be followed by the words
"without limitation."
Entire
Agreement; Amendments
This agreement constitutes the entire and only
agreement between INCTIME and each user of this site with respect to the
subject matter of this agreement and supercedes any and all prior or
contemporaneous agreements, representations, warranties and
understandings, written or oral, with respect to the subject matter of
this agreement. You agree to review this agreement prior to your use of
this site and your use of this site shall be deemed acceptance of and
assent to this agreement by you. INCTIME may, in its sole discretion,
amend this Terms of Use agreement from time to time.
Non-Profit Entities
Any
fees quoted by INCTIME for a non profit entity are for the drafting and filing
of the articles of the non profit corporation solely. That is, any
fee quoted for a non profit entity does not include the obtainment of
501(c) 3 status for the entity. Obtainment of 501(c)3 status is
solely the responsibility of the client. Specifically, INCTIME can not and
does not provide such service.
Refunds
If for any reason you are dissatisfied with
the services of INCTIME after receipt of the incorporation documents, INCTIME will retain a seventy-five dollar processing fee, and will refund the remainder of
the fees paid to INCTIME. In the event that INCTIME has not initiated
processing of your order, INCTIME will retain a twent-five dollar processing fee and
will refund the remainder of the fees paid to INCTIME. Any and all fees
paid to the Secretary of State cannot be refunded under any circumstances.
In reference to Delaware
filings, if you elect Incorporatetime.com to arrange registered agent
services for your company, beginning on the first anniversary of the
formation of your business entity, your subsequent annual registered agent fee is
one-hundred and sixty-seven dollars. You are required to notify your registered agent, in
writing, of any subsequent change of address or other
changes to contact information.
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