DISCLAIMER

5. DISCLAIMERS, LIMITATIONS OF LIABILITY, INDEMNITY
DISCLAIMER
THE MATERIALS AND THE SERVICES ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, UCE AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR REPRESENTATIVES DISCLAIM WITH RESPECT TO THE SERVICES AND THE MATERIALS HEREIN ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IT IS STILL THE USER RESPONSIBILITY TO CAREFUL READ AND INSPECT ANY SERVICE OR PRODUCT YOU PURCHASE THROUGH OUR APPLICATIONS UPON YOUR RECEIPT TO DETERMINE SAEFTY AND APPROPRIATENESS FOR YOUR CONSUMPTION OR USE. WE DO NOT REPRESENT OR WARRANT THAT THE FUNCTIONS CONTAINED IN THE MATERIALS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. UCE DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF THE MATERIALS AND/OR THE SERVICES IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, TIMELINESS, COMPLETENESS, CURRENTNESS, OR OTHERWISE. YOU (AND NOT UCE) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY

Under no circumstances, including, but not limited to, negligence, shall UCE or its officers, directors, employees, agents or representatives be liable to you or any third party for any special, consequential, incidental, direct, indirect, or punitive damages or any other loss or injury that result from the use of, or the inability to use, the Services or the Materials, even if UCE or an authorized representative has been advised of the possibility of such damages. In no event shall UCE have any liability for any damages, losses and other causes of action (whether in contract, tort (including, but not limited to, negligence), or otherwise for accessing or using the Services or engaging the services of or purchasing product(s) of a third party through or after accessing the Services.
These limitations do not purport to limit liability that cannot be excluded under the law in the jurisdiction of this Agreement.

USE OF LINKS
The Services may contain links to other websites and services, which are developed, sponsored and/or maintained by third parties.
We do not review, monitor, operate or control any such third party website/services accessible through these links, and is not responsible for the content available on or through such third party websites/services. By providing access to the linked websites/services, UCE is not recommending or endorsing the products or services provided by the sponsor or owner of those websites/services. We make no guarantees, representations or warranties as to, and shall have no liability for, any electronic content delivered by any third party, including, without limitation, the accuracy or subject matter of any electronic content, or the use of any personal information you provide to any such website/services. You acknowledge and agree that use of such links is entirely at your own risk. We reserve the right to discontinue links to any other website at any time and for any reason.

INDEMNITY
You agree to indemnify and hold UCE and its officers, directors, employees and agents, harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys’ fees), arising out of or in connection with: (i) your use of the Services; (ii) your breach or violation of any of this Agreement; (iii) UCE’s use of your User Content; or (iv) your violation of the rights of any third party, including Third Party Contractors.

6. MISCELLANEOUS GOVERNING LAW
You acknowledge and agree that your access to and use of the Services is subject to all applicable international, federal, state and local laws and regulations. The terms, conditions and policies contained in this Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to any principles of conflicts of law, and all claims, disputes or disagreements which may arise out of the interpretation, performance or in any way relating to your use of the Services, shall be submitted exclusively to the jurisdiction of the State or federal courts located in the County and State of California. You acknowledge and agree that you will irrevocably consent and submit to the exclusive personal jurisdiction of those courts for the purpose of litigating any such action; and you will irrevocably waive any jurisdictional, venue or inconvenient forum objections to such court. Any waiver by UCE of any provision of this Agreement must be in writing.

NOTICE
UCE may give notice by means of a general notice on the Services, electronic mail to your email address in your Account, or by written communication sent by first class mail or pre-paid post to your address in your Account. Such notice shall be deemed given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email). You may give notice to UCE, with such notice deemed given when received by UCE, at any time by first class mail or pre-paid post to 1407B E Los Angeles Ave, Simi Valley, CA 93065.

GENERAL
You may not assign these Terms without UCE’s prior written approval. UCE may assign this Agreement without your consent to: (i) a subsidiary or affiliate; (ii) an acquirer of UCE equity, business or assets; or (iii) a successor by merger. Any purported assignment in violation of this section shall be void. No joint venture, partnership, employment, or agency relationship exists between you, UCE or any Third Party Contractor as a result of this Agreement or use of the Services. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. Our failure to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by UCE in writing.