Terms of Use

2. Subscriptions. The Link is a national directory of printer repair providers designed to support and create standards for the managed print services industry. You may join The Link as a person or an entity that provides printer repair services (a “Provider”) or you may join The Link as a “Member,” which will grant you unlimited access to the directory of Providers and will allow you to be listed as a Provider as well (collectively, the “Service”). To purchase a Subscription for the Service (a “Subscription”), you must complete a registration form and create a User account (“Account”) on the Website. Subscriptions are currently divided into 3 categories: “Link Member,” “Basic Link Provider,” and “Premium Link Provider.” The costs for each of these Subscriptions are stated on the Website and are subject to change at any time in the future. Your Subscription and Account are non-transferable and will automatically renew on a monthly basis. You may terminate your Subscription by providing us with at least 30 days prior written notice. MPS Link LLC (“MPS,” “The Link,” “we” or “our”) may terminate your Subscription without notice if you breach this Agreement, as determined by us in our sole discretion. In the event that a Subscription is terminated for any reason, no refund will be provided.

 

3.            Code of Conduct and Policies. We have created a comprehensive directory that allows reputable Providers to advertise their services and offers Members the opportunity to provide printer repair services to their customers in a number markets. MPS and its Related Parties do not provide printer repair services; we do not hire the Providers; and, we are not liable for the conduct of Providers or Members. Nonetheless, in order to facilitate the interaction between Providers, Members, and customers, in addition to the other terms of this Agreement, you agree to abide by the following policies and rules governing your conduct on the Website:

                                          i.    to act professionally and with integrity;

                                         ii.    to pay all Providers in a timely manner and according to the terms negotiated between a Provider and Member;

                                        iii.    to provide Providers with all of the necessary information and specific guidelines that Providers may require to make decisions on whether or not to accept work offered by Members; and

                                       iv.    to offer ratings and comments on Providers in a professional and accurate manner.

                                          i.    to act professionally and with integrity, especially during service calls and in the presence of customers;

                                         ii.    to provide accurate information about your capabilities on the Website;

                                        iii.    accept only work that you are capable of completing;

                                       iv.    to complete all work on time and in a first class manner;

                                        v.    to maintain insurance coverage that is standard in the industry, including (without limitation) general liability insurance and worker’s compensation insurance;

                                       vi.    to communicate professionally with all customers and Members; and

                                      vii.    that during the term of this Agreement, and for a period of two (2) years following the termination of this Agreement, neither you, nor any shareholder, member, officer, director or employee of you, will directly or indirectly (a) solicit, recruit, or enter into any contract or relationship, involving the offering of printer repair services, with any customer introduced to you by a Member through this Website; (b) divert or appropriate business from any customer introduced to you by a Member through this Website; and (c) hire or solicit for hire any of Member’s employees or Member’s customer’s employees, except with the prior written consent of Member.

4.            Modification. At any time and from time to time, we may unilaterally amend, modify, or change this Agreement, in our sole discretion and without any notice or cause. By continuing to use the Website after any amendment, modification, or change, you have agreed to be bound by all such amendments, modifications, and changes. Therefore, please carefully review this Agreement on a regular basis to maintain awareness of all amendments, modifications, and changes.

5.            Eligibility. Anyone who (a) is 21 years and older, (b) has the legal capacity to enter into a contract, and (c) agrees to abide by the terms of this Agreement and continues to abide by the terms herein, is eligible to use the Website; provided, however, all Providers must have at least 5 years of experience in the managed print services industry and/or 5 years of experience repairing office equipment. If you access the Website or its services from outside the United States, please be aware that, under this Agreement, United States laws apply to MPS and its Related Parties, to the Website and to all of its services, as opposed to any foreign or regional law that may relate to intellectual property rights, privacy rights, collection of data, or other rights.

6.            Registration. In consideration of your use of the Website, you agree to: (i) provide accurate, current, and complete information about you, as may be prompted by any registration form on the Website (“Registration Data”); (ii) maintain the security of your Website password and identification; (iii) maintain and promptly update your Registration Data and all other information that you provide to MPS; and (iv) be solely responsible for the use of your Account, as defined below, and for any action that takes place within your Account.

7.            Proprietary Rights in Website Content; Limited License to Access and Use Website. All content that is on the Website or that is available through the Website, including all designs, text, graphics, pictures, video, information, applications, software, music, sound, and other files and their selection and arrangement (collectively, “Website Content”), is the exclusive proprietary property of MPS and its Related Parties, with all rights reserved by MPS and its Related Parties. No Website Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, scraped, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without our prior written consent, which may be withheld in our sole discretion, except with respect to any of your Provider Content (as defined in Section 7) that you post on the Website in accordance with the terms of this Agreement. For so long as you are eligible to use the Website and you act in accordance with the terms of this Agreement: (i) you are granted a limited license to access and use the Website solely for your own use; and (ii) you are granted a limited license to access, use, download, or print a copy of any portion of the Website Content to which you have properly gained access solely for your own use. Except for your Provider Content, if any, you must not upload or republish any Website Content on any Internet, Intranet, or Extranet site and you must not incorporate any related information into any other database or compilation. We may take any legal action in connection with any violation of this Agreement. Any use of the Website or of the Website Content, other than as may be specifically authorized herein, without our prior written consent, which may be withheld in our sole discretion, is strictly prohibited and will automatically and immediately terminate all licenses granted by MPS herein. Such unauthorized use might also violate applicable laws, including copyright or trademark laws and communications statutes and regulations. Unless explicitly stated herein, nothing in this Agreement may be construed as conferring any license to any intellectual property right, whether by estoppel, implication, or otherwise. At any time and from time to time, and without your consent, we may unilaterally revoke any license that we grant, in our sole discretion and without any notice or cause.

8.            Provider Content. You are fully and solely responsible for all content, including (without limitation) information, marks, logos, addresses, phone numbers, and other advertising materials, which you upload, post, transmit, or share on the Website (“Provider Content”). The term “Website Content,” as defined in Section 6 of this Agreement, also includes all “Provider Content.” You may not upload, post, transmit, or share any Provider Content on the Website that you did not create or that you do not have permission to upload, post, transmit, or share. At any time and from time to time, and without your consent, we may unilaterally review the Website and delete, remove, or restrict any access to or viewing of any Website Content, in our sole discretion and without any notice or cause. When you post Provider Content to the Website, you automatically authorize MPS and its Related Parties to make such copies thereof as we may deem, in our sole discretion, necessary or appropriate. By posting Provider Content to the Website, you automatically grant, and you represent and warrant that you have the right to grant, to MPS and its Related Parties an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide right and license to use, copy, publicly perform, publicly display, sublicense, reformat, translate, excerpt, distribute, modify, prepare derivative works of, or incorporate into other works any Provider Content for any purpose (commercial, advertising, or otherwise).

9.            Trademarks. All Website Content and all product names, trademarks, service marks, and logos provided by MPS and its Related Parties on the Website are wholly owned or validly licensed by MPS and its Related Parties. All product names, trademarks, service marks, and logos owned by third parties remain the property of such third parties.

10.          Credit Card Matters. You must input a valid credit card number and expiration date before you will be allowed to use the Service. By accepting this Agreement, you hereby represent and warrant that you are authorized to use the credit card and authorize MPS to charge your credit card for all charges and expenses incurred on your Account.

11.          Encryption Disclaimer. The Website uses encryption technology to protect information from access by unauthorized third parties. WE DO NOT GUARANTEE, REPRESENT, OR WARRANT THAT THE ENCRYPTION TECHNOLOGY WILL OPERATE AS INTENDED OR THAT A THIRD PARTY WILL NOT BE ABLE TO ACCESS ANY INFORMATION. If you have any concern about sending any information over the Internet, then you should use an alternative means of transmission. By sending information over the Internet in connection with your use of the Website, you agree to indemnify and hold harmless MPS and its Related Parties from any and all liabilities, claims, losses, damages, expenses, costs (including attorneys' fees incurred at trial, on appeal, or otherwise), debts, fines, charges, or liens, whether direct or indirect, including consequential, exemplary, incidental, special, punitive, lost profits, or otherwise (“Claims”), which arise out of or relate to any failure of any encryption technology to protect your information.

12.          Privacy Policy. We have confidentiality policies in our online Privacy Policy, which is fully incorporated herein by this reference. To review, click on Privacy Policy. By continuing to use the Website, you agree to be bound by our Privacy Policy and all future amendments, modifications, and changes thereto.

13.          Third Party Websites and Content. The Website may contain, or you may be sent through the Website, links to other websites and ads (“Third Party Websites”), as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties (“Third Party Applications, Software, or Content”). Such Third Party Websites and Third Party Applications, Software, or Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by MPS. MPS is not responsible for any Third Party Websites accessed through the Website or for any Third Party Applications, Software, or Content posted on, available through, or installed from the Website, including any content, opinions, privacy practices, or other policies contained in any Third Party Websites or Third Party Applications, Software, or Content. If you decide to leave the Website and access the Third Party Websites or to use or install any Third Party Applications, Software, or Content, then you do so at your sole risk and cost.

14.          DISCLAIMERS. YOU DO HEREBY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, MPS AND ITS RELATED PARTIES DISCLAIM ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, COMPATIBILITY, SECURITY, ACCURACY, NONINFRINGEMENT, AND USEFULNESS, WITH RESPECT TO ANY SERVICE, THE WEBSITE, ANY WEBSITE CONTENT, OR ANY INFORMATION CONTAINED ON THE WEBSITE.

15.          LIMITED LIABILITY. YOU DO HEREBY ACKNOWLEDGE AND AGREE THAT MPS AND ITS RELATED PARTIES ARE NOT LIABLE FOR ANY INJURY, LIABILITY, CLAIM, LOSS, DAMAGE, EXPENSE, COST (INCLUDING ATTORNEYS FEES INCURRED AT TRIAL, ON APPEAL, OR OTHERWISE), DEBT, FINE, CHARGE, OR LIEN, WHETHER DIRECT OR INDIRECT, INCLUDING CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, PUNITIVE, LOST PROFITS, OR OTHERWISE, THAT ARISES OUT OF OR RELATES TO (A) YOUR USE OR INABILITY TO USE THE SERVICE, (B) ANY PRINTER REPAIR SERVICES PROVIDED BY A PROVIDER; (C) ANY UNAUTHORIZED ACCESS OR ALTERATION OF YOUR TRANSMISSION OR DATA, OR (D) ANY ACTION OR INACTION OF ANY OTHER USER. YOU DO HEREBY WAIVE ANY AND ALL CLAIMS WITH RESPECT TO THE FOREGOING, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTORY, OR OTHER GROUNDS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

16.          Indemnification. You agree to indemnify and hold harmless MPS and its Related Parties from all Claims (as defined in Section 11) that arise out of or relate to (i) your use or inability to use the Service, (ii) any printer repair services provided by a Provider; (iii) any unauthorized access or alteration of your transmission or data, (iv) any action or inaction by any other User.

17.          Choice of Law; Dispute Resolution. This Agreement is governed by, and must be construed and enforced in accordance with, the laws of the State of Michigan, excluding principles of conflicts of laws. For every dispute regarding this Agreement: (i) each party consents to the jurisdiction of the courts of the State of Michigan and agrees that those courts have personal jurisdiction over each party; (ii) venue shall be in Oakland County, Michigan; and (iii) the parties must submit the dispute to mandatory mediation held in Oakland County, Michigan. Every mediation must be completed within 4 months of the date when the initial notice demanding mediation was provided by any party. If, for any reason, the dispute is not resolved through mediation within the 4-month period, then the parties may continue seeking to resolve the dispute by use of any process, including litigation by trial.

18.          Waiver. No waiver of any breach of any provision of this Agreement is a waiver of any other breach or of any other provision of this Agreement. The terms of this Agreement may be waived or amended only in writing and only by the party that is entitled to the benefits of the term being waived or amended.

19.          Cumulative Remedies. All rights and remedies granted under or referred to in this Agreement are cumulative and nonexclusive, and resort to one does not preclude resort to another or to any other right or remedy provided by law.

20.          Complete Agreement. This Agreement contains the complete, final, and exclusive integrated agreement between the parties with respect to its subject matter. This Agreement supersedes all other prior agreements, written or oral, relating to such subject matter. At any time and from time to time, and without your consent, we may unilaterally amend or modify this Agreement, in our sole discretion and without any notice or cause.

21.          Representations. Each party (“Promising Party”) represents and warrants to the other party that: (i) the Promising Party has the legal power and authority to enter into this Agreement and to undertake and perform all of its duties and obligations hereunder; (ii) there is no contract or other legal obligation that prevents the Promising Party from entering into this Agreement or from undertaking or performing all of its duties and obligations hereunder; and (iv) this Agreement is the Promising Party's legally binding and fully enforceable agreement.

22.           Electronic Communications. When you visit the Website or send emails to MPS, you are communicating with MPS electronically. As a result, you thereby consent to receive communications from MPS electronically. We will communicate with you by mail, email or by posting notices on the Website. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically or post on the Website satisfy any legal requirement that such communications be in writing.

23.          Notices. If you have any questions regarding the Service or this Website, you may contact MPS at:

MPS Link LLC

Oak Park, MI 48237

info@mpslink.com