Precision Edge Design Terms and Conditions of Use By using Precision Edge Design, and signing up as a Client, you agree to be legally bound by these Terms and Conditions of Use (the "Terms and Conditions"), including those terms and conditions incorporated by reference. Please read these Terms and Conditions carefully. If you do not accept these Terms and Conditions, you may not use the Precision Edge Design service. Precision Edge Design may revise these Terms and Conditions at any time by updating this posting. You should visit this web page periodically to review the Terms and Conditions, because they are binding on you. In these Terms and Conditions, all services provided by and related to Precision Edge Design, and all text, images, photographs, user interface, "look" and "feel", data and other content included at precisionedgedesign.com from time to time (including, without limitation, the selection, coordination and arrangement of such content) are sometimes referred to as the "Web Site" and/or "Service." Precision Edge Design is owned and operated by Precision Edge Design LLC. You acknowledge and agree that Precision Edge Design shall have the right (but not the obligation) in its sole discretion, to pre-screen, refuse or remove any project and/or user provided content that violates these Terms and Conditions or is otherwise objectionable, including, without limitation, projects or content that is illegal, obscene, indecent, defamatory, incites religious, racial or ethnic hatred, or violates the rights of others. Activity that is brought to our attention which appears in our sole judgment to violate the law will be brought to the attention of the proper authorities. You acknowledge, consent and agree that Precision Edge Design may access, preserve, and disclose your account information and content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms and Conditions; (c) respond to claims that any content violates the rights of third-parties; (d) respond to your requests for customer service; or (e) protect the rights, property, or personal safety of Precision Edge Design, its users and the public.Precision Edge Design LLC and its subsidiaries, precisionedgedesign.com and herein referred also as “Precision Edge Design”. TERMS OF AGREEMENT By entering into any contract or agreement with Precision Edge Design for products and/or services to be provided by Precision Edge Design, including without limitation ordering any products or services through the Precision Edge Design web site (hereinafter referred to as your “Contract” with Precision Edge Design), you hereby agree to abide by, comply with and be legally bound by the policies, terms and conditions hereinafter set forth (these “Terms and Conditions”). For purposes of these Terms and Conditions, references to the products and/or services provided by Precision Edge Design shall include, without limitation, logos, designs, names, graphics or similar materials or information, whether or not protectable, corporate gift items, printing services, web design, brochures, marketing materials, search engine marketing and other design services, and any and all future product or service offerings of Precision Edge Design. LOGO DESIGN TECHNICALITIES Colors: The default color model for our logos is the CMYK format unless you specify that you require PMS (Pantone) or RGB prior to the start of the project. Any format change after the start of the project will have an additional charge. File Format: The source file will be in either Photoshop (PSD), Fireworks(.png), Adobe Illustrator (.ai) format. The file will be flattened unless specified otherwise by the client. Other formats sent will be JPEG, TIFF, EPS, GIF and PDF. Additional formats can be required upon request. ILLUSTRATIVE LOGOS: Some logo designs may require an illustration, hand drawn sketch, or rough comp design which is beyond the scope of a standard logo design. Our logo illustration process is as follows: 1. Precision Edge Design will upload one sketch of the illustration, or rough comp design which will be based on initial client input. 2. If you are not satisfied with the first draft, we will provide an additional concept, or “redraw” after the first round for Premium and Ultimate packages, and 3 “redraws” for Precision Edge Design and Superior packages. The Basic packages do not include Illustrative logos without an additional fee. Additional “redraws” are $150. 3. PRECISION EDGE DESIGN will provide only four (4) revisions to the Illustration. Should you require more than four (4) revisions, additional fees of $50 per revision will apply. 4. Once you approve an illustration, Precision Edge Design shall convert the illustration into digital (vector or bitmap) format. 5. If the illustration was purchased as part of a logo project, and only after the illustration is in digital format, Precision Edge Design will then integrate your company name with the illustration to form the first draft of the logo. 6. From this point onward, the logo process will proceed normally. PAYMENT A $99 Payment for any and all products and services to be provided by Precision Edge Design that are included in your logo package, is due in advance of the commencement of any work by Precision Edge Design. The remaining balance for all projects and services included in your package, including stationery design, flash logos, web design, brochure design, graphic design, printing, screen savers and any other service you agree to, will be collected upon completion of your first draft of logo designs. However, if you are paying by check or PayPal, pre-payment for all services is required unless a different payment plan is agreed to, in writing, by both parties. Your logo designs will be uploaded in JPG format into a area which we specify, which you must view by logging in with the user ID and password that was sent to you, by Precision Edge Design, at the email address you provided when you placed your order. If the email address you provide is not valid, or is filtered by your email system, Precision Edge Design will not be liable for any late service fees and will not refund clients for this reason. Precision Edge Design shall be entitled, in its sole and absolute discretion, to withhold any products or services it is otherwise obligated to deliver or provide under your Contract until such time as payment in full has been received therefore. Precision Edge Design will notify you of any additional charges under your Contract prior to commencing performance of its obligations there under. REFUND REQUESTS In any event, any deposited funds for a project shall not be subject to refund after delivery of the first set of logos. Unless Precision Edge Design cancels or terminates your Contract for a reason other than your breach or non-performance, Precision Edge Design shall not refund any portion of your purchase price. If for any reason a refund is granted the $99 deposit will be kept by Precision Edge Design, for the services that have been rendered. Precision Edge Design will only refund your money if our management team has deemed that Precision Edge Design has not delivered services in an efficient and effective manner as promised. After you complete a refund request form, and if a refund is approved, our cash refund amount is as follows: 1. Logo Design Refund Policy: Precision Edge Design will retain the following amount: Full package amount less $99 for the first logo draft and handling and processing fee.Additional design costs to be charged with refund request:$100 for each logo redraw,$50 for each additional logo draft after draft 1.Example: if you have ordered the executive package ($349), and you request a refund after you have received the first 8 logo concepts, and 2 logo drafts on one of those concepts; you will be entitled to a $150 refund ($349 - $99 - $50 - $50 = $150). Please see our Satisfaction Guaranteed Paragraph for further clarification of this offer. If you have finalized a logo and request a refund on the other services included with your package, Precision Edge Design will refund the value of the services in the package that were not fulfilled. Refunds will not be granted towards the logo portion of your package, if you have finalized a logo before requesting a refund. 2. Web Design Refund Policy: Precision Edge Design/ Precision Edge Design LLC will retain the following amount: Full web site package or contract amount less $250 for the first draft. Additional design costs to be charged with refund request: $50 for each draft after draft 3. Example: If you have ordered a 10 Page Web Package, and you request a refund after you have received the first draft, and 5 revisions, you will be entitled to a $649 refund ($999 - $250 - $50 - $50). If your web site project is included with a logo package, the refund amount will be as specified above under “Logo Packages”. Precision Edge Design will not provide refunds on projects that have been finalized, or if your design has been converted to HTML, PHP, ASP or flash. In no case will the refund amount exceed the pricing of your web design project. 3. Brochure/Graphic Refund Policy: Precision Edge Design will retain the following amount: Full brochure package or contract amount less $100 for the first draft. Additional design costs to be charged with refund request: $25 for each draft after draft 1. Example: If you have ordered a 8.5” x 11” tri-fold brochure, and you request a refund after you have received the first draft, and 2 revisions – you will be entitled to a $50 refund ($200 - $100 - $25 - $25). If your brochure project is included with a logo package, the refund amount will be as specified above under “Logo Packages”. Precision Edge Design will not provide refunds on projects that have been finalized. In no case will the refund amount exceed the pricing of your brochure or graphic design. DELIVERY AND ACCEPTANCE Upon completion of its products and/or services in accordance with the terms and conditions set forth in your Contract, Precision Edge Design shall deliver your product and/or service to a temporary location designated by Precision Edge Design for your review. Precision Edge Design will notify you via e-mail of such completion and delivery, and the manner in which you may access the temporary location for purposes of reviewing your product and/or service. You shall have 20 business days from the date of delivery to said temporary location to notify Precision Edge Design in writing of your acceptance or rejection of the product and/or service. Your failure to notify Precision Edge Design in writing of your rejection of the product and/or service within said 20 day period shall constitute your acceptance of the product and/or service. In the event you reject the product and/or service, you shall notify Precision Edge Design in writing of your rejection within said 20 day period, including a detailed explanation for such rejection, following which Precision Edge Design shall use commercially reasonable efforts to provide a substitute or replacement product or service as soon as practicable. Upon your written acceptance of the product or service, or any substitute or replacement product or service, Precision Edge Design shall release and deliver the same to you, to such location and in such format as agreed upon in your Contract. This project will be determined to be closed if we do not have written, phone or in person contact from 60 days from the last revision. The project may be re-opened only upon Precision Edge Design’s discretion. Any notification in the Precision Edge Design panel to “finalize”, or written or verbal notification to “finalize” any project (logo design, graphic design, web design, web development, Search Engine Optimization, etc.) the project will be deemed “finalized” and “completed”. Precision Edge Design will send you your final files via email. Finalization or acceptance of any final files of any project will fulfill Precision Edge Design’s Satisfaction Guaranteed policy. Any logos, brochure, web design or additional graphic design samples that were presented to you, and were NOT finalized, will remain the property of Precision Edge Design and may not be used in any way by you, the client, without purchasing or reciving explicit written permission from Precision Edge Design, Inc. LOGO DESIGN DELIVERY Our standard delivery time for first drafts and revisions is three (3) to five (5) business days. Expedited projects will be delivered next business day (not including major holidays). Packages that include website design will also have next day turnaround subject to the fees listed below in the website design delivery section. GRAPHIC DESIGN DELIVERY Our standard delivery time for first drafts is five (5) to seven (7) business days. Our standard delivery time for revisions is three (3) to five (5) business days. Expedited projects will be delivered next business day (not including major holidays) and subject to an additional fee of 50.00. WEB DESIGN DELIVERY Our standard delivery time for your first draft and new concepts is five (5) to seven (7) business days. Our standard delivery time for web revisions is four (4) to seven (7) business days. Customers requiring expedited service for first draft and revisions (two day business day service for first draft, and one day for template/web concept revisions, not including major holidays) require an additional $300 fee. Customers requiring expedited service for content integration and text revisions on their website (two day business day service for initial content integration, and one day for text changes/ revisions, not including major holidays) require an additional $75 per page fee. PROJECT INACTIVITY PENALTIES AND FEES Projects which are left inactive (no revision requests, email notification with revision requests, or phone contact regarding the design of any project), without notifying Precision Edge Design, Inc prior to, for more than 60 days are subject to an Inactivity Fee in order to re-open your project once you return to complete your project. This fee is used to cover search, project/design re-acquaintance, and designer workload restructuring associated with the project inactivity. The re-open fees are as follows: Logo: $50 Graphic Design: $25 SEO: $75 Web Design/Development: $150 SATISFACTION GUARANTEED PROVISION The “satisfaction guarantee” means that all reasonable efforts will be made to create a logo that meets your reasonable specifications within the confines of each package. This means that if you are still not satisfied after the number of redraws in the package you ordered and after all revisions have been made to your final logo selection, Precision Edge Design will attempt create a design that will be acceptable to you. However, if a “reasonable person” defined under Pennsylvania law would be satisfied based on the design specifications you set out on the order form, we are not obligated to continue creating logo designs. If you failed to provide “reasonable” information that will assist our designers in coming up with a design, then Precision Edge Design will not be held liable. If Precision Edge Design believes the “reasonable person” would have accepted the logos, your only recourse is to commence arbitration at your expense with an arbitrator sanctioned and approved by the American Arbitration Association or by the Better Business Bureau. Further, you agree that Precision Edge Design’s appearance at said arbitration can be via phone and that the arbitrator can only make a ruling requiring Precision Edge Design to create additional logo designs, refund your amount less the deductions noted in the payment paragraph, or rule that the current designs would have been accepted by a reasonable person. If the arbitrator rules that a reasonable person would not have been satisfied by our designs, Precision Edge Design will comply with any additional designs ordered to be created by the arbitrator. http://www.precisionedgedesign.com/Logo-design-packages/packages.html INTELLECTUAL PROPRIETARY RIGHTS AND USE Rights of Clients. Subject to your compliance with these Terms and Conditions, you shall own the final graphic design, logo, or other graphic work provided to you by Precision Edge Design (the "Final Product"). You shall not, however, own any materials, media or other content generated during any revision cycles leading up to the Final Product, and Precision Edge Design expressly reserves all right, title and interest in and to the same. You acknowledge and hereby grant to Precision Edge Design a royalty-free, irrevocable exclusive worldwide right to use Creative and Revision Briefs, individual Responses provided to you, and Final Product for internal and archival purposes, and in order to display and promote the Precision Edge Design Service. Precision Edge Design retains the rights to all artwork concepts and other content not selected by you. You acknowledge that your ownership rights under these Terms and Conditions are limited to the Final Product, and that no trademarks or service marks in or to any Final Product are being conveyed under these Terms and Conditions. You hereby acknowledge that Precision Edge Design shall have no obligation or duty to perform trademark, service mark or copyright searches or inquiries, or the like, in order to validate the propriety or legality of the Final Product. Accordingly, you are encouraged to perform your own independent searches with regard to the Final Product. Furthermore, you acknowledge that Precision Edge Design shall have no responsibility or obligation of any kind to assist you in seeking state or federal intellectual property protection (i.e., without limitation, trademark or copyright registration) for the Final Product, nor shall Precision Edge Design be responsible for otherwise assisting you in any way in your attempt to perfect your rights in or to the Final Product.You represent and warrant that you are the owner of or have the exclusive right to use the final designs provided by Precision Edge Design. You may refer to Precision Edge Design in furtherance of or in connection with your Contract, including without limitation any and all trade names, trademarks, copyrights, graphics, designs, logos, written content/copy for any use, to include copy for web design and brochures/flyers and similar materials or information. Precision Edge Design MAKES NO REPRESENTATION OR WARRANTY THAT IT HAS THE EXCLUSIVE RIGHT, TITLE AND INTEREST IN AND TO THE PRODUCTS AND/OR SERVICES PROVIDED TO YOU OR THAT SUCH PRODUCTS AND/OR SERVICES DO NOT AND WILL NOT INFRINGE ON THE INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS OF ANY THIRD PARTY. Precision Edge Design WILL NOT TAKE ANY ACTION IN FURTHERANCE OF PROTECTING THE PRODUCTS AND/OR SERVICES TO BE DELIVERED UNDER YOUR CONTRACT, AND WILL DELIVER THE SAME “AS IS” AND WITHOUT ANY REPRESENTATION OR WARRANTY AS TO YOUR ABILITY TO USE SUCH PRODUCTS AND/OR SERVICES OR TO OBTAIN TRADEMARK, COPYRIGHT OR SIMILAR PROTECTION OF SUCH PRODUCTS AND/OR SERVICES, IN THE UNITED STATES OR ANY OTHER JURISDICTION. Upon your acceptance of the product or service and Precision Edge Design’s receipt of payment in full therefore, Precision Edge Design will assign, convey, transfer and deliver all of its right, title and interest in and to the products and/or services developed by Precision Edge Design for you under the terms of your Contract. Any products or services, including samples, rejected or otherwise not delivered by Precision Edge Design and accepted by you shall at all times remain the property of Precision Edge Design and you shall have no right in or to such products or services. Precision Edge Design cannot grant requests duplicate any designs that have been previously designed by Precision Edge Design or any other company unless you can provide notarized written notice from an executive member of the company. Precision Edge Design will design a logo with a similar look and feel as the design you requested. Refunds will not be provided to companies who have ordered logos and did not receive an identical design to an already trademarked or designed logo. Precision Edge Design will work with your company to develop an original design you are satisfied with. TERMINATION Precision Edge Design reserves the right, in its sole discretion and for any reason whatsoever, to reject, cancel or terminate, permanently or temporarily, your order for any product or service offered by Precision Edge Design, your Contract and/or your access to the Precision Edge Design Site web site, at any time and without prior notice. You agree that Precision Edge Design shall not be liable to you or any third party for any rejection, cancellation or termination of your order, your Contract or your access to the Precision Edge Design web site. In the event that Precision Edge Design rejects, cancels or terminates your Contract or your order for a reason other than your breach or non-performance under your Contract, Precision Edge Design will return any amounts prepaid by you relating to the rejected, canceled or terminated Contract or order. 1. Eligibility, Access, Use and Service (a) Eligibility Requirements. To register as a Client, you must be at least 18 years of age, agree to these Terms and Conditions and Precision Edge Design's privacy policy (located at www.precisionedgedesign.com/privacy.html), and complete the registration procedure. By registering as a Client, you represent and warrant that you meet these eligibility requirements, that the information you include as part of the registration process is complete and accurate and, if you are registering on behalf of an entity, that you are authorized to bind that entity to these Terms and Conditions. Precision Edge Design may accept or reject your registration in its sole discretion. (b) Authorization to Use; Permitted Uses. You may access and use the Service solely in accordance with these Terms and Conditions and any posted policies and procedures that appear on the Web Site. You may provide Creative Briefs and obtain Responses only if you register as a Client. Any use of the Web Site is at your sole risk and responsibility. Subject to these Terms and Conditions, you may (i) display the Web Site on an Internet access device, and (ii) on an occasional, infrequent and ad hoc basis, and only in circumstances that constitute "fair use" under United States copyright law, print copies of insubstantial portions of the Web Site. (c) Prohibited Uses. Except as expressly permitted in these Terms and Conditions, you may not display or print the Web Site and in no event may you broadcast, circulate, distribute, download, perform, publish, rent, reproduce, sell, store, transmit or create decorative works from the Web Site. Additionally, you agree to comply with all applicable laws (including, without limitation, any applicable export controls) in connection with your use of the Service, and with such further limitations or rules as may be set forth on the Web Site. Without limiting the foregoing, you agree not to transmit, distribute, post, communicate or store information or other material on, to or through the Web Site that (i) is copyrighted, unless you are the copyright owner; (ii) reveals trade secrets, unless you own them; (iii) infringes on any other proprietary or intellectual property rights of others, on the privacy or publicity rights of others, or any statutory right; (iv) is obscene, defamatory, threatening, harassing, abusive, hateful, or embarrassing to any other person or entity; (v) is sexually-explicit; (vi) constitutes advertisements or solicitations of business, chain letters or pyramid schemes; or (vii) contains viruses, Trojan horses, worms, time bombs, or other computer programming routines or engines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information. You further agree not to (a) use any incomplete, false or inaccurate biographical information or other information for purposes of registering as a Client; (b) delete or revise any material or other information of any other user of Precision Edge Design; (c) take any action that imposes an unreasonable or disproportionately large load on the Web Site's infrastructure; (d) use any device, software or routine to interfere or attempt to interfere with the proper working of the Service or any activity being conducted on the Web Site; (e) use or attempt to use any engine, software, tool, agent or other device or mechanism (including, without limitation, browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Web Site, other than the search engine and search agents available from Precision Edge Design on the Web Site and other than generally available third-party web browsers (e.g., Microsoft Internet Explorer and Netscape Navigator); or (f) attempt to decipher, decompile, disassemble or reverse-engineer any of the software comprising or in any way making up a part of the Web Site. (d) Web Site Security. You are prohibited from violating or attempting to violate the security of the Web Site, including, without limitation, (i) accessing data not intended for you or logging into a server or account that you are not authorized to access; (ii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (iii) attempting to interfere with service to any user, host or network, including, without limitation, by way of submitting a virus to, or overloading, "flooding", "spamming", "mailbombing" or "crashing", the Web Site; (iv) sending unsolicited email to any user of the Web Site, including promotions and/or advertising of products or services; or (v) forging any TCP/IP packet header or any part of the header information in any email or posting generated in connection with the Service. Violations of system or network security may result in civil or criminal liability. Precision Edge Design will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. Precision Edge Design reserves the right to review postings on the Web Site, to remove any postings, and to terminate your ability to communicate with, or post to, the Web Site at any time without notice, in its sole discretion. Precision Edge Design will use commercially reasonable efforts not to disclose any information you communicate with, or post to, the Web Site, but reserves the right to disclose such information to the extent necessary to satisfy any applicable law, regulation, legal process or governmental request, and the right to edit, refuse to post or to remove any information or materials, in whole or in part. (e) Operation of Web Site. Precision Edge Design shall not be responsible for any delays or interruptions of, or errors or omissions contained in, the Web Site. Precision Edge Design reserves the right, but shall not be required, to correct any such delays, interruptions, errors or omissions. Although Precision Edge Design intends to use commercially reasonable efforts to make the Web Site and Service accessible, Precision Edge Design makes no representation, warranty or covenant that the Web Site or Service will be available at all times or at any time. Various circumstances may prevent or delay availability, including telecommunications and/or server problems. Precision Edge Design may at any time discontinue the Web Site in whole or in part, may change or eliminate any transmission method, and may change transmission speeds or other signal characteristics. Precision Edge Design shall not be responsible for any loss, cost, damage or liability that may result from any of the circumstances, actions or inactions described in this paragraph. DISCLAIMER OF WARRANTIES YOU HEREBY EXPRESSLY ACKNOWLEDGE AND AGREE THAT THE INFORMATION, SOFTWARE, CODES, PRODUCTS, SERVICES, TEXT, GRAPHICS, LOGOS OR OTHER ITEMS AND MATERIALS PROVIDED OR MADE AVAILABLE BY Precision Edge Design ARE PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, Precision Edge Design HEREBY DISCLAIMS ALL IMPLIED WARRANTIES OF ANY KIND, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, SUITABILITY, INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, OR FITNESS FOR A PARTICULAR PURPOSE. Precision Edge Design MAKES NO WARRANTY THAT ITS PRODUCTS OR SERVICES WILL BE PROVIDED IN A TIMELY AND SECURE MANNER, OR WITHOUT ERRORS OR DEFECTS, OR THAT ITS PRODUCTS OR SERVICES WILL NOT INFRINGE ON THE INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS OF ANY THIRD PARTY. Precision Edge Design DOES NOT WARRANT THAT THE RESULTS OBTAINED FROM YOUR USE OF THE PRODUCTS OR SERVICES PROVIDED BY Precision Edge Design WILL MEET YOUR EXPECTATIONS. Communication By using the Precision Edge Design Service, you agree to receive, via email or otherwise, status notifications, a monthly newsletter, and carefully selected special offers and promotions for certain products and services that we believe could be of value to our Clients. This is essential to maintaining the low-cost of our services. You are free to unsubscribe from any newsletters we send to you at any time. Precision Edge Design may or may not use a third party to send email or otherwise contact you, however, your personal identifying information will never be disclosed or shared with another party in a manner inconsistent with Precision Edge Design's privacy policy. Miscellaneous Provisions (a) Entire Agreement. These Terms and Conditions set forth the entire agreement and understanding of the parties with respect to the subject matter hereof and supersede any and all prior oral or written agreements and understandings, and any and all contemporaneous oral agreements and understandings (excluding any associated agreements required by Precision Edge Design (e.g., privacy policy) as a condition precedent to Clients' use of the Service), between you and Precision Edge Design regarding the subject matter of these Terms and Conditions. (b) Amendment. No modification, amendment, or waiver of these Terms and Conditions or any part hereof shall be binding unless evidenced in writing and signed by Precision Edge Design. (c) Severability. If any provision of these Terms and Conditions is held by a court of competent jurisdiction to be invalid, void, or unenforceable, then such provision shall be deemed null and void, but the remaining provisions shall continue in full force without being impaired or invalidated in any way. (d) Mutual Participation. The language of these Terms and Conditions shall be deemed to be the language mutually chosen by the parties and no rule of strict construction shall be applied against or in favor of either party hereto. (e) Headings. The section headings and other headings contained herein shall not affect the meaning or interpretation of these Terms and Conditions. (f) Choice of Law; Forum. These Terms and Conditions shall be governed by the substantive law of the State of Florida, without reference to any choice of law rules that would result in the application of the substantive law of any other jurisdiction. The parties agree that any disputes arising out of or relating to these Terms and Conditions shall be submitted to the federal courts having jurisdiction in Palm Harbor, Florida, or state courts having jurisdiction in the area in which such federal courts have jurisdiction, and the parties consent to the personal jurisdiction of such courts with respect to such disputes. (g) Assignment. You may not assign or otherwise transfer (by operation of law or otherwise) any of your rights or duties hereunder unless Precision Edge Design agrees in writing after receiving prior written notice. Any attempted assignment or other transfer without the requisite consent shall be null and void ab initio. Precision Edge Design may assign or otherwise transfer any of its rights or the performance of any of its duties without your consent. (h) Waiver. The waiver by Precision Edge Design of a breach or a violation of any provision of these Terms and Conditions shall not operate as or be construed to be a waiver of any subsequent breach or violation of any provision of these Terms and Conditions. (i) Independent Contractors. The parties and their respective personnel are and shall be independent contracts and neither party by virtue of these Terms and Conditions shall have any right, power or authority to act or create any obligation, express or implied, on behalf of the other party. (j) Force Majeure. If the performance of any part of these Terms and Conditions by either party is prevented, hindered, delayed or otherwise made impracticable by reason of any flood, riot, fire, judicial or governmental action, labor disputes, act of God or any other causes beyond the control of either party, that party shall be excused from such to the extent that such performance is prevented, hindered or delayed by such causes. (k) Capacity. The parties hereby warrant and represent that they have all necessary rights and authority to execute these Terms and Conditions and to fulfill their obligations hereunder. (l) Further Assurances. The parties hereto shall, at their own cost and expenses, execute and deliver such other documents, artwork, programming code and instruments and shall take such other action as may reasonably be required or appropriate to evidence or carry out the intent and purposes of these Terms and Conditions. LIMITATION OF LIABILITY TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL Precision Edge Design OR ANY SUBSIDIARY, AFFILIATE, OFFICER, DIRECTOR, SHAREHOLDER, AGENT, EMPLOYEE OR REPRESENTATIVE THEREOF BE LIABLE TO YOU OR ANY THIRD PARTY MAKING A CLAIM THROUGH YOU FOR ANY DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO ANY SPECIAL, INCIDENTAL, DIRECT, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION OR LOSS OF INFORMATION OR THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES), ARISING OUT OF OR RELATED TO YOUR CONTRACT, THESE TERMS AND CONDITIONS, OR THE PRODUCTS OR SERVICES PROVIDED BY Precision Edge Design TO YOU, EVEN IF Precision Edge Design HAS BEEN ADVISED OF THE POTENTIAL FOR SUCH DAMAGES AND WHETHER SUCH DAMAGES ARISE IN CONTRACT, NEGLIGENCE, TORT, UNDER STATUTE, IN EQUITY, AT LAW OR OTHERWISE. NOTWITHSTANDING ANY PROVISION TO THE CONTRARY CONTAINED IN YOUR CONTRACT OR THESE TERMS AND CONDITIONS, Precision Edge Design’S LIABILITY TO YOU FOR ANY DAMAGES RELATED TO OR ARISING OUT OF THE CONTRACT OR Precision Edge Design’S PROVISION OF PRODUCTS OR SERVICES SHALL NOT EXCEED THE AGGREGATE AMOUNT PAID BY YOU TO Precision Edge Design UNDER YOUR CONTRACT OR FOR SUCH PRODUCTS OR SERVICES. PRINTING LIMITATION OF LIABILITY TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL Precision Edge Design LLC OR ANY SUBSIDIARY, AFFILIATE, MEMBER, MANAGING MEMBER, DIRECTOR, SHAREHOLDER, AGENT, EMPLOYEE OR REPRESENTATIVE THEREOF BE LIABLE TO YOU OR ANY THIRD PARTY MAKING A CLAIM THROUGH YOU FOR ANY PRINTING DAMAGES WHATSOEVER, (to include for example, yet not excluding any other printing issues: color variation, product delivery, pricing, condition of product upon delivery, necessity or quality of printed proofs, typing or content errors) as they may relate to print services that have been fulfilled by vendors or companies outside of and for Precision Edge Design, LLC. This includes any vendors that may be listed on Precision Edge Design.com. Color variation from your computer screen (RGB) to printed colors (PMS/Pantone or CMYK) colors can vary significantly. Precision Edge Design highly recommends that you request a printed proof prior to finalizing or approving your print materials with your print vendor. Precision Edge Design does not provide printing services and therefore will not be responsible for providing refunds for designs or printed materials as a result of color variation, printing costs or any other printed expense after you have approved your final design. COPYRIGHT AND TRADEMARK NOTICES All intellectual property of Precision Edge Design, including all web site screens and portions thereof, graphics, original text elements, site design, logos, pictures and icons, as well as the selection, format and organization thereof, constitute proprietary and confidential information that is protected by applicable intellectual property and other laws. Except as expressly authorized by Precision Edge Design in writing or otherwise required by applicable law, any rent, lease, sale, modification, duplication, distribution, alteration, retransmission or publication of any intellectual property or proprietary information of Precision Edge Design is strictly prohibited 2008 by Precision Edge Design.com, Inc. All rights not expressly granted herein are reserved. INDEMNIFICATION You agree to indemnify and hold Precision Edge Design, its subsidiaries, affiliates, directors, officers, shareholders, agents and employees, harmless from and against any loss, damage, liability, cost or expense of any kind, including attorneys’ fees, incurred by Precision Edge Design in connection with a third party claim, demand or otherwise, due to, arising out of, related to or otherwise attributable to the actual or alleged infringement or violation of any intellectual property right asserted by a third party, or otherwise arising out of or related to (i) any materials or intellectual property provided by you in furtherance of the project contemplated by your Contract, or (ii) your use of any of the products or services provided by Precision Edge Design pursuant to your Contract. a) Release from Claim .The Service serves solely as a venue for the creation of work and Precision Edge Design does not regularly screen or censor any information or material posted to the Web Site. Although Precision Edge Design makes commercially reasonable efforts to determine the identity of Clients, Precision Edge Design cannot and does not confirm that any Client or other user is who they claim to be or that any Client or other user has the qualifications he or she claims to have. Because Precision Edge Design does not and cannot be involved in user-to-user dealings or control the behavior of participants on the Web Site, if you have a dispute with one or more users, you hereby release Precision Edge Design (and our affiliates, agents and employees) from claims, demands and damages (actual and consequential, direct and indirect) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." NONDISCLOSURE AND PRIVACY Precision Edge Design intends to use commercially reasonable efforts to follow its privacy policy, as such privacy policy may be changed from time to time at Precision Edge Design's sole discretion. Notwithstanding the foregoing, Precision Edge Design cannot and does not assume any responsibility or liability for any information submitted to the Web Site or for the use or misuse of any information submitted by you or any other person, including, without limitation, any information accessed by a hacker or by any other malicious act. (b) Links to Third-Party Services. The Web Site may contain links to third-party web sites or other services (the "Linked Content"). The Linked Content is not under the control of Precision Edge Design and Precision Edge Design is not responsible for the Linked Content, including, without limitation, links contained in the Linked Content, or any changes or updates to Linked Content. Precision Edge Design is providing Linked Content to you only as a convenience, and the inclusion of such Linked Content is not an endorsement by Precision Edge Design of such Linked Content. If you decide to access any Linked Content, you do so at your own risk. (c) Disclaimer of Warranties. THE SERVICE AND THE RESPONSES ARE PROVIDED "AS IS." PRECISION EDGE DESIGN MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER TO YOU OR ANY OTHER PERSON RELATING IN ANY WAY TO THE WEB SITE, INCLUDING ANY PART THEREOF, OR ANY WEB SITE OR OTHER CONTENT OR SERVICE THAT MAY BE ACCESSIBLE DIRECTLY OR INDIRECTLY THROUGH THE WEB SITE, INCLUDING ANY TERM SHEET, RESPONSE, USER IDENTITY OR LINKED CONTENT. PRECISION EDGE DESIGN DISCLAIMS, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY AND ALL SUCH REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, PRECISION EDGE DESIGN DISCLAIMS, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY AND ALL (i) WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; (ii) WARRANTIES AGAINST INFRINGEMENT OF ANY THIRD-PARTY INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS; (iii) WARRANTIES RELATING TO DELAYS, INTERRUPTIONS, ERRORS, OR OMISSIONS IN THE WEB SITE, OR ANY PART THEREOF; (iv) WARRANTIES RELATING TO THE TRANSMISSION OR DELIVERY OF THE WEB SITE; AND (v) WARRANTIES OTHERWISE RELATING TO PERFORMANCE, NON-PERFORMANCE, OR OTHER ACTS OR OMISSIONS BY PRECISION EDGE DESIGN OR ANY THIRD PARTY. FURTHERMORE, THERE IS NO WARRANTY THAT THE WEB SITE WILL MEET YOUR NEEDS OR REQUIREMENTS OR THE NEEDS OR REQUIREMENTS OF ANY OTHER PERSON. (f) Limitation of Damages. IN NO EVENT SHALL THE COMPANY OR ANY THIRD PARTY BE LIABLE TO YOU OR ANY OTHER PERSON FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR INDIRECT DAMAGES ARISING UNDER OR IN ANY WAY RELATED TO THE WEB SITE, INCLUDING ANY PART THEREOF, OR THESE TERMS AND CONDITIONS OR ANY OTHER CONSENT (INCLUDING LOST PROFITS, LOSS OF BUSINESS OR DATA, BUSINESS INTERRUPTION, TRADING LOSSES, AND DAMAGES THAT RESULT FROM INACCURACY OF THE INFORMATION OR INCONVENIENCE, DELAY, OR LOSS OF THE USE OF THE SERVICE) EVEN IF PRECISION EDGE DESIGN OR ANY THIRD PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. PRECISION EDGE DESIGN’S TOTAL LIABILITY FOR DAMAGES SHALL BE LIMITED TO THE TOTAL AMOUNT YOU PAID TO PRECISION EDGE DESIGN FOR YOUR PACKAGE UNDER THESE TERMS AND CONDITIONS. GOVERNING LAW These Terms and Conditions shall be interpreted, construed, governed by and enforced in accordance with the laws of the State of Florida. Under no circumstances shall the laws of any other state be applied, even where such a result would be implicated by conflict of law principles. You hereby irrevocably consent to the personal and exclusive jurisdiction and venue of the federal and state courts located in Florida regarding any and all disputes relating to your Contract or these Terms and Conditions. GENERAL These Terms and Conditions, together with your Contract, shall constitute the sole agreement and understanding between you and Precision Edge Design regarding the matters set forth herein, and any and all previous agreements and understandings between or among you and Precision Edge Design regarding the subject matter hereof, whether written or oral, other than your Contract, are superseded by these Terms and Conditions. No agreement or other understanding other than your Contract purporting to modify these Terms and Conditions shall be binding upon Precision Edge Design unless otherwise agreed to by Precision Edge Design in writing. The failure of Precision Edge Design to exercise or enforce any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision. Any provision of these Terms and Conditions which is invalid or unenforceable in any jurisdiction shall be ineffective to the extent of such invalidity or unenforceability without invalidating or rendering unenforceable the remaining provisions hereof; and any such invalidity or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. Any questions concerning these Terms and Conditions should be directed to: Precision Edge Design.com, Inc. Attention: Heather DeSerio 3594 Edington Way Palm Harbor, FL 34685 Phone: 1-727-409-2832 (Mon-Fri, 9-6:30 pm EST)