Terms of Service
This Email and Hosting Services Agreement ("Agreement") is a valid legal agreement between AVSpamfilter, Inc. ("AVSpamfilter") and you, the individual or single entity ordering AVSpamfilter’s email and hosting services ("Services") either via an on-line order form or via AVSpamfilter’s customer service call center ("Sign-up Process"). This Agreement governs your purchase and use of AVSpamfilter’s Services ordered by you during the Sign-up Process.
You must complete the acceptance process below before AVSpamfilter will activate the Services. PLEASE READ THIS AGREEMENT CAREFULLY BEFORE COMPLETING THE ACCEPTANCE PROCESS. By selecting the "ACCEPT" button below, you agree to be bound by the terms and conditions of this Agreement ("Terms of Service"). If you do not agree to be bound by these Terms of Service, you should select the "DECLINE" button below. AVSpamfilter reserves the right to reject this Agreement for any reason prior to acceptance. Activation of the Services will indicate AVSpamfilter’s acceptance of this Agreement.
AVSpamfilter may amend or otherwise modify this Agreement at any time and from time to time without notice to you. You will be bound by the amended Agreement upon your continued use of the Services after the revised Agreement is posted at this web site. You may identify whether AVSpamfilter has revised this Agreement by the Effective Date in Section 9.9 below.
AVSpamfilter offers a number of standard and customized email and hosting plans as published on the AVSpamfilter website for the particular brand of Service offered by AVSpamfilter. You may also purchase optional add-ons. Subject to these Terms of Service and during the term of this Agreement, AVSpamfilter agrees to provide to you the Services you select during the Sign-up Process. AVSpamfilter reserves the right to amend its Services offerings and to add, delete, suspend or modify the terms and conditions of the Services, at any time and from time to time, and to determine whether and when any such changes apply to both existing and future customers.
2. Fees and Payment Terms
2.1 AVSpamfilter may charge set up fees, recurring service fees, and other one-time fees for optional services and, if requested by you, fees for domain name registration services (collectively "Service Fees"). Unless otherwise specified in any written offer or promotion, the Service Fees published on the AVSpamfilter website for the particular brand of Service you ordered are applicable to all transactions between you and AVSpamfilter. AVSpamfilter may amend the Services and/or the Service Fees associated with any of the Services at any time and from time to time without notice to you.
2.2 All Service Fees are due according to the schedule published on the AVSpamfilter website for the particular brand of Services you ordered or, if not published, on the first day of the billing cycle. All Service Fees and other monetary payments must be made in U.S. Dollars. If you are not billed by invoice, you authorize AVSpamfilter to charge the credit card, debit card or bank account (whether via ACH service or otherwise) (your "Payment Process") that you provide to AVSpamfilter for payment of the Service Fees for Services you order before AVSpamfilter activates the Services. You further authorize AVSpamfilter to charge you according to your Payment Process for the amount of all subsequent periodic Service Fees (at AVSpamfilter’s then-current rates) prior to the commencement of any renewal period for such Services as described in Section 3 of this Agreement and for the amount of all other fees and charges (at AVSpamfilter’s then-current rates) as they become payable pursuant to this Agreement. Services Fees and all other fees and charges that become due during any renewal period will be charged according to your previous payment option and/or Payment Process. All Payment Process payments are deemed authorized by you and will be assessed in real time.
2.3 If AVSpamfilter does not receive payment from your Payment Processor (i.e., credit or debit card issuer or other financial institution), you agree to pay AVSpamfilter all amounts due upon demand. AVSpamfilter may charge you for a late payment fee equal to one and one-half percent (1.5%) on any overdue balance, or the maximum amount allowed by law if less, for each month or fraction of a month the overdue amount remains unpaid. AVSpamfilter may also charge you for an administrative fee for any returned checks or if your Payment Processor declines payment. You agree to pay AVSpamfilter’s collection costs, including reasonable attorneys’ fees, if AVSpamfilter is required to take action to collect any amounts that you fail to pay when due pursuant to this Agreement.
2.4 AVSpamfilter may, in its sole and exclusive discretion, immediately suspend or terminate your Services without notice to you if you fail to provide valid Payment Processor information or authorization or fail to pay for any Services when due. AVSpamfilter may charge a Fifty Dollar ($50.00) fee to reinstate any Service that has been suspended or terminated.
2.5 There is a non-refundable registration fee for all new domains that you purchase through AVSpamfilter. AVSpamfilter may automatically pay this fee as well as all annual non-refundable renewal fees (both fees also "Service Fees") up to fifteen (15) days in advance of the renewal date on your behalf provided your account is active and current. These Service Fees will appear on your next billing statement unless prior arrangements are made with the AVSpamfilter customer service department. You agree that you are responsible for reimbursing AVSpamfilter for all Service Fees advanced on your behalf.
3. Term and Termination
3.1 The Agreement will continue for the term stated in during the Sign-up Process or, if no term is stated, on a month-to-month basis. The Agreement will automatically renew for successive terms, each equal in length to that of the initial term. Either party may terminate this Agreement effective at the end of the then current term, whether annual, month-to-month or some other fixed term, upon at least thirty (30) days notice prior to the end of the then current term and such termination will be effective upon expiration on the last day of the then current term. The termination of this Agreement will constitute the termination of all of your Services.
3.2 If you breach any term of this Agreement including, but not limited to, Section 2 (Fees and Payment Terms) and Section 5 (Restrictions on Use), AVSpamfilter may, in its sole and exclusive discretion, suspend or terminate your Services immediately and without notice to you. Service Fees may continue to accrue on suspended accounts and you will continue to remain responsible for the payment of any Service Fees that accrue during the period of suspension.
3.3 IF THIS AGREEMENT IS TERMINATED FOR ANY REASON PRIOR TO THE EXPIRATION OF THE INITIAL TERM, AVSPAMFILTER WILL NOT PROVIDE ANY REFUND OR CREDIT TO YOU FOR ANY SERVICE FEES THAT YOU PAID IN ADVANCE, BY CREDIT CARD OR OTHERWISE, AND AVSPAMFILTER WILL HAVE THE RIGHT TO CHARGE YOU FOR AN ACCOUNT ADMISTRATION FEE OF TWENTY DOLLARS ($20.00) WHICH FEE WILL NOT BE OFFSET BY ANY PRE-PAID AMOUNTS. You authorize AVSpamfilter, in its sole and exclusive discretion, to charge your Payment Process or forward an invoice to you immediately upon the termination of this Agreement for the amount of any Service Fees that are then outstanding.
4. Warranty Disclaimers and Limitations of Liability
YOU AGREE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY PROVISIONS SET FORTH IN THIS SECTION 4 ARE REASONABLE AND ARE FUNDAMENTAL ELEMENTS OF THE AGREEMENT BETWEEN YOU AND AVSPAMFILTER. YOU ACKNOWLEDGE THAT AVSPAMFILTER WOULD NOT BE ABLE TO PROVIDE THE SERVICES ON AN ECONOMIC BASIS WITHOUT SUCH DISCLAIMERS AND LIMITATIONS.
4.1 AVSPAMFILTER PROVIDES THE SERVICES AND THE LICENSED MATERIAL (AS DEFINED IN SECTION 7.2 BELOW) TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS. AVSPAMFILTER MAKES NO EXPRESS WARRANTIES OF ANY KIND AND DISCLAIMS ALL IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT REGARDING ANY SERVICES OR ANY EQUIPMENT THAT AVSPAMFILTER MAY PROVIDE TO YOU OR REGARDING THE LICENSED MATERIAL. AVSPAMFILTER DOES NOT WARRANT THAT THE SERVICES, THE LICENSED MATERIAL OR THE USE OF EITHER WILL BE WITHOUT INTERRUPTION, ERROR-FREE OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. AVSPAMFILTER MAKES NO WARRANTIES AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR THE LICENSED MATERIAL OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICES OR MERCHANDISE CONTAINED IN OR PROVIDED THROUGH THE SERVICES, THE LICENSED MATERIAL OR THE INTERNET. AVSPAMFILTER IS NOT LIABLE, AND EXPRESSLY DISCLAIMS ANY LIABILITY, FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM YOU OR STORED BY YOU OR ANY OF YOUR CUSTOMERS VIA THE SERVICES PROVIDED BY AVSPAMFILTER. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY AVSPAMFILTER, ITS EMPLOYEES, REPRESENTATIVES, AGENTS, AFFILLIATES OR CONTRACTORS WILL CREATE A WARRANTY, EXPRESS OR IMPLIED, NOR MAY YOU RELY ON ANY SUCH ADVICE OR INFORMATION. SOME STATES (UNITED STATES ONLY) DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES. CONSEQUENTLY, THE ABOVE EXCLUSION MAY NOT APPLY TO YOU TO THAT LIMITED EXTENT. YOU AGREE THAT, IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SERVICES, THE LICENSED MATERIAL OR ANY EQUIPMENT THAT AVSPAMFILTER MAY PROVIDE TO YOU, ALL SUCH WARRANTIES WILL BE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE THE SERVICE COMMENCED OR THE LICENSED MATERIAL IS INSTALLED.
4.2 YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS AVSPAMFILTER AND ITS SUBSIDIARIES AND AFFILIATES FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, LOSSES, DAMAGES, COSTS AND EXPENSES, INCLUDING, BUT NOT LIMITED TO, REASONABLE ATTORNEYS’ FEES, RELATED TO OR ARISING FROM: (I) YOUR AND YOUR END USERS’ USE OF THE SERVICES AND/OR THE LICENSED MATERIAL; (II) ANY VIOLATION OF THE AUP; (III) ANY BREACH BY YOU ANY PROVISION OF THIS AGREEMENT; AND/OR (IV) ANY ACTS OR OMISSIONS BY YOU.
4.3 Information obtained by you from the Internet may be inaccurate, offensive or in some cases illegal. AVSpamfilter has no control over information contained on the Internet and accepts no responsibility for any information that you may receive via the Internet.
4.4 You accept full responsibility to verify the truth and accuracy, legality and ownership of the information that you disseminate or display in connection with your use of the Services or obtain from the Internet.
4.5 You agree that if AVSpamfilter takes any corrective action under this Agreement in response to your or your end users’ actions or failures to act, that corrective action may adversely affect you or your end users and you agree that AVSpamfilter shall have no liability to you or your end users due to any corrective action taken by AVSpamfilter.
4.6 AVSpamfilter strongly encourages you to back-up your data regularly. You agree that AVSpamfilter has no obligation to back-up any data related to your account unless AVSpamfilter expressly agrees otherwise in writing and you have currently paid for such back-up Services. You agree that you will regularly back-up your data whether or not AVSpamfilter has any obligation to do so. You further agree that your failure to back-up your data regularly will mitigate against any claim for damages you may bring against AVSpamfilter relating to any loss of your data.
4.7 YOU AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU WILL NOT UNDER ANY CIRCUMSTANCES INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, HOLD AVSPAMFILTER OR ITS LICENSORS LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, COST SAVINGS, REVENUE, BUSINESS, DATA OR USE, OR ANY OTHER PECUNIARY LOSS BY YOU, ANY OF YOUR END USERS OR ANY OTHER THIRD PARTY. YOU AGREE THAT THE FOREGOING LIMITATIONS APPLY WHETHER IN AN ACTION IN CONTRACT OR TORT OR ANY OTHER LEGAL THEORY AND APPLY EVEN IF AVSPAMFILTER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES; YOU AGREE THAT IN THOSE JURISDICTIONS AVSPAMFILTER’S LIABILITY WILL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
4.8 YOU AGREE THAT YOU WILL NOT HOLD AVSPAMFILTER OR ITS LICENSORS LIABLE UNDER ANY CIRCUMSTANCE FOR ANY DAMAGES THAT YOU SUFFER THAT RESULT FROM (I) THE USE OF OR INABILITY TO USE THE SERVICES OR LICENSED MATERIAL, (II) MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, LOSS OR CORRUPTION OF DATA AND/OR BACK-UP DATA, FAILURE TO PERFORM DATA BACK-UP FUNCTIONS (OTHER THAN THOSE EXPRESSLY AGREED TO BY AVSPAMFILTER AND CURRENTLY PAID FOR BY YOU), ERRORS, VIRUSES, DEFECTS, DELAYS IN OPERATION OR TRANSMISSION, NON-DELIVERIES, MISDELIVERIES OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT CAUSED BY AVSPAMFILTER’S NEGLIGENCE, ACTS OF GOD, ANY FAILURE OF AVSPAMFILTER’S NETWORK OR SYSTEMS, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO AVSPAMFILTER'S RECORDS, PROGRAMS, EQUIPMENT OR SERVICES; (III) YOUR ACTS OR OMISSIONS; OR (IV) THE ACTS OR OMISSIONS OF THIRD PARTIES.
4.9 YOU AGREE THAT AVSPAMFILTER’S MAXIMUM LIABILITY TO YOU UNDER THIS AGREEMENT FOR ALL DAMAGES, LOSSES, COSTS AND CAUSES OF ACTIONS FROM ANY AND ALL CLAIMS (WHETHER IN CONTRACT, TORT OR OTHER LEGAL THEORY) SHALL BE LIMITED TO THE LESSER OF (A) THE TOTAL AMOUNT OF SERVICE FEES ACTUALLY PAID BY YOU TO AVSPAMFILTER FOR THE THREE MONTH PERIOD IMMEDIATELY PRECEEDING THE DATE ON WHICH THE DAMAGE OR LOSS OCCURRED OR THE CAUSE OF ACTION AROSE, (B) PROVEN DIRECT DAMAGES, AND (C) TEN THOUSAND DOLLARS ($10,000.00).
4.10 The terms of this Section 4 shall survive any termination of this Agreement.
5. Restrictions on Use
5.1 Your use of the Services is subject to AVSpamfilter’s Acceptable Use Policy, as revised from time to time (the "AUP"), which is incorporated herein by reference. The AUP is available on AVSpamfilter’s website http://www.admin.avspamfilter.com/AUP.htm. In the event of any inconsistencies between this Agreement and the AUP, the terms of the AUP shall govern.
5.2 AVSpamfilter does not intend to systematically monitor the content that is submitted, stored, distributed or disseminated by you via the Services (the "Your Content"). Your Content includes content of your end users and/or users of your account. Accordingly, you are responsible for your end users’ content and all activities on your account. AVSpamfilter, in its sole and exclusive discretion, may immediately take corrective action, including, but not limited to, removal of all or a portion of Your Content and suspension and/or termination of your Services, in the event of notice of any possible violation of the AUP by you or your end users. You agree that AVSpamfilter will have no liability to you or any of your end users due to any corrective action that AVSpamfilter may take and that you will not be entitled to a refund of any fees paid in advance prior to the corrective action.
5.3 You warrant that Your Content does not violate or infringe any copyright, trademark, patent or intellectual or other proprietary property right of any third party or contain any obscene or libelous material or otherwise violate any law or regulation.
5.4 Your use of networks or computing resources provided to AVSpamfilter by third party providers and made available to you as part of the Services is subject to the respective permission and usage policies of such third parties.
5.5 You expressly (i) grant to AVSpamfilter a license to cache the entirety of Your Content, including content supplied by third parties, hosted by AVSpamfilter under this Agreement, and (ii) agree that such caching is not an infringement of any of your intellectual property rights or any third party's intellectual property rights.
5.6 If AVSpamfilter assigns to you an Internet Protocol address for your use, you may use that Internet Protocol address only as expressly permitted by AVSpamfilter in connection with your use of the Services during the term of this Agreement. AVSpamfilter will maintain and control ownership of all Internet Protocol numbers and addresses that may be assigned to you by AVSpamfilter. AVSpamfilter reserves the right, in its sole and exclusive discretion, to change or remove any and all such Internet Protocol numbers and addresses.
5.7 You agree that you will not use excessive amounts of CPU processing on any of AVSpamfilter's servers. AVSpamfilter, in its sole and exclusive discretion, may immediately take corrective action, including, but not limited to, assessment of additional fees and suspension and/or termination of Services, in the event you violate this policy. You agree that AVSpamfilter will have no liability to you or any of your end users due to any corrective action that AVSpamfilter may take and that you will not be entitled to a refund of any fees paid in advance prior to the corrective action.
5.8 You agree that you will not use bandwidth and disk usage amounts that exceed the limits applicable to your Services as published on the AVSpamfilter website for the particular brand of Services you ordered ("Agreed Usage"). AVSpamfilter will monitor your bandwidth and disk usage. AVSpamfilter, in its sole and exclusive discretion, may immediately take corrective action, including, but not limited to, assessment of additional fees and suspension and/or termination of Services, in the event you exceed the Agreed Usage. You agree that AVSpamfilter will have no liability to you or any of your end users due to any corrective action that AVSpamfilter may take and that you will not be entitled to a refund of any fees paid in advance prior to the corrective action.
6. Trademarks and Proprietary Rights
6.1 AVSpamfilter (SM) and other pending and/or registered trademarks and service marks, and other graphics, logos, and service names used by AVSpamfilter in connection with the Services or other products or services offered by AVSpamfilter and its subsidiaries and affiliates, to identify the products or Services of AVSpamfilter or its subsidiaries and affiliates (collectively the "AVSpamfilter Trademarks") are the trademarks of AVSpamfilter and its subsidiaries and affiliates. You agree not to use the AVSpamfilter Trademarks in connection with your products or services, or any third-party’s products or services, or in any manner that disparages or discredits AVSpamfilter. All other brands and names (including third-party product names) used in connection with the Services or other products or services offered by AVSpamfilter and its subsidiaries and affiliates are the property of their respective owners.
6.2 AVSpamfilter acknowledges that it claims no proprietary rights in Your Content or any intellectual property right contained therein. You acknowledge and agree that AVSpamfilter and its licensors own all right, title, and interest in: (a) the Services and any other products or services offered by AVSpamfilter and its subsidiaries and affiliates; (b) the technology available to you as part of the Services; (c) and all content, including but not limited to text, software, music, sound, photographs, video, graphics, or other material contained or maintained on the websites maintained by AVSpamfilter and its subsidiaries and affiliates (collectively "AVSpamfilter Content"), excluding Your Content.
7.1 This Section 7 (the "License") applies to you only if you use software licensed to you in connection with the Services and is in addition to and not in lieu of all other Terms of Service that govern your Services.
7.2 In connection with the Services, AVSpamfilter may make available to you the AVSpamfilter Content, certain technology and software owned by AVSpamfilter or third parties (which may include corresponding documentation, associated software components, media, printed materials, and "online" and electronic documentation and all updates and upgrades thereto) (the "Licensed Material"). You agree that the Licensed Material is the exclusive property of AVSpamfilter and its licensors and is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.
7.3 AVSpamfilter grants to you the non-exclusive right to install the Licensed Material on a single computer; or install and store the Licensed Material on a single storage device, such as a network server, used only to install the Licensed Material on your other computers over an internal network, provided you have a license for each separate computer on which the Licensed Material is installed and run. The Licensed Material is licensed, not sold. The license for the Licensed Material may not be shared, installed or used concurrently on different computers. In the event the Licensed Material is distributed along with other AVSpamfilter Licensed Materials as part of a suite of products (collectively, the "Suite"), the license of the Suite is licensed as a single product and none of the products in the Suite, including the Licensed Material, may be separated for installation or use on more than one computer.
7.4 You may not remove or alter any copyright notices on any copies of the Licensed Material. You may not make or distribute copies of the Licensed Material to third parties or electronically transfer the Licensed Material from one computer to another or over a network. You may not alter, merge, modify, adapt or translate the Licensed Material, or reverse engineer, decompile, or disassemble the Licensed Material, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation. You may not modify the Licensed Material or create derivative works based upon the Licensed Material. You may not sell, rent, lease, lend, assign, transfer or sublicense the Licensed Material. You must comply with all applicable laws regarding use of the Licensed Material.
7.5 Without prejudice to any other rights, AVSpamfilter may, in its sole and exclusive discretion, terminate this License if you fail to comply with the terms and conditions of this License. In such event, you must destroy all copies of the Licensed Material. All other rights of both parties and all other provisions of this License will survive any termination.
7.6 The foregoing license gives you limited license to use the Licensed Material. AVSpamfilter and its licensors retain all right, title and interest, including, but not limited to, copyright and intellectual property rights, in and to the Licensed Material and any copies thereof. All title and intellectual property rights in and to the content that may be accessed through use of the Licensed Material are the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. This License grants you no rights to use such content. AVSpamfilter and its licensors reserve all rights not expressly granted.
7.7 The Licensed Material is provided with "RESTRICTED RIGHTS" applicable to private and public licensees alike. Without limiting the foregoing, use, duplication, or disclosure by the United States Government is subject to restrictions as set forth in this License and as provided in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software Restricted Rights at 48 CFR 52.227-19, as applicable.
7.8 You agree that you will not export or re-export the Licensed Material to any country, person, entity or end user prohibited by the United States Export Administration Act and the regulations promulgated thereunder. Restricted countries currently include, but are not necessarily limited to Afghanistan, Cuba, Iran, Iraq, Libya, North Korea, Sudan, and Syria. You represent and warrant that neither the United States Bureau of Export Administration nor any other federal agency has suspended, revoked or denied your export privileges.
7.9 The Licensed Material may contain third party software that require notices and/or additional terms and conditions. All required third party software notices and/or terms and conditions are made a part of and incorporated by reference into this License. By accepting th therein.
It is your responsibility to provide accurate and complete account and contact information, including a valid e-mail address, to AVSpamfilter during the Sign-up Process. It is also your responsibility to inform AVSpamfilter promptly of any changes to your account or contact information. AVSpamfilter has no responsibility for communications that are misdirected as a result of your failure to provide AVSpamfilter with updated contact information or as a result of the suspension or termination of your Services.
AVSpamfilter may provide notice to you required by this Agreement via e-mail at the address provided by you. You agree that notice to you at this address is deemed sufficient regardless of your receipt of such email. You must provide all notices to AVSpamfilter required in writing to AVSpamfilter Inc., Attn: Legal Notices, 18 Cherry Street, Tenafly, New Jersey 07670 or as changed by AVSpamfilter via its on-line amendment of this Agreement.
9.2 AVSpamfilter will be excused from any delay or failure in performance hereunder caused by reason of any occurrence or contingency beyond its reasonable control, including but not limited to, acts of God, earthquakes, hurricanes, tropical storms and depressions, inclement weather, labor disputes and strikes, riots, war and governmental requirements.
9.3 This Agreement shall be interpreted under the laws of the State of New jersey without regard to any conflict of laws provisions. You hereby consent to the exclusive jurisdiction and venue of the state courts sitting in Bergen County, New Jersey or the federal courts in the Northern District of New Jersey to resolve any disputes arising under this Agreement.
9.4 If any provision(s) of this Agreement is held to be contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties with all other provisions of this Agreement remaining in full force and effect.
9.5 AVSpamfilter’s failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by AVSpamfilter in writing.
9.7 This Agreement and your rights hereunder may not be assigned or transferred to any third party. AVSpamfilter reserves the right to assign this Agreement to any of its subsidiaries or affiliates or to any third party that acquires all or substantially all of its relevant business or assets.
9.8 You represent and warrant that, if you are an individual, you are at least 18 years of age, that you have read this Agreement, including AVSpamfilter’s AUP, and that you agree to be bound by the terms and conditions of the Agreement. You acknowledge and agree that AVSpamfilter can and will rely on all representations, warranties, covenants and agreements that you make herein.
9.9 Effective date: this policy was last updated on October 28, 2004.