TERMS OF SERVICE - READ CAREFULLY BEFORE PLACING YOUR ORDER
New York LLC Publishing (referred to as the “Company,” “us” or “we”) provides services subject to your compliance with the following Terms of Service (“Terms”), as well as any other written agreement(s) between us and you.
We reserve the right to change these Terms from time to time with or without notice to you. You acknowledge and agree that it is your responsibility to periodically review our website and these Terms. Your continued use of our website and offerings after such modifications will constitute acknowledgement and acceptance of the modified Terms.
As used in these Terms, references to our “Affiliates” include our owners, licensees, assigns, subsidiaries, affiliated companies, officers, directors, suppliers, partners, sponsors, advertisers, and includes (without limitation) all parties involved in creating, producing, and/or delivering our services.
BY ENGAGING US TO PERFORM SERVICES FOR YOU, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS, PLEASE DO NOT PLACE AN ORDER WITH US. YOUR SOLE REMEDY FOR DISSATISFACTION WITH OUR WEBSITE, PRODUCTS, OFFERINGS AVAILABLE ON OUR WEBSITE, OR THESE TERMS IS TO NOT PLACE ANY ORDER(S) WITH US. THESE TERMS ARE EFFECTIVE ONCE YOU CLICK (OR CHECK) THE ‘I AGREE’ BOX BELOW.
We offer several services including LLC publication services and other related business services.
You understand and agree that the Company provides the LLC publication services hereunder based on our interpretation of Limited Liability Company Law §206 and NY CLS LLC §102. We are not a law firm and our interpretation of the law is not a substitute for the advice of a licensed attorney in the State of New York and should not be relied upon as such. You are solely responsible to determine whether our services comply with relevant laws and regulations. We are a fulfillment service provider. We are not a law firm or an attorney and do not provide legal advice. As we are not attorneys, there is no attorney-client relationship between us and the communications between us are not protected as attorney-client communications. Use of our services as a fulfillment service provider shall NOT create any fiduciary duty or obligations, either implied or express, by any agent, affiliate or employee of the company.
In the event that the applicable laws, rules or policies change prior to the completion of the services to be provided hereunder, this agreement is void, and the responsibility to meet the publication requirement or satisfy any new requirement shall transfer to you. You agree that in the event that the applicable laws, rules or policies change prior to the completion of the services to be provided hereunder, Company is only required to refund the fee paid.
You hereby authorize Company or our agents or employees or affiliates to make any change whatsoever to your organization’s entity information on file with the NYS Department of State (Division of Corporations) that the Company deems necessary to complete the service(s) requested hereunder. We may need to file documents on your behalf, so you consent to us affixing your electronic or hard copy signature in order to file documents on your behalf.
You consent to us or our agents or employees or affiliates performing the relevant filing(s) to appoint ourselves as your registered agent in Rockland County and completing the legal publishing process in designated newspapers in Rockland County.
REGISTERED AGENT AND RELATED SERVICES
As your registered agent, we need to accept legal documents on your behalf. You authorize us to receive service of process and legal documents of any kind (“Legal Documents”) on your behalf. You also agree that we can open, scan, upload and transmit the Legal Documents to you in connection with providing services to you. Registered agent services are limited to the receipt of service of process as well as the receipt and forwarding of Legal Documents, and do not include the receipt of any general or regular mail or other items. Accordingly, we do not assume liability to you, or any third party, for loss of mail or other items which are not Legal Documents.
We may utilize professionals like couriers, attorneys and other third parties to fulfill our registered agent duties and you understand and agree that these service providers may assist us in providing you with registered agent services.
We require accurate information concerning the filings we perform on your behalf. We do not sell your information and we keep all information that is not required on public documents private. However, you agree that you are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of your information. You also agree that the accuracy of filings which we make on your behalf depends on the information you provide and you agree to promptly notify us when any of your information changes.
Address changes: As long as you are subscribed to our registered agent services, we will complete any address changes to your business entity as listed with New York State, Department of State, Division of Corporations upon your request, up to a maximum of one (1) address change per year, free of charge.
Termination of registered agent services
We may terminate your registered agent service at any time. Reasons for termination may include, but are not limited to: (a) you fail to provide accurate, complete and current information for your account; (b) we’re unable to locate you after reasonable efforts are made; (c) you fail to pay for your service; or (d) suspected illegal activity;
You can terminate our service. You may terminate or cancel your service anytime by contacting us via email at email@example.com.
Once we are no longer your registered agent, if we receive further legal documents on your behalf, we will send an email notice to the last known email address that we have on file for you. If you want to view a legal document, you will need to renew your service with us, pay any fees incurred prior to cancellation or pay a per document fee in order to view the legal document. Once you take one of these actions, we will make the legal document available to you.
After your service is canceled or terminated, we are not responsible for forwarding you documents of any kind. After your service is terminated, you waive and release us from any obligation to forward or re-mail documents that are received. You waive and release any claims and agree to hold us harmless and indemnify us. Additionally, you specifically agree that we have no obligation to forward or re-mail any documents to you except as outlined in these Terms. You further agree to hold us and our affiliates harmless from any third party claim arising out of a delay or failure of you to receive legal documents after your registered agent service has been terminated.
Our registered agent services are billed via an automatic payment feature. All accounts must provide us with valid and current credit card information and you agree that we are authorized to charge such credit card for all purchased services as well as fees incurred in providing you with services.
Specifics Regarding Auto-Pay Features
All auto-payments will be charged to the credit or debit card on file for the business entity or individual.
Annual auto-pay charges that fail to process will result in the cancellation of all applicable services and features. We may suspend your account and require payment in order to reinstate services or in order to cancel your services.
If we don’t receive payment (“Non-Payment”), you agree to pay all amounts due upon demand to resume or cancel your service. Following any such Non-Payment, you also authorize the Company to charge any and all outstanding fees and penalties due that may result from such Non-Payment.
You agree that you are liable for all third-party collection agency recovery fees and charges. You are solely responsible for any and all fees charged to your credit card by the issuer, bank, or financial institution including, but not limited to, membership, overdraft, insufficient funds, and over the credit limit fees. By failing to notify the Company of billing problems or discrepancies you agree that you waive your right to dispute such billing discrepancies.
You understand and acknowledge that we cannot promise or guarantee specific results from using the services available on this website.
Temporary Interruptions. You understand and agree that temporary interruptions may occur as normal events that are out of our control. You also understand and agree that we have no control over the third-party networks or service(s) (including newspapers, Division of Corporations, etc.) that we may use to provide you with our services. You agree that the services available on this website are provided “AS IS” and that we assume no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings.
Fees. If you choose to purchase one or more of the services provided on our website, you agree to pay all fees associated with the service(s).
This website does not process credit cards, or take other payment processing information. Payment processing is handled through third-party services such as Stripe. In the event you sign up for a service that is ongoing and incurs reoccurring charges (such as a subscription), such charges will be billed in advance of service.
Overdue Amounts. If, for any reason, your credit card company declines or otherwise refuses to pay the amount owed for the services you have purchased, you agree that we may, at our option, suspend or terminate performance of services or delivery of products and may require you to pay any overdue amounts incurred (including any third-party chargeback fees or penalties) by other means acceptable to us. In the event legal action is necessary to collect on balances due, you agree to reimburse us for all expenses incurred to recover sums due, including attorney fees and other legal expenses.
If we are unable to complete the service(s) to be provided hereunder after the payment for the said service(s), and customer makes a written request for a refund, we shall refund to you the service fees paid, and this agreement shall terminate. We have a no refund policy, unless said refund is expressly provided for in these terms of service. You understand and agree that the LLC legal publishing process takes *about* 9-10 months to complete (without optional expedited processing) and there are no refunds once the process has started because we pay the newspapers in advance. You understand and agree that your business is NOT affected during the process -- you do NOT need to wait for the process to be completed before you can conduct business.
Upon completion of the legal publishing process, you will receive an emailed electronic copy of the "filing receipt" issued by the state, which is proof of publishing. You understand and agree that this is the only document we are required to provide to you.
THIRD-PARTY SITES AND INFORMATION
This website may redirect or link to other websites on the Internet, or may otherwise include references to information, products or services made available by unaffiliated third parties. While we make every effort to work with trusted, reputable providers, from time to time such sites may contain information, material or policies that some may find inappropriate or personally objectionable. You understand that we are not responsible for the accuracy, completeness, decency or legality of content hosted by third party websites, nor are we responsible for errors or omissions in any references made on those websites. The inclusion of such a link or reference is provided merely as a convenience and does not imply endorsement of, or association with the website or party by us, or any warranty of any kind, either express or implied.
From time to time, we may include advertisements offered by third parties. You may enter into correspondence with or participate in promotions of the advertisers showing their products on this site. Any such correspondence or promotions, including the delivery of and the payment for goods and services by those third parties, and any other terms, conditions, warranties or representations associated therewith, are solely between you and the advertiser. We assume no liability, obligation or responsibility for any part of any such correspondence or promotion.
COMPANY INTELLECTUAL PROPERTY
For purposes of these Terms, “content” is defined as any information, communications, software, published works, photos, video, graphics, music, sounds, or other material that can be viewed by users on our website and is owned by us or our affiliates.
By accepting these Terms, you agree that all content presented to you on this website is protected by any and all intellectual property and/or other proprietary rights available within the United States, and is the sole property of Company or its affiliates.
EMAIL SERVICES & DATA STORED ON OUR SERVERS
PRIVACY & SECURITY
ALL CONTENT AND OFFERINGS ON THIS SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT (A) THE CONTENT OR OFFERINGS WILL MEET YOUR REQUIREMENTS, (B) THE CONTENT, OFFERINGS OR SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE CONTENT OR OFFERINGS OFFERED WILL BE EFFECTIVE, ACCURATE OR RELIABLE, OR (D) THE QUALITY OF ANY CONTENT OR OFFERINGS PURCHASED OR OBTAINED BY YOU FROM THE SITE FROM US OR OUR AFFILIATES WILL MEET YOUR EXPECTATIONS OR BE FREE FROM MISTAKES, ERRORS OR DEFECTS.
THIS SITE COULD INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES OR TYPOGRAPHICAL ERRORS. WE MAY MAKE CHANGES TO THE CONTENT AND OFFERINGS AT THIS SITE, INCLUDING THE PRICES AND DESCRIPTIONS OF ANY PRODUCTS OR OFFERINGS LISTED HEREIN, AT ANY TIME WITHOUT NOTICE. THE CONTENT OR PRODUCTS AVAILABLE AT THIS SITE MAY BE OUT OF DATE, AND WE MAKE NO COMMITMENT TO UPDATE SUCH CONTENT OR PRODUCTS.
THE USE OF THE OFFERINGS OR THE DOWNLOADING OR OTHER ACQUISITION OF ANY PRODUCTS OR CONTENT THROUGH THIS SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH ACTIVITIES.
Through your use of our website, you may have the opportunities to engage in commercial transactions with other users and vendors. You acknowledge that all transactions relating to any products or services provided by any third party, including, but not limited to the purchase terms, payment terms, warranties, guarantees relating to such transactions, are agreed to solely between the seller of such merchandise and you.
WE MAKE NO WARRANTY REGARDING ANY TRANSACTIONS EXECUTED THROUGH A THIRD PARTY, OR IN CONNECTION WITH THIS SITE, AND YOU UNDERSTAND AND AGREE THAT SUCH TRANSACTIONS ARE CONDUCTED ENTIRELY AT YOUR OWN RISK. ANY WARRANTY THAT IS PROVIDED IN CONNECTION WITH ANY OFFERINGS OR CONTENT AVAILABLE ON OR THROUGH THIS SITE FROM A THIRD PARTY IS PROVIDED SOLELY BY SUCH THIRD PARTY, AND NOT BY US OR ANY OTHER OF OUR AFFILIATES.
LIMITATION OF LIABILITY & INDEMNIFICATION
Your exclusive remedy and our entire liability, if any, for any claims arising out of these Terms and your use of our website shall be limited to the amount you paid us for services purchased on the website during the twelve (12) month period before the act giving rise to the liability.
IN NO EVENT SHALL WE OR OUR AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA OR PROFIT LOSS, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THIS SITE OR OF ANY WEBSITE REFERENCED OR LINKED TO FROM THIS SITE.
FURTHER, WE SHALL NOT BE LIABLE IN ANY WAY FOR THIRD PARTY PROMISES REGARDING OUR OFFERINGS OR CONTENT OR FOR ASSISTANCE IN CONDUCTING COMMERCIAL TRANSACTIONS WITH THE THIRD PARTY THROUGH THIS SITE, INCLUDING WITHOUT LIMITATION THE PROCESSING OF ORDERS.
SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. PLEASE CONSULT THE LAWS IN YOUR JURISDICTION.
You agree to defend, indemnify, and hold us and our affiliates harmless from all liabilities, claims, and expenses, including attorneys’ fees that may arise from your use or misuse of this website. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
TERMINATION OF USE
Grounds for Termination. You agree that we may, at our sole discretion, terminate or suspend your access to all or part of our website with or without notice and for any reason, including, without limitation, breach of these Terms. Any suspected fraudulent, abusive or illegal activity may be grounds for barring your access to our website, and reporting you to the proper authorities, if necessary.
No Right to Offerings Upon Termination. Upon termination and regardless of the reason(s) motivating such termination, your right to use the services available on this Site will immediately cease. We shall not be liable to you or any third party for any claims for damages arising out of any termination or suspension or any other actions taken by us in connection therewith.
International Use. Although this website may be accessible worldwide, we make no representation that materials on this website are appropriate or available for use in locations outside the United States. Those who choose to access this website from other locations do so on their own initiative and at their own risk. If you choose to access this website from outside the United States, you are responsible for compliance with local laws in your jurisdiction, including but not limited to, the taxation of products purchased over the Internet. Any offer for any product, service, and/or information made in connection with this website is void where prohibited.
Governing Law. The statutes and laws of the State of New York shall be controlling, without regard to the conflicts of laws principles thereof. You agree and hereby submit to the exclusive personal jurisdiction and venue of the New York courts with respect to such matters.
Notices. All notices to a party shall be in writing and shall be made either via email or conventional mail. Notices to us must be sent to firstname.lastname@example.org, if by email, or to our address at 1 Blue Hill Plaza, LL #1509-43, Pearl River, NY 10965, if by conventional mail. You agree to allow us to submit notices to you either through the email address provided, or to the address we have on record. Any notices or communication under these Terms will be deemed delivered to the party receiving such communication (1) on the delivery date if delivered personally to the party; (2) two business days after deposit with a commercial overnight carrier, with written verification of receipt; (3) five business days after the mailing date, if sent by U.S. mail, return receipt requested; (4) on the delivery date if transmitted by confirmed facsimile; or (5) on the delivery date if transmitted by confirmed email.
No Resale Right. You agree not to sell, resell, reproduce, duplicate, distribute, copy or use for any commercial purposes any portion of this website, or use of or access to this website or service provided through this website, beyond the limited rights granted to you under these Terms.
Force Majeure. In addition to any excuse provided by applicable law, we shall be excused from liability for non-delivery or delay in delivery of products and services available through our website arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to: labor disturbance, war, fire, accident, adverse weather, epidemic, pandemic, inability to secure transportation, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above.
Savings Clause. If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
No Waiver. Any failure by us to enforce or exercise any provision of these Terms or related rights shall not constitute a waiver of that right or provision.
Entire Agreement. These terms and conditions constitute the entire agreement and understanding between the parties concerning the subject matter hereof and supersedes all prior agreements and understandings of the parties with respect thereto. These Terms may NOT be altered, supplemented, or amended by the use of any other document(s). To the extent that anything in or associated with this website is in conflict or inconsistent with these Terms, these Terms shall take precedence.