Eggstack Official Site

IMPORTANT – READ CAREFULLY: BY USING (DEFINED BELOW) THIS SITE (DEFINED BELOW) YOU (DEFINED BELOW) AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT (DEFINED BELOW) AND ENTER INTO A CONTRACTUAL AGREEMENT WITH EGGSTACK (DEFINED BELOW). IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT AND/OR YOU DO NOT CONSENT TO ENTERING INTO A CONTRACTUAL AGREEMENT WITH EGGSTACK, YOUR USE OF THIS SITE IS PROHIBITED. By Using this Site, You acknowledge that You are at least 18 years of age (or the required age in Your jurisdiction to form a legally-binding contract) and You have read, understood, and agree to the terms of this Agreement. Paragraph numbers and titles are for convenience only and do not represent any meaning or have any bearing on the terms of this Agreement. 1.0 DEFINITIONS. 1.1 "You" and "User" as used in this Agreement are defined as the person who Uses the Software and includes derivatives of the word such as, without limitation, "Your" and "Yours". 1.2 "Eggstack" as used in this Agreement is defined as a) the company and its owners who developed Eggstack which is Eggstack LLC., a Florida-based limited liability company, and b) the Eggstack Website. Eggstack is sometimes referred to in this Agreement as "We", "Us", and "Our". 1.3 "Parties" as used in this Agreement is defined as You and Eggstack and includes derivatives of the word such as, without limitation, "Party". 1.4 "Computer" and "Device" as used in this Agreement are defined as the hardware, whether physical or virtual, upon which You access and Use the Software. 1.5 "Documentation" as used in this Agreement is defined as the User Documentation imbedded in the Software which includes, without limitation, the User Guide, FAQs (Frequently Asked Questions), Assumptions, and Tooltips (Information Panels). For the purposes of the remainder of this paragraph, "unofficial" is defined as anything not authored by Eggstack. Any online community, unofficial Documentation, unofficial video, unofficial white paper, unofficial media of any type, unofficial email, unofficial text message, unofficial feedback, unofficial comments, unofficial verbal communication or any other form of unofficial communication other than the Documentation imbedded in the Software shall not constitute Documentation. 1.6 "Software" and "Website" and "Site" and "System" as used in this Agreement are defined as the object code versions of the product, together with any updates, new releases or versions, modifications or enhancements, database, cookies, and the Eggstack Website owned and operated by Eggstack. 1.7 "Use" as used in this Agreement is defined as accessing or browsing the Site via Your Device and includes derivatives of the word such as, without limitation, "Uses", "Using", and "Used". 1.8 "Preloaded" as used in this Agreement is defined as data which already exists prior to Your initial Use of Eggstack. 1.9 "Default Data" as used in this Agreement is defined as predesigned values which represent typical and/or average information. 1.10 "Output" as used in this Agreement is defined as data in the form of values and/or information sent to a Printout and/or Device display screen. 1.11 "Invalid" as used in this Agreement is defined as meaningless. 1.12 "Input" as used in this Agreement is defined as information that You place in Eggstack entry fields and/or set with interactive controls. 1.13 "Entered" as used in this Agreement is defined as information that You place in Eggstack entry fields and/or set with interactive controls and includes derivatives of the word such as, without limitation, "Entries". 1.14 "Required Inputs" as used in this Agreement are defined as entry fields marked in red located throughout Eggstack which are listed on the Required Inputs modal (popup). 1.15 "Progress Gauge" as used in this Agreement is defined as the round meter located in the top portion of the Eggstack screen which tracks Your advancement through the Required Inputs. 1.16 "Printout" as used in this Agreement is defined as Output produced by Eggstack in the form of printed paper or digital format such as (without limitation) PDF files and includes the plural "Printouts". 1.17 "Top Menu" as used in this Agreement is defined as the dropdown button control displayed at the top of Devices with display screens wider than 1023 pixels. 1.18 "Mobile Menu" as used in this Agreement is defined as the slide-out text-link control displayed on Devices with display screens less than 1024 pixels in width opened by tapping the mobile menu icon located in the top-left corner of the screen. 1.19 "Terms of Use" and "Agreement" are used interchangeably herein and have the same meaning. 1.20 "Term" as used in this Agreement is defined as a specific time period, such as, without limitation, as used in "Subscription Term". 1.21 "Subscription" as used in this Agreement is defined as Your access to Use the Software in connection with Your logon ID and password and includes derivatives of the word such as, without limitation, Subscriptions, Subscriber, Subscribing. 2.0 GRANT OF LICENSE. 2.1 Production License. Upon Using the Software and continuous compliance with the Terms of Use per this Agreement and Documentation, Eggstack hereby grants You a limited, nonexclusive, nontransferable license to Use the Software and Documentation subject to the terms of this Agreement. 3.0 LICENSE RESTRICTIONS. 3.1 General. You shall not: (i) modify, translate, reverse-engineer, decompile, disassemble, create derivative works, or otherwise attempt to derive the Software source code; (ii) copy, reproduce, republish, upload, post, or transmit the Software or Documentation; (iii) license, sell, rent, lease, transfer, sublicense, distribute, or otherwise transfer rights to Use the Software or Documentation; (iv) remove any proprietary notices or labels from the Software or Documentation with the exception replacing the Eggstack logo on printouts for Eggstack-Pro Subscribers; v) Use the Software if You are a competitor of Eggstack for the purposes of sale and/or monitoring the Software's availability, performance, or functionality or for any other benchmarking or competitive purpose. Any such forbidden Use shall immediately terminate Your access to the Software and make You liable to Eggstack for any damages including, without limitation: a) lost revenue caused by Your forbidden Use or distribution of the Software, and b) all legal and collection fees paid by Eggstack to seek compensation for said damages as a result of Your forbidden Use or distribution of the Software; or (vi) provide, make available to, or permit any other individual or individuals to Use Your Software Subscription either in whole or in part. 3.2 Eggstack Trademarks. With the exception replacing the Eggstack logo on printouts for Eggstack-Pro Subscribers, You shall not delete, remove, hide, copy, move, alter, or use for Your own purposes any trademark, logo, icon, image or text owned by Eggstack, or any simile or derivation thereof, or any icon, image, or text that is likely to be confused with same. This includes all representations of the company name and marks indicated by an encircled letter "R" which represents a registered trademark or the letters "TM" which represents a trademark. 3.3 Export Restrictions. The Use of the Software and Documentation provided to You under this Agreement are subject to U.S. export control laws and regulations and may also be subject to import and export laws of the jurisdiction in which the Software and Documentation was obtained, if outside the U.S. You shall abide by all applicable export control laws, rules and regulations applicable to the Software and Documentation. You agree that You will not export, re-export, or transfer the license to Use the Software or Documentation, in whole or in part, to any other country, person, or entity subject to U.S. export restrictions. 3.4 Compliance with Applicable Laws. The Software and Documentation are protected by intellectual property laws and other laws of the United States and international laws and treaties, including intellectual property laws. You agree that You shall Use the Software and Documentation solely in a manner that complies with all applicable laws in the jurisdictions in which You Use the Software and Documentation, including, without limitation, applicable restrictions concerning copyright and other intellectual property rights. 3.5 Acceptable Use Policy. You shall not, nor shall You allow, encourage, or assist others to: (a) damage, disable, overburden, or impair the Software (or any network connected to the Software); (b) Use any unauthorized means to modify, reroute, or gain access to the Software or attempt to carry out such activities; (c) Use any automated process or service, such as, without limitation, a bot, spider, or malicious script to bring harm to the Software such as, without limitation, erase the database, access other User's data, or harm the Software source code and/or resources used by the Software; (d) Use the Software contrary to or beyond its intended Use or purpose; (e) Use the Software to violate any law or distribute malware or malicious content; or (e) disseminate information about the Software such as, without limitation, a screen shot or image of any Software page, User Input, Software Output, and/or Software source code or resources used by the Software without the expressed written consent of Eggstack except for the purpose of writing a positive and informative (as determined by Eggstack) review or report. 4.0 RIGHTS RESERVED. 4.1 The Software is licensed for Use, not Sold. Use herein or elsewhere of the terms "purchase" or "provide" or any derivatives thereof in conjunction with the Software shall not be construed to imply a transfer of ownership. This Agreement does not grant You any rights, title, or interest in or to the Software, Documentation, trademarks, service marks, trade secrets, or corresponding intellectual property including, without limitation, any source code, images, photographs, animations, video, audio, music, or text incorporated into the Software or Website of Eggstack other than the Use of the Software and Documentation as defined herein. All rights, title, ownership and interest in and to the Software, Documentation, Website and associated intellectual property shall remain the property of Eggstack. All rights not expressly granted under this Agreement are reserved by Eggstack. Eggstack agrees that the data You enter into the Software is and shall remain Your property and further commits that We shall not knowingly share, copy, sell, or transfer said data except for the purpose of database archive or backup. 4.2 Non-Commercial Use. With the exception of Eggstack-Pro Subscribers, Eggstack is licensed solely for uncompensated, private, individual, non-commercial Use not affiliated in any way with any entity or enterprise such as, without limitation, a business or service or practice that advises clients on financial or retirement issues. Eggstack-Pro is licensed for commercial Use as defined herein. 4.3 Commercial Use. The full extent of Eggstack-Pro commercial Use is defined as a) Eggstack-Pro Subscribers may replace the Eggstack logo on printouts with their own logo via the Software-provided utility, and b) the restriction against commercial Use does not apply to Eggstack-Pro Subscribers. IN NO CASE SHALL COMMERCIAL USE BY EGGSTACK-PRO SUBSCRIBERS BE CONSTRUED AS EGGSTACK OR ITS AUTHORS OR OWNERS PROVIDING FINANCIAL ADVICE OF ANY KIND NOR SHALL IT NULLIFY OR EXCLUDE ANY PROVISION SET FORTH HEREIN OTHER THAN THOSE DEFINED IN THIS PARAGRAPH. RESPONSIBILITY FOR RESULTS AND ASSOCIATED ACCURACY OR LACK THEREOF RESTS SOLELY ON THE EGGSTACK-PRO SUBSCRIBER. 4.4 Updates to the Software and/or Documentation. Eggstack may make any necessary changes, updates, or enhancements to the Software at any time without notification. Eggstack may temporarily suspend all access to the Software by taking down the Site as needed to correct major issues. 4.5 Suspension and Termination. We reserve the right to block or otherwise prevent Your Use of the Software at any time if We have reason to believe that You have Used the Software or intend to Use the Software in a manner contrary to this Agreement. Such blockage may include, without limitation, a temporary suspension or permanent termination of Your access to the Software. You agree that if Your Subscription is suspended or terminated You shall not have access to the Software nor Your data and are not entitled to a refund of Your Subscription fee. 4.6 Assignment and Transfer. Eggstack may assign, transfer, sell, or otherwise dispose its ownership, rights and obligations under this Agreement, in whole or in part, at any time for any reason without notice. You shall not assign Your rights to this Agreement under any circumstance at any time for any reason. 5.0 TRIAL VERSION USE (PRE-ACCOUNT REGISTRATION USE). Account registration consists of creating an account and its associated logon ID and password, also known as logon credentials. Pre-account registration Use, also known as trial version Use, is the subject of this paragraph. Certain limitations apply to Pre-account registration Use including possible data loss. Due to the fact that You have no logon credentials during Pre-account registration Use, You must continue using the same Device in order to be recognized by Eggstack. If during Pre-account registration Use You enter data using one Device and return to Eggstack using a different Device, Eggstack cannot recognize You on the second Device. You agree that while in this Pre-account registration Use mode, You must continue using the same Device in order to access Your saved data. Further, You agree that if You do not become a subscriber and create an account, all of Your saved data may be permanently deleted from Eggstack at any time, particularly after Your free trial period has ended. 6.0 PROMOTION. You understand and accept that statements made in Eggstack and related promotional materials designed to promote the product and/or encourage its Use are substantially accurate but have no precise meaning or basis in fact. Statements which claim that Eggstack is the best or has superior performance or is unmatched or any such similar declarations are the opinions of Eggstack's creators. Eggstack has not conducted any type of exhaustive study of every available similar product to support such claims. Such statements are the language of marketing. Further, statements which claim that no identifying information is stored in Eggstack and statements that nothing stored in Eggstack could be connected to any User in the event that the database is breached or similar claims are substantially accurate to the extent that Eggstack does not ask for User last name, date of birth, address, phone number, Social Security number, driver's license number, employer, financial institutions, account numbers or Device physical locations. However, Eggstack does store Your state of residence for use in tax computations which technically could be construed as an address. Additionally, as stated in the Privacy Policy, Eggstack uses cookies to determine whether You are a returning User in order to generate helpful tips and reminders. Eggstack stores email addresses and passwords for use as logon credentials required to maintain a secure Site. You agree that any attempt on Your part or that of counsel to argue that these or other similar technicalities have caused You any harm is hereby forfeited. 7.0 DOCUMENTATION. You understand and agree that Software modifications and updates may outpace the information contained in the Documentation thereby rendering the information outdated and not 100% accurate until such time as that information has been updated. In no case shall You claim that You were misled or otherwise harmed by information contained in the Documentation that has not yet been updated to match the latest modifications or updates. 8.0 USER GUIDE, FAQs, ASSUMPTIONS, and PRIVACY POLICY. You attest and affirm that You have read and understood the User Guide, Frequently Asked Questions (FAQs), Assumptions, and Privacy Policy built into the Software in their entirety, or will read and understand the User Guide, Frequently Asked Questions (FAQs), Assumptions, and Privacy Policy in their entirety prior to any further Use of the Software. 9.0 SUBSCRIPTION. 9.1 Subscription. In exchange for the Subscription fee, You shall be granted complete access to the Software for a specific period of time defined as the Subscription Term. The Subscription Term shall be one month. 9.2 Subscription Fee. Your payment method such as a credit card shall be charged the Subscription fee on the day Your Subscription is created or renewed. At the end of each Subscription Term, Your Subscription will automatically renew for another one-month Subscription Term unless You disable auto-renewal. If You do not want Your Subscription to automatically renew each month, auto-renewal may be disabled in the Subscription menu. 9.3 Payment. Your payment method such as a valid credit card must be kept current and You must be authorized to use it. Upon the creation of a new Subscription or the renewal of an existing Subscription, You authorize Your payment method to be charged the Subscription fee. If auto-renewal is disabled, Your Subscription will expire on the last day of the Subscription Term and all of Your data will be scheduled for permanent deletion from the System. 9.4 Manual Renewal. If auto-renewal is disabled and You elect to manually renew Your Subscription, Your new Subscription begins on the day that You manually renew. Manually-renewed Subscriptions behave in the same manner as newly-created Subscriptions in that they begin on the day they are renewed and end one month later. As a consequence, any time remaining in an existing Subscription Term is forfeited when a Subscription is manually-renewed. No refund or credit will be given for the forfeited portion of a Subscription Term that results from a manually-renewed Subscription. For this reason it is recommended that auto-renewal remain enabled which is its default condition. 10.0 MODIFICATIONS. Eggstack may modify this Agreement at any time without notification and any such modification shall be effective immediately and supersede all previous Agreements. You agree to review these Terms of Use periodically and Your continued Use of the Site shall be deemed as conclusive and full acceptance of any modified Terms of Use. 11.0 WARRANTY. Eggstack provides no warranty, expressed or implied, that the Software or the Use of the Software will meet Your expectations or requirements or that the Use of the Software will be uninterrupted or error-free. Eggstack is not responsible for Your Use of the Software. Eggstack is not responsible for any Use or operation in violation of this Agreement or other than in accordance with the Documentation or any failures that are caused by the Software or other Software or hardware products. Eggstack provides Use of the Software to You "as is" and makes no warranty of accuracy or fitness for Use or any other warranty expressed or implied including, without limitation, warranty of merchantability, title, non-infringement, or fitness for a particular purpose. 12.0 LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EGGSTACK BE LIABLE TO YOU WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION MENTAL ANGUISH, PAIN AND SUFFERING, LOSS OF DATA, LOSS OF SAVINGS, INACCURATE RESULTS OR ANY OTHER PERSONAL OR ECONOMIC DAMAGE, PERCEIVED OR ACTUAL, ARISING FROM YOUR USE OF THE SOFTWARE, EVEN IF EGGSTACK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 13.0 FINANCIAL ADVICE. By providing the Use of the Software to You, neither Eggstack nor its owners represent themselves to be nor are they practicing as attorneys at law, certified public accountants, registered representatives of a broker-dealer, investment advisors, business advisors, financial advisors, financial planners, retirement planners, life coaches or any other practitioner or professional licensee. You Use Eggstack at Your own risk and Eggstack shall not be responsible for any loss due to any programming code error or other error in the Software or Documentation or Your Use or misuse of the Software. As stated, Eggstack calculates taxes; however, under no circumstances shall the result of those calculations be used to file income tax returns. 14.0 BLOG/INSIGHTS. The Eggstack blog, hereinafter sometimes referred to as "blog" and displayed under the label Insights, is the intellectual property of Eggstack. The blog name shall accompany any public reading of any blog content, whether in whole or in part, via any manner such as (but not limited to) radio programs, podcasts, and YouTube videos. The blog name shall accompany any written blog content, whether in whole or in part, distributed by any means such as (but not limited to) websites, books, magazines, and newspapers. In no case shall any content from this blog be used in any manner that portrays it, whether expressed or implied, as the product of any person or persons or organization or entity other than Eggstack. The views expressed on the blog are the personal opinions of its authors. The information presented on the blog is intended for informational and entertainment purposes only, and shall not be construed as financial advice, legal advice, tax advice, or any other type of advice. The information presented on the blog is general in nature and shall not be considered suitable for anyone’s particular situation or set of circumstances. While every effort is made to present complete and accurate information, Eggstack makes no representation, guarantee, or warranty, expressed or implied, to the validity, accuracy, completeness, or suitability of purpose of any information presented on the blog including, but not limited to, posts, articles, tables and graphs. The information on the blog may become outdated over time and Eggstack makes no representation, guarantee, or warranty, expressed or implied, that anything on the blog is current or up to date. Neither Eggstack nor its owners or authors assume any liability for any result or consequence including, but not limited to, financial results, legal results, or tax consequences based on the use of the information provided on the blog. Other entities including, but not limited to, advertisers, guest posters, commenters, and linked blogs are solely responsible for their opinions and content and do not represent the views of Eggstack or its owners. By providing the information presented on the blog, neither Eggstack nor its owners or authors represent themselves to be nor are they practicing as any type of expert or professional including, but not limited to, retirement planners, financial advisors, financial planners, licensed financial advisors, registered representatives of a broker-dealer, certified public accountants, investment advisors, business advisors, attorneys at law, certified retirement financial advisors, or any other legally or recognized professional title or license holder. If You need, want, or desire the services of an expert You should seek a professional. Eggstack makes no representation, guarantee, or warranty, expressed or implied, that anything on the blog has any basis in fact or suitable use. You Use the blog at Your own risk and Eggstack shall not be responsible for any loss due to Your Use of the information presented on the blog. 15.0 LANGUAGE, COUNTRY, AND SOFTWARE LIMITATIONS. The Software produced by Eggstack is available only in English and is intended for Use in the United States of America and is written to be specific to the tax laws and social services of the United States of America. You shall not, under any condition or circumstance, complain, request a refund, post a negative review, or behave in any similar manner as a result of Your failure to understand the language and country limitations of the Software. You understand and accept that the Software relies on specific technology that You must have access to on Your Device including but not limited to a reliable internet connection, a recently-updated and supported browser, enabled cookies, and enabled JavaScript. 16.0 GOVERNMENT USE. The Software and Documentation developed and provided by Eggstack was developed exclusively at private expense and is a "commercial item" as defined in FAR 2.101, and any supplement is provided with no greater than RESTRICTED RIGHTS. Such Software and related items consist of "commercial Computer Software," "commercial Computer Software Documentation," and commercial technical data as defined in the applicable acquisition regulations, including FAR 2.101 and FAR Part 12. Use, duplication, release, modification, transfer, or disclosure ("Use") of the Software and/or Documentation is restricted by this Agreement and in accordance with DFARS Section 227.7202 and FAR Section 12.212, and the Software and Documentation are licensed (i) only as commercial items; and (ii) with only the rights granted to end Users pursuant to this Agreement. Such Use is further restricted by FAR 52.227-14, 252.227-7015, or similar acquisition regulations, as applicable and amended. Except as described herein, any other Use is strictly prohibited. This section is in lieu of and supersedes any other FAR, DFARS, or other provision which address Government rights under this Agreement or any other contract which the Software and/or Documentation is acquired or licensed. The Manufacturer of the Software and Documentation is Eggstack. 17.0 CONSENT TO ELECTRONIC COMMUNICATIONS. By Using the Software, You agree that We may send You information regarding the Software via email such as, without limitation: (a) notices about Your Use of the Software, including notices of violations of Use; (b) notices of updates to the Software and new features or products; and (c) product reminders. Notices emailed to You shall be considered given, received, read, and understood when the email is sent. 18.0 WAIVER. The failure of either Party to insist upon or enforce strict performance of any provision of this Agreement or to exercise any rights or remedies under this Agreement shall not be construed as a waiver or relinquishment to any extent of such right to assert or rely upon any such provision, right, or remedy in that or any other instance; rather, the Agreement will remain in full force and effect. 19.0 CUSTOMER REVIEWS. By providing a review, You consent to allowing Your review to be displayed on Our Site and/or other promotional materials. Reviews may be removed upon request. 20.0 DEFAULT DATA. Eggstack comes Preloaded with Default Data. The Default Data is for example only. The sole purpose of the Default Data is to serve as sample Input to help facilitate the Use of Eggstack. IN NO CASE SHALL THE DEFAULT DATA BE CONSTRUED AS ADVICE OF ANY KIND. IN NO CASE SHALL THE DEFAULT DATA BE CONSTRUED AS SUITABLE FOR YOUR PARTICULAR SITUATION OR ANY SITUATION. YOU ARE SOLELY RESPONSIBLE FOR ALL DATA USED BY THE SOFTWARE TO GENERATE OUTPUT REGARDLESS OF WHETHER YOU ENTERED THE DATA OR YOU ALLOWED THE DEFAULT DATA TO REMAIN. The message "Results Invalid Under 100%" is displayed on all Printouts and in the Top Menu and Mobile Menu until all of the Required Inputs have been Entered and the Progress Gauge reads 100%. The sole purpose of the message "Results Invalid Under 100%" is to serve as a reminder that unanswered Required Inputs remain. The message "Results Invalid Under 100%" disappears after all of the Required Inputs have been Entered and the Progress Gauge reads 100%. The sole meaning of the disappearance of the message "Results Invalid Under 100%" and the display of 100% on the Progress Gauge is to indicate that all of the Required Inputs have been Entered. IN NO CASE SHALL THE DISAPPEARANCE OF THE MESSAGE "RESULTS INVALID UNDER 100%" BE CONSTRUED AS ADVICE OF ANY KIND OR THAT THE OUTPUT IS CERTIFIED ACCURATE. IN NO CASE SHALL THE DISPLAY OF 100% ON THE PROGRESS GAUGE BE CONSTRUED AS ADVICE OF ANY KIND OR THAT THE OUTPUT IS CERTIFIED ACCURATE. IN NO CASE SHALL THE OUTPUT BE CONSIDERED ACCURATE OR VALID FOR YOUR PARTICULAR SITUATION OR ANY SITUATION UPON THE DISAPPEARANCE OF THE MESSAGE "RESULTS INVALID UNDER 100%" AND/OR THE DISPLAY OF 100% ON THE PROGRESS GAUGE. YOU ARE SOLELY RESPONSIBLE FOR ALL DATA USED BY THE SOFTWARE TO GENERATE OUTPUT REGARDLESS OF WHETHER THE "RESULTS INVALID UNDER 100%" IS DISPLAYED OR NOT AND REGARDLESS OF THE PERCENT COMPLETE DISPLAYED ON THE PROGRESS GAUGE. 21.0 ACCOUNT DELETION. You may delete Your account at any time. Account deletion has the effect of removing all Your data from Eggstack. You agree that account deletion is immediate, permanent, and irreversible. Further, You agree that any time remaining on Your Subscription is forfeited. No Subscription fee refund will be issued if You delete Your account. 22.0 CHOICE OF LAW AND VENUE. This Agreement shall be governed by the laws of the State of Florida in the United States of America. The Parties agree that the provisions of the Uniform Computer Information Transactions Act shall not apply to this Agreement. You hereby consent to the jurisdiction of the courts of the state of Florida. 23.0 SEVERABILITY. If any provision of this Agreement is held by a court of law to be unenforceable, that shall not affect the enforceability of the remaining provisions. 24.0 COMPLETE AGREEMENT. This Agreement constitutes the complete and entire Agreement between the Parties and supersedes any and all prior or contemporaneous representations, communications, agreements or understandings, written or verbal.