Solicitation Policy:
Customers or employees of the customers are not permitted to offer or solicit employees of MS Companies and its affiliates for a job. MS Companies and its affiliates will pursue legal actions on those customers violating or breaching this contract. Please speak with a representative of MS Companies and its affiliates should you have any questions regarding our No Soliciting Policy. No temp to hire. Customer acknowledges and agrees that the offering and solicitation of MS Companies and its affiliates employees will result in irreparable harm to MS Companies and its affiliates. Accordingly, in the event of a breach or threatened breach of this provision of this Agreement by the Customer or any of its Affiliates or Agents, in addition to any other remedy that MS Companies and its affiliates may have at law, MS Companies and its affiliates shall be entitled to injunctive or similar relief to specifically enforce such provisions.
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Payment Options:
Invoices may be paid in any of the following forms to MS:
Payment Terms:
A late charge of five percent (5%) of the outstanding balance shall be charged on Invoices due and remain unpaid for more than ten (10) days after due to cover administrative costs of processing such late payment. In addition to said late charge, any amount due which is more than ten (10) days delinquent shall bear interest from the due date at the lesser of the rate of eighteen percent (18%) per year or the then maximum non-usurious rate under Indiana law. In the event the late charge is ever deemed to be "interest" the amount of interest on past due amounts shall be automatically reduced so that the combination of said late charge and the interest on past due amounts, if any, does not exceed the Maximum Rate.
This Agreement and any related documents are governed by the internal laws of the State of Indiana. Customer agrees that any action or lawsuit arising from or under this Agreement and/or related document, or to collect any indebtedness arising under or evidenced by this Agreement, invoices or any related documents, may be filed in one of the courts of the state of Indiana located in Marion or Howard Counties, and Customer hereto stipulates and agrees that said courts sitting in Marion and Howard Counties, Indiana, shall constitute proper venue for any such action or lawsuit. However, nothing herein shall restrict MS Companies and its affiliates’s right, ability or authority to initiate or prosecute any legal action in any other court or in any other venue. This Agreement is binding on Customers and its respective heirs, representatives, successors and assigns.
Customer shall be liable for the payment of all reasonable fees and out-of-pocket disbursements incurred by MS Companies and its affiliates in any way arising from or in connection with this Agreement, including, without limitation, reasonable fees for attorneys, in any way arising from or in connection with any action taken by MS Companies and its affiliates to monitor, advise, enforce or collect the obligations and indebtedness of Customer, or to enforce the responsibilities, duties and obligations of Customer under this Agreement, Invoices or any other document or agreement arising from or relating to the business relationship between MS Companies and its affiliates and Customer.
Disclaimer of Warranties:
Services provided by MS Companies and its affiliates are without warranty of any kind. MS Companies and its affiliates disclaim MS Companies and its affiliates and excludes any and all other warranties, express or implied, including but not limited to any warranties of merchantability, title, no infringement or fitness for any particular purpose. Customer bears all risk pertaining to quality and performance of the product serviced. MS Companies and its affiliates does not warrant that the customer's products or any portion thereof will satisfy their client's requirements, or that they are without defect or error, or that their operation will be uninterrupted or error-free.
In no event shall MS Companies and its affiliates be liable to customer or any of its clients for any indirect, special or consequential damages, including but not limited to lost profits, or the cost incurred for an interruption in business, arising out of or related to this agreement, the performance or breach thereof, of the accuracy or correctness of the information contained herein, even if MS Companies and its affiliates has been advised of the possibility thereof. MS Companies and its affiliates' liability to the customer hereunder, if any, shall in no event exceed the total amount customer has paid to MS Companies and its affiliates hereunder. In no event shall MS Companies and its affiliates be liable to customer for any damages resulting from or related to any failure or delay of MS Companies and its affiliates in providing services under this agreement. customer's sole and exclusive remedy and MS Companies and its affiliates sole and exclusive liability is set forth in this agreement. this agreement defines a mutually agreed-upon allocation of risks and the amount payable to MS Companies and its affiliates by customer reflects such allocation of risk.