<p>The Client wishes to be provided with the Services (defined below) by Jelly Works, and Jelly Works agrees to provide the services to the client on the terms and conditions of this Agreement.</p>
<ol>
<li>Key Terms</li>
</ol>
<p>1.1 Services: Jelly Works shall provide the following services to the client IAW the posted hours and area use policies of the period cored under the time contract agreement (signed separately) in accordance with the terms and conditions of this Agreement:</p>
<p>a) Clean, safe area in which to work. Desk and or group table with chairs will be provided in an open workspace.</p>
<p>&bull; Client expressly understands that Jelly Works proves a hoteling work space no seating or work area will be assigned or held as available for clients use</p>
<p>b) Wi-Fi web access</p>
<p>c) Network printer and scanner</p>
<p>d) Limited service for support will be provide by on site Jelly Works staff members.</p>
<p>1.2 Conditions of Use: The Sandbox offers a work area designed allow focused work, but to encourage a free exchange of conversation. Client shall abide by the following rules of conduct while using the Sandbox facilities:</p>
<p>a) Maintain moderate noise levels in Entrepreneurs Sandbox area. For example</p>
<p>&bull; Clients will use personal headphones with music only, maintained at volumes that cannot be heard by other clients.</p>
<p>&bull; Cell phone conversation will be held at lounge area</p>
<p>b) Clients discuss business, sensitive copywriter copyrightable or other proprietary information and business ideas at their own risk. The Jelly Works bears no responsibility for Cline&rsquo;s sharing of proprietary information with other clients or The Jelly Works staff.</p>
<p>c) Clients are prohibited from using The Sandboxf acilities or wifi site for illegal activity solicitation, defamatory, abusive, harassing or threatening conduct or engaging in actions constituting an invasion of a right of privacy, It also can prohibit, in the event Client engages in any conduct in violation of this clause, Jelly Works upon its own judgement and initiative shall prohibit client for use of The Sandbox facilities and can cancel all Client accounts.</p>
<p>d) Jelly Works reserves the right to refuse service to anyone at its own discretion</p>
<ol>
<li>General Terms:</li>
</ol>
<p>a) Copyright. The content, organization, graphics, design and other matters related to The Sandbox and the provided wifi site are protected under applicable copyrights and other proprietary laws including but not limited to the intellectual property laws. The copying, reproduction, use, modification, or publication by you of any such matters or any part of the The Sandbox materials or operating systems is strictly prohibited, without our express prior written permission</p>
<p>b) Deleting and modification. we reserve the right in our sole discretion, without any obligation and without any notice requirement to you the modify and content or set up of The Sandbox work area or wifi site.</p>
<p>c) Indemnification. You agree to indemnify, defend, and hold us to our officers, our share holders, our partners, attorneys and employees harmless from any and all liability loss, damages, claim and expense including reasonable attorney fees. related to your violation of this agreement or use of the facilities.</p>
<p>d) Disclaimer. THE FACILITIES, CONTENT AND SERVICES FORM OR LISTED THROUGH THE SANDBOX ARE PROVIDED AS IS, AS AVAILABLE AND ALL WARRANTIES EXPRESSED OR IMPLIED ARE DISCLAIMED INCLUDING BUT NOT LIMITED TO THE DISCLAIMER OR ANY IMPLIED WARRANTIES OF TITLE, NON INFRINGEMENT MERCHANTABILITY, QUALITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE BOX JELLY FACILITIES AND WIFI SITE AND ANY WEBSITE WITH WHICH IT IS LINKED. THE INFORMATION AND SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. WE HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF ANY INFORMATION OR SERVICE . IN PARTICULAR LIMITED TO WE ARE NOT LIABLE FOR ANY INDIRECT INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LOSS OF MONEY, LITIGATION OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, PRODUCT LIABILITY OR OTHERWISE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE NEGATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN BOX JELLY AND YOU THE CLIENT. THESE FACILITIES AND SUPPORT WOULD BE PROVIDED WITHOUT SUCH LIMITATIONS. O ADVICE OR INFORMATION WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BOX JELLY THROUGH SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THIS AGREEMENT. THE INFORMATION AND ALL OTHER MATERIALS ARE PROVIDED FOR GENERAL INFORMATION PURPOSES ONLY AND DO NOT CONSTITUTE PROFESSIONAL ADVICE. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY AND COMPLETENESS OF ALL INFORMATION AVAILABLE THROUGH THE BOX JELLY WIFI SITE OR ANY WEBSITE WITH WHICH IT IS LINKED</p>
<p>e) Notification: Jelly Works will maintain Router logging information for internal record keeping purposes only. Jelly Works will not sell personal information collected to third party service providers.</p>
<p>f) Limits: Jelly Works shall strive to maintain a safe and secure internet operating environment. However, participation of The Sandbox wifi site opens clients to an open network between all box jelly associates. Responsibility or liability for any damages caused by malware Spyware viruses or other malicious code from use of the wifi site is disclaimed. we will not be liable to you for any incidental, special, or consequential damages of any kind that may result from use of or inability to use the site</p>
<p>g) Third-Party Website. All rules, terms and conditions, other policies including privacy policies and operating procedures of third party linked or accessed websites will apply to you while on such websites. BOX JELLY is not responsible for the content, accuracy or opinions expressed in such websites, and such websites are not investigated, monitored, or checked for accuracy or completeness by us. Inclusion of any linked website on our wifi site does not imply approval or endorsement of the linked website by us. this wifi site and the third party linked websites are independent entities and neither party has authority to make any representations or commitments on behalf of the other. if you decide to leave our site and access these third party linked sites you do so at your own risk</p>
<p>h) Submissions. All suggestions ideas notes concepts and other information you may send to us collectively submissions shall be deemed and shall remain on our sole property and shall not be subject to any obligation of confidence on our part. Without limiting the foregoing, we shall be deemed to own all known o9and hereafter existing rights to every kind of nature re submissions and shall be entitled to unrestricted use of the submissions for any purpose. without compensation to the provider of the submissions</p>
<p>i) clients may subscribe for a monthly membership [payable through automatic credit card payment. clients may terminate their monthly membership at any time up thirty day period written notice to the Jelly Works.</p>
<ol>
<li>Miscellaneous Terms:</li>
</ol>
<p>a) The failure of either party to enforce its rights under this agreement at any time for any period shall not be construed as a waiver of such rights.</p>
<p>b) If any part, term or provision of this agreement is held to be illegal or unenforceable neither the validity nor enforceability of the remainder of this Agreement shall be affected</p>
<p>c) Neither party shall assign or transfer all or any party of its rights under this agreement without the consent of the other party</p>
<p>d) This agreement may not be amended for any other reason without the prior written agreement of both parties.</p>
<p>e) This agreement constitutes the entire understanding between the parties relating to the subject matter hereof unless any representation or warranty made about this Agreement was made fraudulently and save as many be expressly referred to our referenced herein supersedes all prior representations writings negotiations or understandings with respect hereto.</p>
<p>f) Neither party shall be liable for failure to perform or delay in performing any obligation under this agreement if the failure or delay is</p>
<p>g) caused by any circumstances beyond its reasonable control, including but not limited to acts of god, war, civil commotion, or industrial dispute. if such delay or failure continues for at least seven days, the party not affected by such delay or failure shall be entitled to terminate this agreement y notice in writing to the other</p>
<p>h) This clause 3.8(g) and Clauses 3.3, 3.5, 3.6, 2.7, and 3.8 of this agreement shall, service any termination or expiration.</p>
<p>i) This Agreement shall not be governed by the laws of the state of Hawaii and the parties agree to submit disputes arising out of of in connection with this agreement to the nonexclusion jurisdiction of the courts in the State.</p>