Terms of Service

The following Terms and Conditions (“Terms” or “Terms of Service”) constitute a legal agreement between you and The Economic Development Corporation, and they apply to your use and access to the services, products, software and websites (“Services”) provided by The Economic Development Corporation and any of our affiliates (“company,” “we,” “us” or “our”).

When you subscribe to our Services you’re acknowledging that you have read and understood these Terms and Conditions, as well as the terms included in our Privacy Policy, and that you agree to be bound by these Terms. Note that if you do not agree with the terms contained in our Privacy Policy or these Terms and Conditions, you should not use our Services.

Registered Agent and Business Filing Service

Accurate and Current Information.

We don’t sell your information and we keep all information that is not required on public documents private.

However, you agree that you are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of your information.

Termination of Services

Termination by Us.

We may terminate Services at any time. Reasons for termination may include, but are not limited to: 1) your failure to provide accurate, complete and current information for your account; 2) the inability to locate you after reasonable efforts are made; 3) your failure to pay for Services; 4) suspected illegal activity; and 5) any other lawful reason.

Termination by You.

You can also terminate a Service or Services at any time. To terminate a Service, log in to your account and cancel your Service in your client portal.

How to Terminate or Cancel a Service.

To end a service with us and no longer receive invoices request cancellation of a service with us directly, so you can read and agree to the end of service terms.

Cancellation can be requested at any time. There are no fees to cancel, but upon cancellation of services, you may be required to pay any past-due balances related to such services, unless otherwise specified in this agreement.

Disclaimer of Warranties & Limitation of Liability.

DISCLAIMER OF WARRANTIES

TO THE FULLEST EXTENT ALLOWED BY LAW, YOUR USE OF THIS SITE AND OUR SERVICES ARE PROVIDED “AS-IS” WITH NO REPRESENTATIONS OR WARRANTIES, EITHER EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

WE DO NOT WARRANT OR GUARANTEE THAT THE SERVICES ARE ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED, ERROR-FREE, WITHOUT DEFECT OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED, OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

LIMITATION OF LIABILITY.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT WE WILL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES REGARDLESS OF THE LEGAL THEORY, OR WHETHER WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR YOUR ACCOUNT, OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO YOUR USE OF THIS WEBSITE AND OUR SERVICES SHALL IN NO EVENT EXCEED THE AMOUNT YOU PAID TO US FOR SERVICES DURING THE TWELVE MONTH PERIOD PRECEDING THE DATE OF YOUR CLAIM.

ALL SERVICES, INCLUDING, BUT NOT LIMITED TO ALL MATERIALS AND WEBSITE CONTENT, ETC. ARE PROVIDED “AS IS.” WE EXCLUDE AND DISCLAIM TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW ANY WARRANTY, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY OR FITNESS FOR A GENERAL OR PARTICULAR PURPOSE. WE ARE NOT LIABLE FOR DAMAGES OF ANY KIND ARISING FROM THE USE OF SERVICES SUBJECT TO AUTO RENEWAL.

SMS/Text Messaging.

By providing your mobile phone number and checking that you wish to receive communications, you are consenting to receive Short Message Service (SMS)/text messages from us. The SMS/Text messages you may receive service-related and promotional messages, including: updates, alerts, and information (e.g., order updates, account alerts, etc.) and promotions, specials, and other marketing offers (e.g., cart reminders) through your wireless provider to the mobile number you provided, even if your mobile number is registered on any state or federal Do Not Call list. SMS/Text messages may be sent using an automatic telephone dialing system or other technology.

Message frequency varies but you will not receive more than one (1) message(s) per day. Standard message and data rates may apply from your wireless provider and you are responsible for all charges and fees associated with text messaging imposed by your wireless provider.

Your participation in this program is completely voluntary and you can Opt-Out at any time by submitting an inquiry on our website or emailing our support team.

To the extent permitted by applicable law, you agree that we will not be liable for failed, delayed, or misdirected delivery of any information sent via SMS/text message, or any errors in such information, and/or any action you may or may not take in reliance on the information received via SMS/text message.

Acceptable Use of Our Websites and Services.

In using our websites and Services, you may not, nor may you permit any third party, directly or indirectly, to:

access or monitor any material or information on any of our systems, using any manual process or robot, spider, crawler, scraper, or other automated means;

except to the extent that any restriction is expressly prohibited by law, violate the restrictions in any robot exclusion headers on any Service, work around, bypass or circumvent any of the technical limitations of the Services, use any tool to enable features or functionalities that are otherwise disabled in the Services, or decompile, disassemble or otherwise reverse engineer the Services;

perform or attempt to perform any actions that would interfere with the proper working of the Services, or prevent access to or use of the Services by our other customers;

copy, reproduce, alter, modify, create derivative works, publicly display, republish, upload, post, transmit, resell or distribute in any way material, information or Services from us;

transfer any rights granted to you under these Terms;

use the Services except as expressly allowed under these Terms.

If we reasonably suspect that your account has been used for an unauthorized, illegal or criminal purpose, you hereby give us express authorization to share information about you and your account with law enforcement.

Intellectual Property Rights and Ownership.

We own all right, title and interest, in and to all Intellectual Property Rights (as defined below) in the Services and websites, and these Terms do not grant you any rights to our Intellectual Property Rights. For purposes of these Terms, “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress, service mark rights, goodwill, trade secret rights, and any other intellectual property rights that may exist now or come into existence in the future, and all of their applications, registrations, renewals and extensions, under the laws of any state, country, territory or other jurisdiction.

You may submit comments or ideas about the Services (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited, and without restriction, that it will not place us under any fiduciary, confidentiality or other obligation, and that we are free to use the Idea without any compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone.

Indemnification.

You agree to protect, defend, indemnify and hold us harmless from and against any and all claims, causes of action, liabilities, judgments, penalties, losses, costs, damages and expenses (including attorneys’ fees and all related costs and expenses for litigation and/or arbitration) suffered or incurred by us, including, without limitation, any claim arising from:

any actual or alleged breach of your obligations under these Terms or the terms contained in our

Privacy Policy;

your wrongful or improper use of the Services;

your violation of any third-party right, including without limitation any right of privacy, publicity rights or Intellectual Property Rights;

your violation of any law, rule or regulation of the United States or any other country;

any other party’s access and/or use of the Services with your unique name, password or other security code;

any copyright infringement claims that may arise from us scanning Legal Documents or other mail on your behalf;

the failure of any third party, including but not limited to the United States Postal Service or any commercial delivery or courier service, to provide delivery or courier services accurately and on time;

any loss, damage or destruction of your Legal Documents by any cause whatsoever;

our being named as a defendant in an action based on our status as your registered agent;

any claims or action brought against us relating to your failure to maintain updated information on any of our websites.

We’re Not Attorneys, Accountants, or Fiduciaries.

We provide information and act as a fulfillment service provider. We are not a law firm or an attorney and do not provide legal advice. As we are not attorneys, there is no attorney-client relationship between us and none of the communications between us are protected as attorney-client communications. Use of our services as a fulfillment service provider shall NOT create any fiduciary duty or obligations, either implied or express, by any agent, affiliate or employee of the company.

Limitation on Time to Initiate a Dispute.

You agree that any action or proceeding by you relating to any dispute must commence within one year after the alleged cause of action accrues.

Dispute Resolution by Binding Arbitration and Class Action Waiver.

In most cases, we can resolve customer concerns by phone at [PHONE]or by email at [ENTITY EMAIL]. In the unlikely event that we are unable to resolve your complaint to your satisfaction, we each agree to resolve those disputes through binding arbitration under the auspices of JAMS Alternative Dispute Resolution (“JAMS”).

JAMS will administer any such arbitration under its Comprehensive Arbitration Rules. If the amount of the claims and counterclaims are less than Two Hundred and Fifty Thousand Dollars ($250,000.00), then the JAMS Streamlined Arbitration Rules and Procedures will be used.

You agree that any arbitration pursuant to these Terms will be on an individual basis, and that you will not bring a claim as a plaintiff or class member in a class, consolidated, or representative action.

You further agree that class arbitrations, class actions and consolidation with other arbitrations will not be allowed. All disputes and claims between us will be heard by a single arbitrator.

Force Majeure.

We shall not be considered to be in breach or default of these Terms, and shall not be liable for any cessation, interruption, or delay in the performance of our Services or other obligations by reason of earthquake, flood, fire, storm, lightning, drought, landslide, hurricane, cyclone, typhoon, tornado, natural disaster, act of God or of the public enemy, epidemic, famine or plague, action of a court or public authority, change in law, explosion, war, terrorism, armed conflict, labor strike, lockout, boycott or other similar even that is beyond our reasonable control, whether foreseen or unforeseen (each a “Force Majeure Event”).

If a Force Majeure Event continues for more than sixty days in the aggregate, we may immediately terminate our Services and shall have no liability for, or as a result of, any such termination.

Non-Disparagement.

You agree not to directly or indirectly through a third party engage in any conduct or make any communication (public or private) that disparages Us or our services in any way. Such communications include, but are not limited to, publishing, posting, printing, disseminating, or otherwise making such disparaging statements on or through the internet, in any blog, or through any other form of social media. You further agree not to solicit or encourage, directly or indirectly, any such statements, comments, or communications by any third-party. In accordance with the termination provisions herein, the We may terminate your access to the applications or services if you breach the requirements of this section.

Export Compliance.

You agree to comply fully with all relevant export laws and regulations of the United States, including but not limited to the U.S. Export Administration Regulations, administered by the Department of Commerce, Bureau of Industry and Security. You also expressly agree that you shall not export, directly or indirectly, re-export, divert, or transfer any portion of the services, including, without limitation, to any destination, company, or person restricted or prohibited by U.S. export controls.

Entire Agreement.

These Terms and the terms of our Privacy Policy constitute the entire agreement between you and us with respect to our Services and websites.

These Terms supersede and replace any other prior or contemporaneous agreements, or terms and conditions that may be applicable. These Terms create no third party beneficiary rights.

Modifications.

We may revise these Terms from time to time, and will always post the most current version on our website. Such changes are effective, and you agree to be bound by such changes, by your use of the Services or 5 days from the date the changes are posted to the Website, whichever occurs sooner.

Waiver, Severability, and Assignment.

Our failure to enforce a provision of these Terms is not a waiver of our right to do so at a later date. If a provision of these Terms is found to be unenforceable, the remaining provisions of the Terms will remain in full force and effect.

You may assign your rights and obligations under these Terms provided we receive prior written notice of, and approve of, such assignment. We will not unreasonably withhold our approval. We may assign our rights or obligations to any successor in interest of any business associated with the Services.