1. ACKNOWLEDGMENT AND ACCEPTANCE OF TERMS OF SERVICE. Laycomp.com, RemindMe! Service, File Uploading and other services ("Service") located in our web site, owned and operated by Laycomp.com, Inc., is provided to you ("the Member") under the terms and conditions of these Terms of Service ("Terms") and any operating rules or policies that may be published from time to time by Laycomp.com. BY COMPLETING ANY REGISTRATION PROCESS, YOU ARE INDICATING YOUR AGREEMENT TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THESE TERMS. IF YOU DO NOT ACCEPT ALL OF THESE TERMS, DO NOT JOIN, SUBSCRIBE OR USE THE SERVICE.

2. REGISTRATION. The Service is provided to the Member at no charge; provided that the Member must: (1) provide all equipment, including a computer and modem, necessary to establish a connection to the World Wide Web; (2) provide for the Member's own access to the World Wide Web; and (3) pay any telephone or other service fees associated with such access. In consideration for the Service, the Member agrees to: (1) provide certain current, complete, and accurate information about the Member as prompted to do so by the Registration form; and (2) maintain and update such registration information ("Registration Data") as required to keep it current, complete and accurate. If any Registration Data provided by the Member is untrue, inaccurate, not current or incomplete, Laycomp.com retains the right to terminate the Member's account and rights to use the Service.

3. MODIFICATIONS TO TERMS. Laycomp.com may change these Terms from time to time. Upon any change in the Terms, Laycomp.com will notify the Member by posting the changes as a start-up screen prior to the Member's subsequent use of the Service. The Member's continued use of the Service constitutes an affirmative: (1) acknowledgement by the Member of the Terms and its modifications; and (2) agreement by the Member to abide and be bound by the Terms and their modifications.

4. MODIFICATIONS TO SERVICE. Laycomp.com reserves the right to modify or discontinue the Service, temporarily or permanently, with or without notice to the Member, and is not obligated to support or update the Service. The Member acknowledges and agrees that Laycomp.com shall not be liable to the Member or any third party in the event that Laycomp.com exercises its right to modify or discontinue the Service.

5. PRIVACY POLICY. In addition to the restrictions on disclosure of Registration Data as set forth in Section 2 above and Laycomp.com's Privacy Policy, Laycomp.com will not edit, delete or disclose the contents of the Member's private data in connection with the Service unless authorized by the Member or unless Laycomp.com is required to do so by law or in the good faith belief that such action is necessary to: (1) conform with applicable laws or comply with legal process served on Laycomp.com; (2) protect and defend the rights or property of Laycomp.com; or (3) enforce these Terms. However, the Member grants Laycomp.com the right to disclose to third parties certain items in the Member Registration Data and information about the Member's use of the Service; provided that, any such disclosures will exclude the Member's name, mailing address, email address, account and phone number, except as specifically authorized by the Member or as required by any applicable law or legal process served on Laycomp.com. Filtering tools are also available to the Members to filter out certain unwanted communications.

6. MEMBER ACCOUNT, PASSWORD AND SECURITY. Upon registering with any Service, the Member may create a login and password or/and may receive a password and account upon completing the registration process. The Member is responsible for maintaining the confidentiality of the password and account. Furthermore, the Member is entirely responsible for any and all activities which occur under the Member's password or account. The Member agrees to immediately notify Laycomp.com of any unauthorized use of the Member's account or any other breach of security known to the Member.

7. LINKS. The Service may provide links to other web sites or resources. The Member acknowledges and agrees Laycomp.com is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. The Member agrees that Laycomp.com shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on such external sites or resources.

8. PROPRIETARY RIGHTS. The Member acknowledges that content, including but not limited to text, software, music, sound, photographs, video, graphics or other material contained in the Service or commercially produced information presented to the Member by the Service ("Content") by Laycomp.com, is protected by copyright, trademarks, service marks, patents or other proprietary agreement and laws and the Member is only permitted to use this Content as expressly authorized by Laycomp.com, as applicable. These Terms do not transfer any right, title or interest in the Service or the Content to the Member and the Member may not copy, reproduce, distribute, or create derivative works from this Content without expressly being authorized to do so by Laycomp.com.

9. MEMBER CONDUCT. The Member agrees to abide by all applicable local, state, national, and international laws and regulations in the Member's use of the Service. The Member agrees to be solely responsible for the Member's actions and the contents of the Member's transmissions through the Service. The Member agrees not to impersonate any person or entity or falsely state or otherwise misrepresent the Member's affiliation with a person or entity.

The Member agrees: (1) to comply with all laws regarding the transmission of technical data exported from the United States through the Service; (2) not to upload or distribute in any way files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer; (3) not to use the Service for illegal purposes; (4) not to interfere or disrupt networks connected to the Service; and (5) to comply with all regulations, policies and procedures of networks connected to the Service. The Member agrees not to use the Service to collect or harvest personal information, including, without limitation, financial information, about other the Members of the Service.

The Member agrees not to post, promote or transmit through the Service any unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene, hateful, racially, ethnically or otherwise objectionable material of any kind or nature. The Member further agrees not to transmit or post any material that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or international law or regulation. The Member shall not interfere with another Member's use and enjoyment of the Service or another entity's use and enjoyment of similar services, or engage in surveys, contests, chain letters or use the Service for any commercial purpose, post or transmit "junk mail", "spam", "chain letters", or unsolicited mass distribution of email. The Member acknowledges and agrees that Laycomp.com neither endorses the contents of any member communications nor assumes any responsibility for any threatening, libelous, obscene, harassing or offensive material contained therein, any infringement of third party intellectual property rights arising therefrom or any crime facilitated thereby.

In the event that the Member repeatedly posts or makes accessible communications or other materials that infringe the copyrights of a third party, Laycomp.com shall terminate the Member's access to the Service in accordance with Laycomp.com's copyright infringement policy pursuant to the Digital Millennium Copyright Act. Laycomp.com has set up a special email address for notifications of claimed infringement concerning materials. All correspondence should be addressed to Laycomp.com's "Designated Agent to Receive Notification of Claimed Infringement" by clicking here or at Laycomp.com, Inc., 4759 Palm Ave., Suite 156, Hialeah, Florida 33012. The Members may contact Laycomp.com with complaints regarding allegedly infringing posted material and Laycomp.com will investigate those complaints. If the posted material is believed in good faith by Laycomp.com to violate any applicable law; Laycomp.com will remove or disable access to any such material and Laycomp.com will notify the Member that the material has been blocked or removed in accordance with its copyright infringement policy.

Laycomp.com may, at its sole discretion, immediately terminate the Member's access to the Service should the Member's conduct fail to conform with any other provision of this Section 9.

10. DISCLAIMER OF WARRANTIES. THE MEMBER EXPRESSLY AGREES THAT USE OF THE SERVICE IS AT THE MEMBER'S SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" "AS AVAILABLE" BASIS. LAYCOMP.COM EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS WELL AS ALL WARRANTIES ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE. LAYCOMP.COM MAKES NO WARRANTY THAT THE SERVICE WILL MEET THE MEMBER'S REQUIREMENTS, OR THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES LAYCOMP.COM MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE OR AS TO THE ACCURACY OR RELIABILITY OF ANY CONTENT OR ANY INFORMATION OBTAINED THROUGH THE SERVICE OR THAT DEFECTS IN THE SERVICE WILL BE CORRECTED.

THE MEMBER UNDERSTANDS AND AGREES THAT ANY MATERIAL OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT THE MEMBER'S OWN DISCRETION AND RISK AND THAT THE MEMBER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO THE MEMBER'S COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL OR DATA.

LAYCOMP.COM MAKES NO WARRANTY REGARDING ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH THE SERVICE OR ANY TRANSACTIONS ENTERED INTO THROUGH THE SERVICE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY MEMBER FROM LAYCOMP.COM OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO THE MEMBER.

11. LIMITATION OF LIABILITY. LAYCOMP.COM SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES, RESULTING FROM THE USE OR THE INABILITY TO USE THE SERVICE OR FOR COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES OR RESULTING FROM ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR TRANSACTIONS ENTERED INTO THROUGH THE SERVICE OR RESULTING FROM UNAUTHORIZED ACCESS TO, DELETION OR ALTERATION OF THE MEMBER'S TRANSMISSIONS OR DATA OR FAILURE OF THE SERVICE TO STORE THE MEMBER'S TRANSMISSIONS OR DATA, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, USE, DATA OR OTHER INTANGIBLE PROPERTY, EVEN IF LAYCOMP.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO MEMBER.

12. NO RESALE OR COMMERCIAL USE OF THE SERVICE. The Member's right to use to Service is personal to the Member. The Member may be an individual, corporation or other business entity. The Member agrees not to reproduce, duplicate, copy, sell, resell, exploit or make any commercial use of or access to the Service, without the express consent of Laycomp.com.

13. DATA STORAGE. Laycomp.com reserves the right to establish a maximum on the amount of memory or other computer storage and the number of calendar events the Member may post through the Service and Laycomp.com assumes no responsibility for the deletion of, or failure of the Service to store, the Member's transmissions or data.

14. INDEMNIFICATION. The Member agrees to indemnify and hold Laycomp.com, its parents, subsidiaries, affiliates, officer and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of the Member's use of the Service, the violation of these Terms by the Member, or the infringement by the Member, or other Members of the Service using the Member's account, of any intellectual property or other right of any person or entity.

15. TERMINATION. Either the Member or Laycomp.com may terminate the Service with or without cause at any time and effective immediately. Laycomp.com shall not be liable to the Member or any third party for termination of Service. Should the Member object to any of these Terms or any subsequent modifications thereto or become dissatisfied with the Service in any way, the Member's only recourse is to immediately: (1) terminate use of the Service; and (2) notify Laycomp.com of termination. Upon termination of the Service, the Member's right to use the Service immediately ceases and the Member acknowledges and agrees that Laycomp.com may immediately delete the files in the Member's account and bar any further access to such files or the Service; provided that, in the event that Laycomp.com modifies these Terms pursuant to Section 3, and the Member does not accept such modified Terms, the Member shall have a period of thirty (30) days to remove the Member's files and data from the Member's account before the Service the Member's access to the Service ceases. The Member further agrees that Laycomp.com may terminate the Member's password, account or use of the Service in accordance with these Terms if the Member fails to use the Service at least once during any three (3) month period of time.

16. NOTICE. All notices to a party shall be in writing and shall be made either via email or regular mail. Laycomp.com may broadcast notices or messages through the Service, or other matters of importance; such broadcasts shall constitute notice to the Member.

17. GENERAL. In the event that any provision of these Terms shall, in whole or in part, be determined to be invalid, unenforceable or void for any reason, such determination shall affect only the portion of such provision determined to be invalid, unenforceable or void, and shall not affect in any way the remainder of such provision or any other provision of these Terms. The waiver by either party of a breach or a default of any provision of these Terms by the other party shall not be construed as a waiver of any succeeding breach of the same or any other provision, nor shall any delay or omission on the part of either party to exercise or avail itself of any right, power or privilege that it has, or may have hereunder, operate as a waiver of any right, power or privilege by such party. These Terms shall be governed by and construed in accordance with the laws of the state of Florida, without regard to its choice of law provisions. In the event of any conflict between foreign laws, rules and regulations and those of the United States, the laws, rules and regulations of the United States shall govern. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. Exclusive jurisdiction and venue for any litigation arising under this Agreement is in the federal and state courts located in Miami-Dade County, Florida and the Member agrees to take any and all necessary or appropriate action to submit to the jurisdiction and venue of such court. These Terms and any modifications thereto constitute the entire agreement between the parties with regard to the subject matter hereof and supersedes all prior understandings and agreements, whether written or oral, as to such subject matter.

18. ACKNOWLEDGMENT. The Member acknowledges that (a) the Member has read and understands these Terms; and (b) that these Terms have the same force and effect as a signed agreement.