MY ALL CARD "Venue Registration" Terms of Service

I hereby submit my Application to become a Participating Venue for My All Card, LLC ("My All Card"). My application and this Agreement become effective on the date accepted by My All Card ("Effective Date"). My All Card may accept or refuse my Application at its own discretion. I certify that I am of legal age to enter into a contract in the state where I reside.

In connection with my agreement and application to be a Participating Venue ("Participant") for My All Card, I hereby certify that I agree to the following terms and conditions:

  1. License Grant. Subject to the terms and conditions of this Agreement, Participant grants to My All Card a license to grant monetary service, merchandise discounts, and other promotional incentives to My All Card customers as described by me during the My All Card Venue Registration process (the "Incentives").
  2. Consideration. No monies shall change hands in this transaction. My All Card shall attempt to drive customers to Participant's business. Participant shall provide Incentives to My All Card customers.
  3. Indemnities. Each party (the "Indemnifying Party") agrees to indemnify the other party (the "Indemnified Party") from and against any and all Losses resulting from a third-party claim that the Incentives violate any copyright, trade secret or patent rights of such third party.
  4. Term and Termination. This Agreement will become effective on the date accepted by My All Card. This agreement will automatically extend on a monthly basis. This agreement can be cancelled by either party with at least thirty (30) days written notice prior to the termination of this Agreement.
  5. Limitation of Liability. To the maximum extent permitted by law, Participant and My All Card will not be liable with respect to any subject matter of this agreement under any contract, negligence, strict liability or other legal or equitable theory for (i) any amounts greater than $10.00, or (ii) any special, incidental or consequential damages of any character including, without limitation, damages for loss of goodwill, work stoppage, or any and all lost profits.
  6. Exclusivity. Participant agrees that, during the term of this Agreement and for a period of three (3) years after termination of this Agreement for any reason, he she or it will not enter into an agreement of this kind with any Company that engages in the sale and operation of a paid membership program in which the customers of the Company will receive discounts and incentives to service, dining, or entertainment venues from the Company.
  7. Non-Competition. Participant agrees that, during the term of this Agreement and for a period of three (3) years after termination of this Agreement for any reason, he she or it will not directly or indirectly directly, render services to, work for or on behalf of, have an interest in, make any loan to, or assist in any manner any business that is competitive with that in which My All Card was engaged, including but not limited to the operations of a Company that engages in the sale and operation of a paid membership program in which the customers of the Company will receive discounts and incentives to service, dining, and entertainment venues from the Company. The foregoing shall not prevent the Partner from owning up to one percent (1%) of the outstanding securities of a publicly held corporation that may compete with the Company.
  8. Miscellaneous. A party's failure to exercise or its delay in exercising any rights hereunder will not be deemed to be a waiver of such right. If any provision of this Agreement shall be held by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement shall be construed pursuant to the laws of the State of Ohio and the United States without regard to conflicts of laws provisions thereof. The Parties irrevocably submit to the jurisdiction of any state or federal court sitting in Cincinnati, Ohio, United States of America, and consents to venue in such forum with respect to any action or proceeding that relates to this Agreement. This Agreement shall be fully binding on any successors and/or assignors of either party. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements and communications relating to the subject matter of this Agreement; provided, however, that if My All Card manually executes another agreement with Participant governing My All Card's use of the Incentives, then to the extent that such other agreement contains terms and conditions additional to or in conflict with the term and conditions hereof, such other agreement will prevail.