AutoLoop Direct Mail Agreement

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SCHEDULE A
TO
MASTER SERVICE AGREEMENT

GENERAL TERMS AND CONDITIONS

 

Customer represents and warrants that it will review and approve all mailers and final proofs prior to the final proof being mailed out. Once a final proof and mailer has been approved by the Customer, Loop, LLC and its affiliates are no longer responsible for any of the content therein. Additionally, Loop, LLC and its affiliates do not represent, warrant nor guarantee the response or success of any mailer sent. Due to natural events and the use of government regulated carriers, Loop LLC and its affiliates are not responsible for, nor do they guarantee an exact mailing date and are not responsible for any mailer not delivered on time. Customer acknowledges that Florida law prohibits pre-selected “give-away” and Customer does hereby and by these presents, for themselves, its successors, and assigns, fully acquit, release, and forever discharge Loop LLC and its affiliates, its heirs, successors, and assigns, of and from any and all claims, demands, damages, costs, attorneys’ fees, actions, and causes of action, whether arising at law or in equity, which Loop LLC and its affiliates may incur for Customer’s violation of Florida State law. Additionally, Customer does hereby and by these presents, for themselves, its successors, and assigns, fully acquit, release, and forever discharge Loop LLC and its affiliates, its heirs, successors, and assigns, of and from any and all claims, demands, damages, costs, attorneys’ fees, actions, and causes of action, whether arising at law or in equity, which Loop LLC and its affiliates may incur in trademark and/or copyright infringements due to any mailers approved and/or authorized by Customer. Should Customer fail to pay any amounts due Loop LLC and its affiliates or any other monetary obligations when due, then interest shall accrue on the outstanding amount due at the rate of 18% per annum together with a late charge of $150.00, payable before future services may be rendered, at the discretion of Loop LLC. All rights and remedies of Loop LLC and its affiliates specified herein are cumulative and none shall exclude any other rights or remedies allowed by law or equity. In the event court action relating to this Agreement is brought by either Party against the other, the prevailing party shall be entitled to recover from the non-prevailing party reasonable attorneys’ fees and costs incurred as a result of such action, the amount thereof to be fixed by the court. Consent to Personal Jurisdiction and Venue; Waiver of Jury Trial: the Customer hereby consents to personal jurisdiction and venue, for any action brought by Loop LLC and its affiliates arising out of a breach or threatened breach of this Agreement, exclusively in the Circuit Court in and for Pinellas County, Florida; the Customer hereby agrees that any action brought by him or her, alone or in combination with others, against Loop LLC and its affiliates, whether arising out of this Agreement or otherwise, shall be brought exclusively in the Circuit Court in and for Pinellas County, Florida. The Customer hereby agrees that any controversy which may arise under this Agreement may involve complicated and difficult factual and legal issues. Resultantly, any action brought by Loop LLC and its affiliates against the Customer or brought by the Customer, alone or in combination with others, against Loop LLC and its affiliates, whether arising out of this Agreement or otherwise, shall be determined by a Judge sitting without a jury in a recognized Court of Law. Force Majeure. Neither Service Provider nor its licensors, affiliates or suppliers, shall be liable or responsible to Dealer, nor be deemed to have breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement, when and to the extent such failure or delay is caused by or results from acts beyond Service Provider’s reasonable control, including, without limitation: acts of God; explosion, flood, fire, or hurricane; any form of civil unrest; labor strike; government action, order or law; national or regional emergency; non-availability of adequate power; loss and destruction of property; server failures; software glitches; failure of internet service providers; and failure of telecommunications providers.[/vc_column_text][/vc_column][/vc_row]