|Preferred Market Solutions, LLC.
Terms Of Service
In return for acquiring a license to use the software ("Software") and
related services ("Services") and documentation, you agree to the
following terms and conditions:
In this agreement, "Preferred Market Solutions, LLC.", "we", "our" and
"us" refer to Preferred Market Solutions, LLC. and "you", "your" and
"Merchant" means the Merchant, all its affiliates, locations, its
employees and Agents, if any.
Preferred Market Solutions, LLC. represents, maintains and operates a
proprietary gift card and loyalty card system (the "Preferred Market
Solutions, LLC. System" or "Preferred Market Solutions, LLC. Services" or
"The Program"), as outlined in this Agreement.
"Preferred Market Solutions, LLC. Web Site" or "Our Site" means the web
site located at http://www.preferredpatron.com and it's associated pages
and links, and "Your Site" means a web site upon which you establish
Links to Our Site as part of this Program.
"Preferred Market Solutions, LLC. Data Center" or "Data Center" means the
facility remotely hosting data for the program upon which you establish
connections to as part of this Program.
Preferred Market Solutions, LLC. and The Merchant may each be referred to
herein as a "Party" and collectively as the "Parties".
"Software" shall mean the machine readable code distributed to Merchant
pursuant to this Agreement, or, any updates that Preferred Market
Solutions, LLC. shall provide or substitute to Customer pursuant to the
terms of this Agreement.
"Services" shall mean any website or other online service of Preferred
Market Solutions, LLC., its affiliates and agents with links to this
License Agreement, in any way, including using, transmitting,
downloading or uploading any Materials made available or enabled via the
Services by Preferred Market Solutions, LLC. or, you, or other users of
the Service and includes without limitation, any information, data,
documents, images, photographs, graphics, audio, videos, or webcasts,
products, and Preferred Market Solutions, LLC. software code and
"Account Information" shall mean certain Services and Materials available
only if you have paid a subscription fee and have provided Preferred
Market Solutions, LLC. certain Registration Information) and have created
a password or other log-in ID and password.
Preferred Market Solutions, LLC. may change the License Agreement from
time to time at its sole discretion, including by modifying subscription
fees. Preferred Market Solutions, LLC. may require you to provide
consent to the updated Terms in a specified manner before further use of
the Services is permitted. Otherwise, your continued use of any affected
Service constitutes your acceptance of the changes. Your use of the
Services is subject to the most current version of the License Agreement
posted within the software and can be seen by going to the software Start
Services and Materials provided by third parties are governed by separate
agreements accompanying such Services and Materials.
This Agreement grants you, the Licensee, a license to use the
Software/Services and make copies of the Software in machine readable
form for back-up purposes provided you reproduce our copyright
You may not use the Services if you are prohibited by Law from receiving
or using the Services. Also, you may not use the Services unless you are
fully able and competent to enter into the conditions, obligations,
representations and other terms of this Agreement and are either of legal
age to form a binding contract with Preferred Market Solutions, LLC.,
possess legal parental or guardian consent or are an emancipated minor.
Unless expressly agreed to by Preferred Market Solutions, LLC. in writing
elsewhere, Preferred Market Solutions, LLC. has no obligation to store
any Materials that you upload, post, email, transmit or otherwise make
available through your use of the Services ("Your Content"). "User
Content" means any Materials uploaded by you or the other users of the
Services. Preferred Market Solutions, LLC. has no responsibility or
liability for the deletion or accuracy of any Materials, including Your
Content, the failure to store, transmit or receive transmission of
Materials, or the security, privacy, storage or transmission of other
communications originating with or involving use of the Services. Certain
Services may enable you to specify the level at which such Services
restrict access to Your Content. You are solely responsible for applying
the appropriate level of access to Your Content. If you do not choose,
the system may default to its most permissive setting. You agree that
Preferred Market Solutions, LLC. retains the right to create reasonable
limits on the use of the Materials, including Your content, such as
limits on file size, storage space, processing capacity, and similar
limits as otherwise determined by Preferred Market Solutions, LLC. in its
You agree to use the Services and the Materials only for purposes that are
permitted by the License Agreement and any applicable law, regulation, or
generally accepted practices or guidelines in any applicable jurisdiction
(including any laws regarding the export of data or software to and from
the United States or other applicable countries).
OWNERSHIP OF SOFTWARE
As Licensee, you own the media, if any, upon which the software is
recorded or fixed, but we retain title and ownership of the Software
recorded on the original media or downloaded from our Web Site and all
subsequent copies of the Software, regardless of the form or media in
which or on which the original and other copies may exist. This license
is not a sale of the Software or any copy.
The Services and Materials, and their selection and arrangement, are
protected by copyright, trademark, trade dress, patent, trade secret,
unfair competition, and other intellectual and proprietary rights (the
"Intellectual Property Rights"). Except as expressly provided in the
License Agreement, Preferred Market Solutions, LLC. and its suppliers do
not grant any express or implied rights to use the Services and Materials.
REPLACEMENT AND UPDATE OF SOFTWARE
At any time during the term of this Agreement, Preferred Market Solutions,
LLC. shall, from time to time, by criteria of their own choosing, supply
updates or replacement versions of the Software. Preferred Market
Solutions, LLC. may provide said updates, automatically, through
electronic distribution, email, postal mail, or any other future
distribution mechanism used to distribute software. These updates are
designed to improve, enhance and further develop the Services and may
take the form of bug fixes, enhanced functions, new Software modules and
completely new versions. You agree to receive such updates (and permit
Preferred Market Solutions, LLC. to deliver these to you with or without
your knowledge) as part of your use of the Services.
Upon Preferred Market Solutions, LLC.'s shipment of the new software, any
license for any previous version of the Software shall terminate, and the
Merchant shall have to agree to the then, current License Agreement in
order to continue use of the Software/Services.
Preferred Market Solutions, LLC. does not guarantee that any update or
replacement of the Software will be sent, and Preferred Market Solutions,
LLC. reserves the right to update or remove features of the Software by
criteria of its own choosing. Preferred Market Solutions, LLC. reserves
the right to provide substitute software.
You agree that you, not Preferred Market Solutions, LLC., are entirely
responsible for all of your content that you distribute, perform,
display, upload, post, email, transmit or otherwise make available on or
through the Services, whether publicly posted or privately transmitted.
You assume all risks associated with use of your content, including any
reliance on its accuracy, completeness or usefulness.
You represent and warrant that:
i. you own the Intellectual Property
Rights, or have obtained all necessary license(s) and permission(s), to
use Your Content in keeping with your use in connection with the Services
or as otherwise permitted by the Terms;
ii. you have received consent
from any and all persons depicted in Your Content to use Your Content as
set forth in the Terms, including distribution, public display, public
performance and reproduction of Your Content.
You agree not to use, or to encourage or permit others to use, the
Services to: i. Make Available any Material that is unlawful, harmful,
threatening, abusive, tortuous, defamatory, libelous, vulgar, obscene,
child-pornographic, lewd, profane, invasive of another's privacy,
hateful, or racially, ethnically or otherwise objectionable;
ii. Stalk, intimidate and/or harass another;
iii. Incite others to commit violence;
iv. Harm minors in any way;
v. Make available any material that you do not have a right to make
available under any law or contractual or fiduciary relationship;
vi. Make available any material that infringes any intellectual property
right or other proprietary right of any party;
vii. Impersonate any person or entity, or falsely state or otherwise
misrepresent your affiliation with a person or entity;
viii. Forge headers or otherwise manipulate identifiers to disguise the
origin of any of materials posted on or transmitted through the Services;
ix. Use the Services or Materials such that it will mislead a user into
believing that they are interacting directly with Preferred Market
Solutions, LLC. or any Service;
x. Engage in any chain letters, junk email, pyramid schemes, spamming or
other duplicative or unsolicited messages (commercial or otherwise);
xi. Make available any Material that contains software viruses or any
other computer code, files or programs designed to interrupt, destroy or
limit the functionality of any computer software, hardware or
xii. Access or use the Services in any manner that could damage, disable,
overburden or impair any Preferred Market Solutions, LLC. server or the
networks connected to any Preferred Market Solutions, LLC. server;
xiii. Intentionally or unintentionally interfere with or disrupt the
Services or violate any applicable laws related to the access to or use
of the Services, violate any requirements, procedures, policies or
regulations of networks connected to the Services, or engage in any
activity prohibited by the Terms;
xiv. Disrupt or interfere with the security of, or otherwise cause harm
to, the Services, Materials, systems resources, accounts, passwords,
servers or networks connected to or accessible through the Services or
any affiliated or linked sites;
xv. Disrupt, interfere with, or inhibit any other User from using and
enjoying the Services or Materials, or other affiliated or linked sites,
Services or Materials;
xvi. Access or attempt to access any Material that you are not authorized
to access or through any means not intentionally made available through
xvii. Reproduce, sell, trade, resell or exploit for any commercial
purpose, any portion of the Services or any Materials, use of any Service
or Materials, or access to any Service or Materials.
xviii. Use any data mining, robots, or similar data gathering and
extraction methods in connection with the Services or Materials.
xviiii. Collect or store data about other users in connection with the
prohibited conduct and activities.
Preferred Market Solutions, LLC., in its sole discretion, may (but has no
obligation to) monitor or review the Services and Materials at any time.
Without limiting the foregoing, Preferred Market Solutions, LLC. shall
have the right, in its sole discretion, to remove any of Your Content for
any reason (or no reason), including if it violates the Terms or any Law.
Although Preferred Market Solutions, LLC. does not generally monitor user
activity occurring in connection with the Services or Materials, if
Preferred Market Solutions, LLC. becomes aware of any possible violations
by you of any provision of the Terms, Preferred Market Solutions, LLC.
reserves the right to investigate such violations, and Preferred Market
Solutions, LLC. may, at its sole discretion, immediately terminate your
rights hereunder, including your right to use the Services, or Materials
or change, alter or remove your content or account information, in whole
or in part, without prior notice to you. If, as a result of such
investigation, Preferred Market Solutions, LLC. believes that criminal
activity has occurred, Preferred Market Solutions, LLC. reserves the
right to refer the matter to, and to cooperate with, any and all
applicable law enforcement authorities. Except Preferred Market
Solutions, LLC. to the extent prohibited by applicable Law, Preferred
Market Solutions, LLC. is entitled to retain and/or disclose any
information or Materials, including Your Content or Account Information
(or elements thereof), in Preferred Market Solutions, LLC. possession in
connection with your use of the Services to
i. comply with applicable
Law, legal process or governmental request;
ii. enforce the Terms;
iii. respond to any claims that Your Content violates the Terms or rights of
iv. respond to your requests for customer services; or
v. protect the rights, property or personal safety of Preferred Market
Solutions, LLC., its Users or third parties, including the public at
large, as Preferred Market Solutions, LLC. in its sole discretion
believes to be necessary or appropriate.
TERM AND TERMINATION
This Agreement shall commence on the date of installation and whose initial term shall be pro-rated until the end of the current month.
This agreement shall automatically renew for additional one-month terms unless either
party provides the other party notice of termination in advance of the
expiration of the then-current term.
You are responsible for payment of all fees to Preferred Market Solutions,
LLC. in relation to all Preferred Market Solutions, LLC. products and
services bought by you. In the event that you fail to pay for the
products and/or services provided under this Agreement, or in the event
there shall exist any delinquency with your account and such delinquency
is not cured within fifteen (15) days after receipt of written and or
email notice by Preferred Market Solutions, LLC. to you, then, in such
event, we reserve the right, in our sole, absolute and unfettered
discretion, to terminate this Agreement and/or discontinue service to you
without liability for actual, compensatory or consequential damages to
you, or your customer, for the interruption in service. We may
discontinue or suspend service to you until payment is made. Any service
disconnection or suspension may result in the requirement for you to pay
us a re-connection fee that shall be equivalent to 25% of the outstanding
and undisputed balance of your account at the time of reinstatement.
In addition, all outstanding balances must be paid in full before
reconnection. Preferred Market Solutions, LLC. shall also have the right
to terminate any licenses to previous versions of the Software pursuant
to the paragraph titled Replacement and Update of Software.
This Agreement will continue to apply until terminated by either you or
Preferred Market Solutions, LLC. as set forth below.
If you want to terminate your agreement with Preferred Market Solutions,
LLC., you may do so by
i. Notifying Preferred Market Solutions, LLC. at
i. Notifying Preferred Market Solutions, LLC. at
any time and your notice should be sent, in writing, to Preferred Market
Solutions, LLC. address set forth below. Preferred Market Solutions, LLC. may at any time terminate the Terms (or
portion thereof, such as any individual Additional Terms) with you if:
You have breached any provision of the Terms (or have acted in a manner
that clearly shows you do not intend to, or are unable to, comply with
ii. Preferred Market Solutions, LLC. is required to do so by Law (for
example, where the provision of the Services or Materials to you is, or
iii. The provision of the Services to you by Preferred Market Solutions,
LLC. is, in Preferred Market Solutions, LLC. opinion, no longer
iv. Preferred Market Solutions, LLC. has elected to discontinue the
Services or Materials (or any part thereof); or
v. There has been an extended period of inactivity in your account.
Preferred Market Solutions, LLC. may also terminate or suspend all or a
portion of your account and/or access to the Services for any reason.
Except as may be set forth in any Additional Terms applicable to a
particular Service, termination of your account may include:
i. removal of access to all offerings within the Services;
ii. deletion of Your
Content and Account Information, including your personal information,
log-in ID and password, and all related information, files and Materials
associated with or inside your account (or any part thereof); and
iii. barring of further use of the Services.
You agree that all terminations for cause shall be made in Preferred
Market Solutions, LLC. sole discretion and that Preferred Market
Solutions, LLC. shall not be liable to you or any third party for any
termination of your account (and accompanying deletion of your Account
Information), or access to the Services and Materials, including Your
Upon expiration or termination of the Terms, you shall promptly
discontinue use of the Services, Materials and uninstall the software.
However, any of your indemnification obligations hereunder, any of
Preferred Market Solutions, LLC. disclaimers or limitations of damages of
liabilities hereunder will survive any termination or expiration of the
PRICING AND BILLING
Pricing is exclusive of applicable sales, use, duties, tariffs or
equivalent taxes imposed by any governmental authority having
jurisdiction. Preferred Market Solutions, LLC. will add all applicable
sales, use, duties, tariffs or equivalent taxes imposed by any
governmental authority having jurisdiction on all fees and charges.
Preferred Market Solutions, LLC.'s fees are non-refundable. Merchant is
responsible for all services, equipment, card production, and other fees
and charges, as well as all applicable taxes.
PROCUREMENT OF PLASTIC GIFT CARDS AND LOYALTY CARDS
By agreeing below, you understand that by procuring all your plastic card
stock from Preferred Market Solutions, LLC. , you are receiving a
discount on your monthly subscription rate. You also understand that you
have the option to procure your plastic card stock from a third party
vendor of your choosing, but in doing so, your account will no longer be
eligible for the discounted monthly subscription rate you currently
receive and will be subject to the current non-discounted retail pricing
in affect at that time. If you are currently procuring third party cards
and wish to begin procuring your card stock from Preferred Market
Solutions, LLC. , please inquire with your sales representative for any
discounts you might be eligible to receive on your monthly subscription
A valid credit card, ACH transfer (within the U.S,), PayPal account or any other account we
setup to collect recurring billing or prepaid service billing, is
required for account activation, monthly subscription payments and or any
additional services which may be offered from time to time.
We will charge you monthly for all subscription services purchased by you
under this Agreement, until such time service is terminated. Regular
recurring subscription charges will be billed, on the first of the month,
in advance and require automatic monthly payment. Additional non
recurring products and or services will require prepayment before product
and or service is rendered.
Accounts activated mid month, will be billed the full setup fee plus a
prorated monthly subscription fee, prior to issuance of license keys.
TERMS AND CONDITIONS
Preferred Market Solutions, LLC. services is a system that supports
processing of gift and loyalty transactions. A merchant has the option
of subscribing to either one or both of these services. The Preferred
Market Solutions, LLC. Data Center consists of data processing software,
servers and database management software. The Preferred Market Solutions,
LLC. Service utilizes a Preferred Market Solutions, LLC. Gift or Loyalty
Account Number for activation and redemption regardless of its actual
physical or virtual form.
Preferred Market Solutions, LLC. agrees to provide "Getting Started" training
via webinar and or other suitable means.
Additional training is available upon request to pre-determined individuals
of Merchant for purposes of those individuals re-training staff at local
store locations for an additional fee.
Pricing can be found at ./RetailPriceGCLC.htm.
MAINTENANCE AND SUPPORT SERVICES
Preferred Market Solutions, LLC. provides the Software and the Merchant
accepts the Software on an "as is" basis. Technical support and issues
which may arise in connection with the Preferred Market Solutions, LLC.
Service may be submitted 24 x 7 via email to
email@example.com. Preferred Market Solutions, LLC. reserves
the right to establish limitations on the extent of such support, and the
hours at which response is available. Preferred Market Solutions, LLC.
will supply electronic mail ("email") assistance to Merchant's during
Preferred Market Solutions, LLC.'s regular business days, Monday through
Friday from 09:00am to 05:00 pm (EST), from the Preferred Market
Solutions, LLC.'s designated office location. Additional Phone Support options are available.
Pricing can be found at ./RetailPriceGCLC.htm
a. Merchant hereby accepts responsibility to provide any policies or
regulations to facilitate the decrementing of an unredeemed gift card
("referred to as Unclaimed Property") to account for service charges or
other fees, that may be allowed to be deducted against the Unclaimed
Property and to ensure that these policies or regulations will comply
with any and all applicable statutes, rules, regulations applicable in
the United States, or within the state or any political subdivision
b. Merchant understands that the delivery and operation of the Preferred
Market Solutions, LLC. system is dependent on Merchant ensuring that all
locations will be utilizing the Preferred Market Solutions, LLC. System
through a constant, broadband connection to the Internet. Merchant is
responsible for any and all communication costs associated with any
method in order to access the Preferred Market Solutions, LLC. Data
c. Merchant agrees they will obtain, operate, and maintain all supporting
hardware at Merchant's expense.
d. Merchant agrees to maintain sufficient information and data to
reconstruct any information or data loss due to any system malfunction.
e. Merchant agrees to comply with all Federal and State laws and
regulations relating to information bearing on financial transactions, if
PREFERRED MARKET SOLUTIONS, LLC. OBLIGATIONS
a. Preferred Market Solutions, LLC. shall provide the Services to Merchant
in accordance to normal industry standards and in conformity with this
b. Preferred Market Solutions, LLC. shall host the Services at our Data
Center, and warrants the Service will be available continuous subject to
scheduled maintenance downtime, unless there are circumstances beyond
Preferred Market Solutions, LLC.'s control.
You hereby agree that in the event the Data Center is down and not able to
process transactions for you and your customers, Preferred Market
Solutions, LLC. will not continue to process transactions.
a. Preferred Market Solutions, LLC. will store Merchant and Merchant's
customer's information ("Merchant Information") at the Preferred Market
Solutions, LLC.'s data center. Preferred Market Solutions, LLC. may use
the Merchant Information for the sole and exclusive purpose of providing
the Services outline in this Agreement. Preferred Market Solutions, LLC.
shall at no time disclose any Merchant Information without the prior
written consent of Merchant.
b. Merchant will receive a serial number from Preferred Market Solutions,
LLC. to provide access to and use of the Preferred Market Solutions, LLC.
products and services. Merchant agrees to allow no other person or
entity, except its affiliated companies, to access its account, and to
notify Preferred Market Solutions, LLC. without delay if Merchant has any
suspicion that the security of its account has been breeched. Merchant
acknowledges and agrees that Preferred Market Solutions, LLC. may access
Merchant's account data, from time to time, solely for the purpose of
identifying and resolving support issues and/or technical requests.
c. Merchant represents and warrants that any personal information
collected by Merchant in accordance with The Program has been explicitly
consented to by the disclosing identifiable person.
All documents, other materials and other information made available to a
Party or its employees by the disclosing Party in connection with this
Agreement (including but not limited to, this Agreement), whether in
oral, written, graphic, or electronic form (collectively, the
"Confidential Information"), shall be deemed to have been furnished to
the other Party in confidence and shall remain the exclusive property of
the disclosing Party both during and after the term of this Agreement.
Each Party shall maintain in trust and confidence all Confidential
Information which it may (i) develop or accumulate for the disclosing
Party during the term of this Agreement or (ii) acquire from the
disclosing Party at any time, and will not during the term of this
Agreement or thereafter, use the disclosing Party's Confidential
Information for its own benefit or disclose or permit any of its
employees or agents to disclose the Confidential Information to any other
person; provided, however, that the recipient Party may disclose the
disclosing Party's Confidential Information to such employees, agents and
Affiliates of the recipient Party who need to know such Confidential
Information for the purpose of effectuating this Agreement and who have
been informed of and have agreed to protect the confidential nature of
such Confidential Information.
For purposes of this Clause, the term "Party" shall include the Party's
Affiliates. As used herein, the term "Affiliate" shall mean, as to any
person or entity, any other person or entity that controls (i.e.,
possesses the power to direct or cause the direction of the management
and policies of an entity, whether through ownership of voting
securities, by contract, or otherwise), is controlled by or is under
common control with such person or entity.
INTELLECTUAL PROPERTY AND PROPRIETARY INFORMATION
Each party acknowledges that the other party, and its Affiliates own and
retain all trademarks, service marks, trade names, logos, designations,
copyrights and other proprietary rights in or associated with the other
Party, its Affiliates, as applicable, and agrees that it will not at any
time during or after the term of this Agreement assert or claim any
interest in or do anything that may adversely affect the validity of any
trademark, service mark, trade name, logo, designation or copyright
belonging to or licensed to the other Party, its Affiliates, (including,
without limitation, any act or assistance to act which may infringe or
lead to the infringement of any of the proprietary rights of the other
Party, its Affiliate).
LIMITATION OF WARRANTY
WE DO NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY
USING THE SOFTWARE OR DOCUMENTATION. WE MAKE NO WARRANTIES, EXPRESSED OR
IMPLIED, AS TO NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE.
LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED
BY APPLICABLE LAW:
THE SITE, SERVICES AND MATERIALS ARE PROVIDED BY PREFERRED MARKET
SOLUTIONS, LLC. "AS IS," WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED,
STATUTORY OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF TITLE,
NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
WITHOUT LIMITING THE FOREGOING, PREFERRED MARKET SOLUTIONS, LLC.MAKES NO
WARRANTY THAT (I) THE SITE, SERVICES OR MATERIALS WILL MEET YOUR
REQUIREMENTS OR WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (II)
THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE, SERVICES OR
MATERIALS WILL BE EFFECTIVE, ACCURATE OR RELIABLE; (III) THE QUALITY OF
THE SITE, SERVICES OR MATERIALS WILL MEET YOUR EXPECTATIONS; OR THAT (IV)
ANY ERRORS OR DEFECTS IN THE SITE, SERVICES OR MATERIALS WILL BE
CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY
YOU FROM PREFERRED MARKET SOLUTIONS, LLC. OR THROUGH OR FROM USE OF THE
SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
PREFERRED MARKET SOLUTIONS, LLC. SPECIFICALLY DISCLAIMS ANY LIABILITY WITH
REGARD TO ANY ACTIONS RESULTING FROM YOUR USE OF OR PARTICIPATION IN ANY
SERVICES AND YOUR USE OF MATERIALS. ANY MATERIAL DOWNLOADED OR OTHERWISE
OBTAINED THROUGH USE OF THE SERVICES IS ACCESSED AT YOUR OWN DISCRETION
AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR
COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY
SUCH MATERIAL. PREFERRED MARKET SOLUTIONS, LLC. ASSUMES NO LIABILITY FOR
ANY COMPUTER VIRUS OR SIMILAR CODE THAT IS DOWNLOADED TO YOUR COMPUTER
FROM ANY OF THE SERVICES.
RESELLERS, MANAGERS, HOSTS, PARTICIPANTS, MODERATORS AND OTHER THIRD
PARTIES ARE NOT AUTHORIZED PREFERRED MARKET SOLUTIONS, LLC.
SPOKESPERSONS, AND THEIR VIEWS DO NOT NECESSARILY REFLECT THOSE OF
PREFERRED MARKET SOLUTIONS, LLC.. TO THE MAXIMUM EXTENT PERMITTED BY
APPLICABLE LAW, PREFERRED MARKET SOLUTIONS, LLC. WILL HAVE NO LIABILITY
RELATED TO USER CONTENT ARISING UNDER INTELLECTUAL PROPERTY RIGHTS,
LIBEL, PRIVACY, PUBLICITY, OBSCENITY OR OTHER LAWS. PREFERRED MARKET
SOLUTIONS, LLC. ALSO DISCLAIMS ALL LIABILITY WITH RESPECT TO THE MISUSE,
LOSS, MODIFICATION OR UNAVAILABILITY OF ANY USER CONTENT.
PREFERRED MARKET SOLUTIONS, LLC. WILL NOT BE LIABLE FOR ANY LOSS THAT YOU
MAY INCUR AS A RESULT OF SOMEONE ELSE USING YOUR PASSWORD OR ACCOUNT OR
ACCOUNT INFORMATION IN CONNECTION WITH THE SERVICES PROVIDED BY PREFERRED
MARKET SOLUTIONS, LLC. EITHER WITH OR WITHOUT YOUR KNOWLEDGE.
You will indemnify and hold harmless Preferred Market Solutions, LLC. and
its members, directors, officers, shareholders, employees, resellers,
agents and sub-contractors, against any liabilities (this includes any
judgment, liability, loss, costs claims or damage; including litigation
costs and reasonable legal fees, and including indirect or special losses
or profits, business revenue, goodwill or anticipated savings,
consequential or indirect loss) resulting from or arising out of your use
of the Products and Services or any other obligation under these Terms
and Conditions or the Agreement, or any breach of your obligations under
these Terms and Conditions or the Agreement.
Preferred Market Solutions, LLC. assumes no liability for any loss,
injury, claim, liability or damage of any kind including loss of
business, lost profits, lost data, or failure of security resulting in
any way from your use of the services, including without limitation any
errors or omissions, any content, any delay or failure of performance, or
the unavailability or interruption of service. Accordingly, Preferred
Market Solutions, LLC. shall not be liable for direct, indirect, special,
incidental, consequential, punitive or exemplary damages of any kind
whatsoever, whether or not foreseeable (including, without limitation,
lawyers' fees) in any way due to, resulting from, or arising in
connection with the products or services or the failure of a party to
perform its obligations, regardless of any party's negligence.
Termination of the Agreement shall be your sole and exclusive remedy for
any and all damages or injury.
Preferred Market Solutions, LLC. will not be liable for the inadvertent
disclosure of or corruption or erasure of data transmitted or received or
stored on our system.
EXCEPT FOR EACH PARTY'S INDEMNIFICATION OBLIGATIONS SET FORTH HEREIN, IN
NO EVENT OR UNDER ANY CIRCUMSTANCE SHALL EITHER PARTY BE LIABLE TO THE
OTHER FOR ANY LOSS OF PROFITS, OR INDIRECT, SPECIAL, INCIDENTAL,
EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER EVEN
IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
You acknowledge that the laws and regulations of the United States
restrict the export and re-export of the Software. You agree that you
will not export or re-export the Software or media in any form without
the appropriate United States and foreign government approval.
Unless otherwise specified, all notices given under this Agreement shall
be in writing and either be mailed postage prepaid or be delivered in
person, by fax or e-mail (confirmed by read receipt or reply) to the
following address: Preferred Market Solutions, LLC., P.O. BOX 692,
NORTHIFIELD, NY 08225 Attention: Managing Member, Brett Perlman. Email:
This Agreement will be governed by the laws of the State of New Jersey and
Lead Provider consents to the jurisdiction of the federal and state
courts of the State of New Jersey.
Relationship of Parties
Nothing in this Agreement will create any partnership, joint venture,
agency, franchise, sales representative or employment relationship
between the parties. You will have no authority to make or accept any
offers or representations on our behalf. You will not make any statement,
whether on your website or otherwise, that reasonably would contradict
anything in this clause.
This Agreement constitutes the entire understanding and agreement between
the parties relating to the Preferred Market Solutions, LLC. Merchant
Agreement and supersedes any and all prior or contemporaneous oral or
If any provision of this Agreement, or the application of such provision
to any person or circumstance, shall be held invalid, the remainder of
this Agreement, or the application of such provision to persons or
circumstances other than those to which it is held invalid, shall not be
affected thereby and shall remain intact for the remainder of this
agreement and any future extensions
Preferred Market Solutions • PO Box 692 • Northfield, NJ 08225