Subscriber ("Herein includes any of its Employees, Subcontractors, Consultants, Affiliates and Associates") agrees that he/she or it will not disparage or comment negatively about Process Server Central™, d/b/a My Court Calendar (hereinafter referred (PSC), its Officers and/or Management, Subcontractors, Consultants, Affiliates, Associates and/or Current or Former Employees.
Subscriber also agrees to take no action which is intended, or would reasonably be expected, to harm PSC, its Officers and/or Management, Subcontractors, Consultants, Affiliates, Associations and/or Current or Former Employees or its' or their reputation or which would reasonably be expected to lead to unwanted or unfavorable publicity to PSC, its Officers and/or Management, Subcontractors, Consultants, Affiliates, Associates and/or Current or Former Employees.
Any negative statement, whether written or oral, that impugn the character, honesty, integrity, morality or business acumen or abilities in connection with any aspect of the operation of business of PSC and/or any of its' Officers, Managers, Employees, Subcontractors, Consultants, Affiliates or Associates and/or Current or Former Employees.
Non-Disparagement
Each Subscriber agrees that neither it nor any of its' Employees, Subcontractors, Consultants, Affiliates and/or Associates will, and it will cause each of its' Employees, Subcontractors, Consultants, Affiliates and Associates not to, directly or indirectly, in any capacity or manner, make, express, transmit speak, write, verbalize or otherwise communicate in any way (or cause, further, assist, solicit, encourage, support or participate in any of the foregoing), any remark, comment, message, information, declaration, communication or other statement of any kind, whether verbal, in writing, electronically transferred or otherwise, that might reasonably be construed to be derogatory or critical of, or negative toward, PSC or any of its directors, officers, Affiliates, subsidiaries, employees, agents or representatives (collectively, the "Company Representatives"), or that reveals, discloses, incorporates, is based upon, discusses, includes or otherwise involves any confidential or proprietary information of PSC or its subsidiaries or affiliates, or to malign, harm, disparage, defame or damage the reputation or good name of PSC, its business or any of the PSC Representatives.
This Non-Disparagement provision is applicable from the commensuration date of your subscription with PSC to (1) one-year after the end of the business relationship with PSC.
Nothing herein shall prevent Subscriber from making any truthful statement(s) in connection with any legal proceeding or criminal investigation of PSC by any governmental and/or law enforcement authority.
Subscriber agrees to assign to PSC the copyright over any reviews, articles, blogs, and/or any other written statement/communication that you or members of your entity write, record, author, or cause to be published about PSC and/or about their Company Representatives, beginning from the commensuration of your subscription.
In the event Subscriber breaches any component of this Non-Disparagement clause during the Time Period (Refer to Section 3.1), Subscriber acknowledges and agrees that it would be impractical or extremely difficult to ascertain the amount of actual damages to PSC. For this reason, Subscriber agrees that any violation of the Non-Disparagement provision of this Agreement shall result in the imposition of liquidated damages, in the amount of Three-Thousand U.S. Dollars ($3,000.00), per each occurrence, to be paid by Subscriber to PSC, which represents the reasonable compensation for the loss incurred because of the breach. The estimate damages equals one (1) year of PSC service. All parties agree that the amount of liquidated damages is fair and reasonable and would not act as a penalty to the breaching party.
Subscriber agrees to grant PSC the legal authority to charge your or its' credit/debit card on file or the credit/debit card previously submitted by you for any and all liquidated damages pertaining to this non-disparagement clause.
This non-disparagement clause and the terms and conditions of service may be updated at any point in time by PSC without any notification to the Subscriber.
This non-disparagement clause is binding upon ALL Subscribers (Paying or Not-Paying) and Users including those that are in the 30-Day Free Trial stage.
Subscriber agrees and acknowledges that this non-disparagement provision is a material term of the Trial Period License Agreement and the Terms and Conditions of Service Agreement, the absence of which would have resulted in PSC refusing to enter into the Agreement.
Created: 04/14/2014
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This document may be downloaded in PDF format at: http://www.mycourtcalendar.com/assets/pdf/legal/Disparagement_Clause.pdf.