Support Access and Service Level Agreement
Welcome to ApparelMagic’s Support Access and Service Level Agreement which may be updated from time to time, which govern ApparelMagic’s Support Services for ApparelMagic Cloud (collectively “SLA”’s). Reference to SLA’s herein govern any support, training, live assistance or implementation services provided. The Terms governing these SLA’s are as set forth herein and in any statement and agreement expressly incorporated herein by reference.
ApparelMagic offers support and software orientation training as a complimentary benefit to your ApparelMagic Cloud subscription as our gift to you! This means you pay absolutely nothing for the complimentary support and training tools provided, which are provided solely at the discretion of ApparelMagic. Your subscription payment entitles you to your access key to ApparelMagic Cloud, which is the sole consideration provided for your subscription payment and ApparelMagic’s entire consideration offered hereunder. Any complimentary support and training as well as any additional support or personal training options that may be available at an additional cost, are governed by these SLA’s. As the beneficiary to ApparelMagic’s SLA, you are responsible for complying with the support user’s Rules of Conduct and any requirements set forth herein in ApparelMagic’s current SLA, which may be revised from time to time, with or without notice.
Pursuant to your Terms of Service with ApparelMagic Cloud, ApparelMagic provides access to ApparelMagic Cloud to you and/or your company pursuant to access key subscriptions. You warrant and represent that you have the necessary power and authority to agree to these Terms, and that the performance of your obligations will not constitute a breach or otherwise violate any other agreement or the rights of any third party arising therefrom and your use does and will continue to comply with all applicable Terms and with any foreign, federal, state, and local laws, rules, and regulations. Failure of payment for your subscription or failure to comply with these Terms (including services provided pursuant to this SLA) constitutes forfeiture of access.
Your SLA’s currently provide you with the following support and training options, subject to our Rules of Conduct and Plan Selection.
ApparelMagic’s 24/7 KnowledgeBase and/or user guides.
Orientation Training on how to input data into the ApparelMagic system and how to retrieve data from the ApparelMagic system, which may be offered by us through virtual curricula, videos or live group training or a combination thereof, at ApparelMagic’s discretion (available with Professional and Enterprise Plans).
ApparelMagic’s ticket support center, for questions on how to input data into the ApparelMagic system and how to retrieve data from the ApparelMagic system, which may be offered through live calls, written ticket responses, personal login to your system to assist you in real time or a combination thereof, at ApparelMagic’s discretion. (Live support available only with Professional and Enterprise Plans, and requires a valid client phone number for callbacks.)
Services available at an additional cost, which are also covered by this SLA, and may include, without limitation, BBC’s (Best Business Consulting), third party software integration consultation services, custom programming services or consultation, live support and/or personal training.
The use by you of any content or services accessible through the SLA is subject to your acceptance of the Terms, including Rules of Conduct. If you do not accept these Terms, you are not entitled to any form of SLA’s, whether free or otherwise. For any service to have a defined deliverable, it must include a Work Order signed by both parties and full payment receipt. Hourly payments are for consultation services only, measured by time spent, and are non-refundable. Any deliverable other than time for hourly services is hereby disclaimed, and it is up to client to use the full hour or waive such services once begun. Hourly services are available in one hour increments and may only be divided beforehand with our written consent. Please review the Terms periodically for updates. If you are using the SLA’s on behalf of your employer, brand, partner, showroom, retailer or another entity, you represent and warrant that you are authorized to accept these Terms on their behalf. These Terms are personal to you, and you may not assign any of the rights or obligations granted hereunder, voluntarily or by operation of law (including without limitation in connection with a merger, acquisition, or sale of assets) except with the express written consent of ApparelMagic, and any attempted assignment in violation of this paragraph is void. This agreement does not create or imply any partnership, agency or joint venture. The Terms will govern your use of any current or newly introduced SLA options. The Terms are legally binding conditions once you have accessed or used these SLA’s.
ApparelMagic shall not be deemed to be in breach of this Agreement and shall have no liability hereunder if its obligations are delayed or prevented by any reason of any act of God, war, terrorism, fire, natural disaster, accident, riots, acts of government, shortage of materials or supplies, failure of any transportation or communication system, non-performance of any agents or third party providers (including, without limitation, the failure or performance of common carriers, interchange carriers, local exchange carriers, internet service providers, suppliers, subcontractors) or any other cause beyond its reasonable control or due to user or user’s agents or third party providers. You have no obligation to accept, and ApparelMagic has no duty to offer, these SLA’s to you (and they are distinct from your subscription to ApparelMagic Cloud, for which the sole consideration offered by ApparelMagic is your access key). Under no condition will ApparelMagic perform any support, training or implementation services for the benefit of an ApparelMagic client unless Client understands and agrees that such services are a supplement to, and not included as part of your ApparelMagic Cloud subscription. As a condition of accepting any services provided pursuant to this SLA, you agree that (i) you have fully accepted and are using your ApparelMagic subscription, (ii) we have no obligation to modify, adapt or customize your ApparelMagic Cloud software, (iii) that you enter into this agreement with the understanding that any work performed pursuant to these SLA’s are a supplement to a fully functional, accepted ApparelMagic Cloud system and that (iv) that ApparelMagic is not responsible for the success of your business, implementation of your data, or use of the system.
These SLA’s are for use with a current subscription of ApparelMagic Cloud and creates no legal or continuing obligation to provide support, training or services in their current form. ApparelMagic reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the support, training or services (or any part thereof) with or without notice. ApparelMagic may also make changes to the ApparelMagic offerings and/or on-line store, including regarding products, services, programs, and prices, at any time without notice. ApparelMagic may at any time institute new charges or fees for SLA’s previously deemed complimentary. Price changes and institution of new charges implemented during your subscription billing year will apply to subsequent subscription billing years and to all new subscribers after the effective date of the change. If you do not agree to any such price changes, then you must cancel and stop using the SLA’s as of the new charge dates. ApparelMagic, in its sole discretion, may terminate your password, your SLA’s or use of any other ApparelMagic service, and remove and discard any content or data within the Services, for any reason, including, without limitation, for lack of use or if ApparelMagic believes that you have violated or acted inconsistently with the letter or spirit of the Terms, including these SLA’s and support users’ Rules of Conduct. Any termination of your access to the Services under any provision of the Terms may be effected without prior notice, and ApparelMagic may immediately de-activate or delete your account and all related information and files in your account and/or bar any further access to such files or the Services or SLA’s. Further, ApparelMagic will not be liable to you or any third-party for any termination, modification, or suspension of the SLA’s or Services. You agree you elected to subscribe to ApparelMagic Cloud in consideration of the access keys only, and that you have not subscribed in reliance on Services, SLA’s or any service, work, agreement or understanding in addition to or outside that consideration, and further that you will not incur any costs or expenses in reliance thereto, and assume responsibility for expenses or time you undertake in your use of the Services or any training, support or services offered pursuant to these SLA’s. It is understood and agreed that any support or training that is not paid for separately is provided on a complimentary basis, and does not create any existing or continuing duty or obligation or liability. You understand and acknowledge that ApparelMagic offers a subscription based Service for which you agree to pay irrespective of whether or not you or your designees actually use the Services subscribed to and offered by us.
THESE SLA’s, AND ANY SUPPORT OR TRAINING PROVIDED THERETO, INCLUDING WITHOUT LIMITATION, THE SERVICES, SITE, WEBSITE, SOFTWARE, SERVICE AND SERVER ACCESS, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, APPARELMAGIC, ITS AFFILIATES, LICENSORS, THIRD-PARTY CONTENT OR SERVICE PROVIDERS, DISTRIBUTORS, DEALERS AND SUPPLIERS (COLLECTIVELY “SUPPLIERS”) DISCLAIM ALL GUARANTEES, CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY REGARDING THE THEM INCLUDING ANY WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY AND NON-INFRINGEMENT. APPARELMAGIC DOES NOT WARRANT OR GUARANTEE THE ACCURACY, RELIABILITY, COMPLETENESS, USEFULNESS, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, OR QUALITY OF ANY SLA’s, SERVICES, TRAINING, SUPPORT OR SITE CONTENT, REGARDLESS OF ITS ORIGINATION. APPARELMAGIC DOES NOT WARRANT THAT THE SLA’s, SERVICES OR SITE IS SECURE, FREE FROM BUGS, VIRUSES, INTERRUPTION, ERRORS, THEFT OR DESTRUCTION OR THAT THE SLA’s, SERVICES OR SITE WILL MEET YOUR REQUIREMENTS. YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOU BEAR ALL RISKS ASSOCIATED WITH USING OR RELYING ON THE SLA’s, SERVICES, SITE OR CONTENT. APPARELMAGIC IS NOT LIABLE OR RESPONSIBLE IN ANY WAY FOR ANY STATEMENT, CONTENT POSTED ON OR LINKED FROM THE SUPPORT OR TRAINING, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN CONTENT, OR FOR ANY LOSSES OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF OR RELIANCE THEREUPON.
APPARELMAGIC MAKES NO WARRANTY OR CONDITION THAT: (I) THE SLA’s, SOFTWARE OR SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE SLA’s, SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SLA’s, SOFTWARE OR SERVICES WILL BE ACCURATE OR RELIABLE, (IV) ANY ERRORS IN THE SLA’s orSOFTWARE WILL BE CORRECTED, OR (V) THE QUALITY OF ANY PRODUCTS, SOFTWARE, SLA’s, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS, OR (VI) APPARELMAGIC CLOUD WILL OFFER THE SAME SERVICES OR FEATURES OFFERED BY ANY OTHER APPARELMAGIC SOFTWARE, SERVICES OR SUPPORT.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SLA’s IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL, INCLUDING ANY DAMAGES RESULTING FROM COMPUTER VIRUSES.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM APPARELMAGIC OR THROUGH OR FROM THE SERVICES WILL CREATE ANY WARRANTY OR CONDITION NOT EXPRESSLY STATED IN THE TERMS. APPARELMAGIC’S EMPLOYEES ARE NOT AUTHORIZED TO VARY THESE TERMS.
APPARELMAGIC IS NOT LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF TIME, BUSINESS COSTS, REVENUE, GOODWILL, USE, DATA, ELECTRONICALLY TRANSMITTED ORDERS, OR OTHER ECONOMIC ADVANTAGE (EVEN IF APPARELMAGIC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER IN CONTRACT (INCLUDING FUNDAMENTAL BREACH), TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR RELATED TO: (I) THE USE OF OR THE INABILITY TO USE THE SOFTWARE OR SERVICES; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, SOFTWARE, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES AND THE WEBSITE; (V) FAILURE TO LEARN TO USE THE SYSTEM OR OPERATE IT PROPERLY, (VI) TIME SPENT LEARNING SYSTEM OR IMPLEMENTATION COSTS OR (VII) ANY OTHER MATTER RELATING TO THE SERVICES, INCLUDING CONTENT YOU MAY DOWNLOAD, USE, MODIFY OR DISTRIBUTE FROM THE SERVICES.
ONLY CLIENTS WITH AN ACTIVE SUBSCRIPTION MAY ACCESS THE SERVICES OR SITE FOR DOWNLOAD OF INFORMATION. YOU HAVE SOLE RESPONSIBILITY FOR ADEQUATE PROTECTION AND BACKUP OF DATA USED IN CONNECTION WITH THE SERVICES AND WILL NOT MAKE A CLAIM AGAINST APPARELMAGIC FOR LOST DATA, RE-RUN TIME, INACCURATE OUTPUT, WORK DELAYS OR LOST PROFITS RESULTING FROM USE OR DISCONTINUED USE OF THE SERVICES. YOU ARE ADVISED TO EXPORT, DOWNLOAD AND BACKUP YOUR DATA BEFORE DISCONTINUING ANY USAGE OF THE SERVICES.
YOU AGREE TO HOLD APPARELMAGIC HARMLESS FROM, AND YOU COVENANT NOT TO SUE APPARELMAGIC FOR, ANY CLAIMS BASED ON USING THE SLA’s or SERVICES, WHETHER IN CONTRACT, TORT OR OTHERWISE.
IF ANY LIMITATION OF LIABILITY PROVISION SET FORTH HEREIN (OR ANY PART THEREOF) IS INVALID OR UNENFORCEABLE UNDER APPLICABLE LAW, THE ENTIRE CUMULATIVE LIABILITY OF APPARELMAGIC AND ITS SUPPLIERS FOR ALL MATTERS ARISING FROM OR RELATING TO THESE TERMS SHALL BE LIMITED TO THE AMOUNT PAID BY THE CUSTOMER FOR THE RELATED SERVICES PURCHASED FROM APPARELMAGIC, ITS AUTHORIZED RESELLER OR ITS SERVICE PROVIDERS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, APPARELMAGIC AND ITS SUPPLIERS SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR FOR DAMAGES RELATING TO TELECOMMUNICATION FAILURES, LOSS, CORRUPTION, SECURITY OR THEFT OF DATA, VIRUSES, SPYWARE,OR THE LIKE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, SERVICE LIMITATIONS OR OTHERWISE, EVEN IF APPARELMAGIC OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN APPARELMAGIC AND YOU. APPARELMAGIC WOULD NOT BE ABLE TO HAVE PROVIDED THE SERVICE WITHOUT SUCH LIMITATIONS.
ApparelMagic will provide automatic installation and product updates at no charge along with support for the system in accordance with the terms of its Support Access Agreement and Rules of Conduct. Support available is provided in English only and only for services provided, which does not include Add-Ons, partner software, third party software or integration bridges. You are solely responsible for the acquisition, setup and support of any local hardware, internet access, data input, migration or consultation/training or other software consultation or customization and safekeeping of passwords to protect the privacy of your data. ApparelMagic has no obligation to monitor the Services, sites or your data. ApparelMagic may monitor your use of the Services to improve service and to ensure your compliance with these Terms. You are responsible for providing, at your expense, any access to the Internet and any required equipment, and the costs of support and maintenance thereof. ApparelMagic makes no representation that internet access or the Services are available for use in any particular location.
Your access to these Services does not include any derivative use of these Services, sites or their contents; or any use of data mining, robots or similar data gathering and extraction tools or processes. You agree not to store in any form, distribute, transmit, display, reproduce, modify, create derivative works from, sell or otherwise exploit any of the content on this Services or sites for any commercial purpose or use or access the Services for purposes of monitoring the availability, performance, or functionality of any of ApparelMagic’s products and services or for any other benchmarking or competitive purposes. By using these Services, you warrant to ApparelMagic that you will not use the Services, or any of the content obtained from the Services, for any purpose that is unlawful or prohibited by these Terms. ApparelMagic does not grant any license or other authorization to any user of its trademarks, registered trademarks, service marks, or other copyrightable material or other intellectual property, by placing them with these Services. You may not use ApparelMagic Trademarks as defined herein in a manner that creates a sense of endorsement, sponsorship, or false association with ApparelMagic. You may not use, without ApparelMagic’s written consent, ApparelMagic Trademarks as part of the name of your company or Service, or in any product, service, name field or logos created by you. All use of ApparelMagic TradeMarks, and all goodwill arising out of such use, will inure to ApparelMagic’s benefit. If you violate any of these Terms, your permission to use the Services automatically terminates.
You agree not to make any unauthorized copies of the Services, in compliance with U.S. and International law. You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Services, except to the limited extent applicable laws specifically prohibit such restriction, (ii) modify, translate, or otherwise create derivative works of any part of the Services, or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations regarding intellectual property.
In consideration of your use of the Services, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the registration form, if applicable, and (b) to maintain and update this information to keep it true, accurate, current and complete. You further agree you are using the Services solely and exclusively as a database software in advancement of an apparel or commodities business, or similar business which is not a software business, which you own or are directly employed by, and that you are not using the system for research purposes, directly or indirectly, on behalf of a current or future industry competitor of ApparelMagic. If any information provided by you is untrue, inaccurate, not current or incomplete, ApparelMagic has the right to pursue all criminal and civil remedies for misrepresentation and to terminate your account and refuse any and all current or future use of the Services. You agree not to resell or transfer the Services or use of or access to the Services.
You must not modify, decompile, or reverse engineer any portion of the site or other mediums associated with the Services, and must not remove, overprint, or deface any notice of copyright, trademark, logo, legend, or other notice of ownership from any originals or copies of sites or other mediums available through these Services. “ApparelMagic Trademarks” means all names, marks, brands, logos, designs, trade dress, trademarks, service marks and other designations ApparelMagic uses in connection with the Services, and may include intellectual property which has been licensed to ApparelMagic or owned by ApparelMagic. You may not remove or alter any ApparelMagic Trademarks. You acknowledge ApparelMagic’s rights in ApparelMagic Trademarks. You agree not to incorporate any ApparelMagic Trademarks into your trademarks, service marks, company names, Internet addresses, domain names, or any other similar designations. ApparelMagic may, in its sole discretion, terminate the accounts or access rights of users who infringe or otherwise violate others’ intellectual property rights.
All content provided through the Services, whether on this site or ApparelMagic’s Website or promotional materials is provided by or to ApparelMagic by its respective authors, developers and vendors and/or is the copyrighted work of ApparelMagic. Except as stated herein, none of the content may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the prior express written permission of ApparelMagic. No part of the content, including logos, graphics, sounds or images, may be reproduced or retransmitted in any way, or by any means, without the prior express written permission of ApparelMagic. You are not granted any license under any intellectual property rights (whether owned or licensed by ApparelMagic) provided by these Services, whether by estoppel, implication, or otherwise.
In the course of rendering technical support or providing Services, ApparelMagic may become aware of certain of your confidential information, such as sales volume, financial matters, supplier and customer lists. ApparelMagic agrees to keep such information confidential. Notwithstanding the foregoing confidentiality provision, ApparelMagic reserves the right to access, read, preserve, and disclose any information it reasonably believes is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of us, our users and the public. In order to support its system, ApparelMagic may need to modify or test data. You consent to this activity in connection with support of the system.
By submitting ideas, testimonials, opinions, suggestions or any other material to us or in your use of the Services, you agree that ApparelMagic will treat such submissions as non-confidential, that ApparelMagic can use such submissions without any compensation to you or to any other person or entity, and that ApparelMagic may have already developed, or is in the process of developing, and is not restricted in any way from developing and marketing, products, services, functions, features or plans similar to or competitive with any described in such submissions from you. You also agree that you are free to provide your opinion or suggestion to us. You hereby consent to the recording of any conversations with ApparelMagic and use of those recordings for any lawful purpose and in the event of a challenge to our quality or services provided, maybe used against you in a court of law or any other forum to rebut such challenge. You consent to receive communications from us electronically. We will communicate with you electronically, via email or tickets, or by posting notices on our sites/Services. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communication be in writing.
ApparelMagic services and electronic transmissions are provided subject to state and federal taxation laws. In the event of the introduction of new state or federal taxation laws, or any ruling under which Software as a Service or other software distributions by ApparelMagic are are deemed taxable to the consumer, you agree to be responsible for all current and retroactive applicable sales and use taxes.
You are solely responsible for the security of your passwords and payment for Services. ApparelMagic is not liable for any unauthorized use of the Services. If you provide access to the API keys or the Services, you are responsible and will indemnify and defend ApparelMagic against any damage caused by their misuse. If you provide access to the Services to your customers or sales representatives, you agree that ApparelMagic is not responsible for unfulfilled or unpaid orders, credit card issues or any other other transactions placed through the Services and ApparelMagic is not liable for any lost profits or other damages.
If you provide any information that is false, inaccurate, out of date, or incomplete, or ApparelMagic has reasonable grounds to suspect that such information is false, inaccurate, not current, or incomplete, or if you fail to meet your payment obligations or comply with these Terms, including those incorporated herein, ApparelMagic may, without notice, suspend or terminate your account and refuse any and all current or future use of the Services, in whole or in part (or any portion thereof). Without limiting the foregoing, ApparelMagic and its designees may disable, restrict access to or the availability of, use of any part of Services for violation of the Terms or action that is otherwise objectionable. In the event that your Services are suspended or terminated for cause or non-payment, and without limitation to any other remedy to which ApparelMagic may be entitled, under contract or law, you agree to pay ApparelMagic a $250 reinstatement fee, in the event ApparelMagic agrees to reinstate your Services.
You agree to indemnify and hold ApparelMagic, and its subsidiaries, affiliates, officers, agents, co-branders, or other partners, consultants and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your content, your use of the Services, including any use by your employees, your connection to the services, your violation of the Terms, or your violation of any rights of another.
In connection with your use of the Services or relationship with ApparelMagic, you may be made aware of services, products, offers and promotions provided by third parties, and not by ApparelMagic. If you decide to use third party services, you are responsible for reviewing and understanding the terms and conditions governing any third party services. You agree that the third party, and not ApparelMagic, is responsible for the performance of the third party services. ApparelMagic may run advertisements and promotions from third parties as a courtesy to our clients; however, you understand and agree ApparelMagic does not review, approve, monitor, endorse, warrant, or make any representations with respect to third party services, and the inclusion of any link in or promotion is not and does not imply an affiliation, sponsorship, endorsement, approval, investigation, verification or monitoring by ApparelMagic of any third party. Any correspondence or business dealings with, or participation in promotions of, third parties other than ApparelMagic, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party. ApparelMagic is not responsible or liable for any loss or damage of any sort incurred as the result of any third party agreements or arrangements and expressly disclaims any liability with respect to them.
The Services may include, or third parties may provide, links to other Internet sites or resources over which ApparelMagic has no control. You acknowledge and agree that ApparelMagic is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. ApparelMagic will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource. ApparelMagic’s Services, including sites or websites owned, managed or used by ApparelMagic, may be linked to other websites. The inclusion of any link to a site does not imply endorsement by ApparelMagic of that site.
The failure of ApparelMagic to exercise or enforce any right or provision of the Terms does not constitute a waiver of such right or provision. If a court of competent jurisdiction finds any provision of the Terms to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of these Services or the Terms must be submitted to ApparelMagic in writing at the time of occurrence, with a thirty (30) day opportunity for cure, or be waived, and any cause of action must be filed within one (1) year after such claim or cause of action arose or be forever barred on any issue. Any fees paid hereunder are non-refundable. Each Period of Service shall automatically renew for subsequent periods of the same length as the initial Period of Service unless either party gives the other written notice of termination at least thirty (30) days prior to expiration of the then-current Period of Service. All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Except as expressly set forth in these Terms, these Terms of Service, along with any statement or agreement expressly incorporated herein by reference, are a complete statement of the agreement between you and ApparelMagic, and supersede any other statement, verbal or written and set forth the entire liability of ApparelMagic and its suppliers and your exclusive remedy with respect to your access and use of the Services. In the event of a conflict between these Terms of Service and any other agreement, these Terms of Service shall prevail. The suppliers, agents, distributors, dealers, and employees of ApparelMagic are not authorized to make modifications to the Terms, or to make any additional representations, commitments or warranties binding on ApparelMagic. No representation, promise or condition shall be binding upon ApparelMagic unless expressed herein. ApparelMagic’s failure to enforce any part of these Terms shall not constitute a waiver of its right to later enforce that or any other part of these Terms. Waiver of compliance in any particular instance does not mean that ApparelMagic waives compliance in the future. These Terms also apply to any updates (including but not limited to bug fixes, patches, updates, upgrades, enhancements, new versions, and successors to the software collectively called “updates”), supplements, ancillary software or services, server services, and support services for these Services. ApparelMagic is a trade and business name registered in the state of Florida, and an independently owned and registered trademark licensed for use with these Services. Your rights hereunder to the Services are obtained pursuant agreement with ApparelMagic only and you hereby waive any cause of action against Suppliers or the owners of any trademarks or intellectual property with whom ApparelMagic has obtained licenses, including but not limited to their subsidiaries, affiliates, officers, agents, co-branders, alliance members, or other partners, and employees. We may assign, transfer or delegate any of our rights and obligations hereunder without consent. If any provision of the Terms is invalid or unenforceable under applicable law, then it shall be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect. The Terms will be governed by Florida law as applied to agreements entered into and to be performed entirely within Florida, without regard to its choice of law or conflicts of law principles that would require application of law of a different jurisdiction, and applicable federal law. The parties agree that no representation, promise or condition shall be binding upon either party unless expressed herein. In the event of any dispute regarding these SLA’s, the parties agree to binding arbitration by a mutually agreed upon party in the jurisdiction and venue of West Palm Beach, Florida. If you initiate litigation or file complaint to any agency to address any issues regarding our complimentary support, training or implementation, after accepting complimentary services pursuant to these SLA’s, you will pay $5,000.00 as a nuisance fee for violation of this provision plus any costs or legal fees in the event the claim against us is dismissed or is unsuccessful. In no event will any damages for any claim exceed the cost of the amounts paid hereunder for support, training or implementation services. You agree the above conditions apply to any future, prospective and/or previous Services or SLA’s performed or to be performed by ApparelMagic. These Terms do not limit any rights or damages that ApparelMagic may have against you for libel, nuisance suits, harassment, bad faith or any other cause of action for violation of these SLA’s.
Your use of the Service and receipt of these SLA’s (including any support, training or implementation offered thereunder) includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY AND TO PAY FOR SUCH AGREEMENTS AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO ON THIS SERVICE, INCLUDING NOTICES OF CANCELATION, POLICIES, CONTRACTS, AND APPLICATIONS.
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