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Terms of Use

These Terms of Use were last updated on February 24, 2022.

Thank you for using the Morning Chalk Up service, which includes our mobile application (the “MCU App”) and our web sites (collectively with the MCU App, the “Service”). The services, features and products found on the Service are provided by Morning Chalk Up LLC  (“Morning Chalk Up,” “we,” “our” or “us”).  These Terms of Use (as amended from time to time, the “Terms of Use” or “Agreement”) sets forth the legal terms that are binding on all users, including you (i.e., “you,” or “User” as set forth herein), for your use of the Service.

THESE TERMS OF USE CONTAIN A BINDING ARBITRATION CLAUSE (MEANINING THAT DISPUTES WILL BE RESOLVED THROUGH BINDING ARBITRATION RATHER THAN THROUGH A COURT) AND A CLASS ACTION WAIVER AND A WAIVER OF RIGHT TO A JURY TRIAL THAT IMPACT YOUR RIGHTS IN ANY DISPUTE WITH MORNING CHALK UP.

BY INDICATING THAT YOU ACCEPT THESE TERMS OF USE OR BY DOWNLOADING, INSTALLING, OR OTHERWISE USING THE SERVICE, YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY AND ACCEPT THESE TERMS OF USE.  THESE TERMS CONSTITUTE A BINDING AGREEMENT BETWEEN YOU AND MORNING CHALK UP GOVERNING THE USE OF THIS SERVICE.  IF YOU DO NOT AGREE TO ALL OF THE TERMS OF USE HEREIN, YOU ARE NOT AUTHORIZED TO USE THE SERVICE AND MUST CEASE USING THE SERVICE AND DELETE THE SERVICE FROM YOUR MOBILE DEVICE.

In some cases, where Morning Chalk Up may present content or information regarding a third party, partner or associated body, additional disclosures and disclaimers may be present. Please read them carefully and ensure that you fully understand them before taking action via The Service.  

Use of the Service: The Service is provided to users at Morning Chalk Up’s discretion and may be altered, revoked, removed or cancelled at a point of Morning Chalk Up’s choosing. The Service is for personal use only. Your use of the Service must comply with these Terms of Use, applicable laws and must be conducted only through legal means and for legal purposes. Misconduct, misuse or any type of behavior that may compromise Morning Chalk Up or violate these Terms of Use may result in Morning Chalk Up taking action against you. These actions may include but are not limited to: blocking your access to the Service, removal or alteration of available Morning Chalk Up services and or legal action. All users engage in use of the Service, features and products at their own risk. How users choose to use information and resources found on the Service and what decisions or actions that may come of that use of information is solely the responsibility or fault of the user, including you. Morning Chalk Up is not responsible for events, consequences or actions that users encounter as a result of actions taken with the influence of the Service, including its features or products or services offered thereon.  

You may only access or use the Service (including registering for the Service) if (1) you are 18 years of age or older.  If you are under the age of 18, you are not authorized to use the Service and must cease all use of the Service.  The Service is for your personal, non-commercial use. You may not use the Service if we have terminated your account or banned you.

Agreement to Privacy Policy:  In addition to agreeing to these Terms of Use, you agree to our privacy policy (“Privacy Policy”), incorporated into these Terms by reference, as they may be modified, updated or amended from time to time, whenever you:

  • Use any portion of the Service.
  • Publish, contribute, access or view any Content (defined below) on or through the Service.
  • Otherwise agree to the Terms of Use as provided herein. 

Registration Information and Passwords for the Service: 

1.         Registration Information.  In order to register for the Service, you must provide your name, a valid e-mail address and other contact information as Morning Chalk Up may determine, and you must set up a personal password known only to you.  You represent and warrant that all registration information provided is true, correct and complete and you undertake to keep the information updated for the duration of this Agreement. We reserves the right to request supporting evidence from you to verify your identity and information.  When you register for the Service, you may also be asked to provide other information about yourself to help us better provide services to you or enhance your use and enjoyment of the Service.  You further agree to receive any notices from Morning Chalk Up to you regarding your use of the Service pursuant to these Terms of Use at the email or other addresses set forth in your contact information.  You are obliged to notify Morning Chalk Up of any updates or changes to any contact or other registration information that you provide in connection with your use of the Service.

2.         Email Address.  You must ensure that the email address you provide is accessible from the time that you provide the email address and that the email account is not unable to receive emails due to forwarding of emails, closure of the email account, or a full inbox.

3.         User Account.  With the data provided upon registration, you will receive access to your own user account via the Morning Chalk Up website and/or the MCU App, as applicable, in which you can amend the data that you have provided.  At its own discretion, Morning Chalk Up may delete any user account with incomplete or incorrect information or for other breach of these Terms of Use. 

a.         Deletion of Account.  You may erase or delete your own user account at any time for any reason.  To delete your account, please send a request to [email protected]. After you have deleted your account, Morning Chalk Up shall have the right to delete any and all content and other data generated by you.  By deleting your account, you also lose access to any content or features of the Service that you may have already purchased. In the event that you purchased a subscription from Morning Chalk Up for use of the Service, Morning Chalk Up shall not refund – even on a pro rata basis – any amounts paid for subscriptions still running at the time of deletion or for other additional services for which you may have prepaid.  Deletion of your user account constitutes termination of this Agreement, including without limitation any ongoing subscription.

b.         User Account after Termination or Expiration of Subscription.  Your user account may be terminated or remain in place after any subscription for the Service or Service has terminated or expired.  You must expressly ask Morning Chalk Up to delete your user account in order to ensure that the account is deleted after termination of this Agreement.

4.         Usernames and Passwords.  You are obliged to maintain the confidentiality of any usernames or passwords that you adopt and/or are provided by Morning Chalk Up in connection with your use of the Service.  If you become aware of any unauthorized use of your username and password by any third party, you agree to notify Morning Chalk Up immediately at the Contact Information set forth in these Terms of Use.  For your protection, if Morning Chalk Up believes that any unauthorized access may occur or has occurred, Morning Chalk Up may terminate access without prior notice to you. You also agree that Morning Chalk Up is permitted to act upon any instructions received using your username and password and to consider such instructions as authorized by you. Morning Chalk Up will not be responsible or liable for any loss or injury incurred by you for unauthorized use of your username and password, although you may be responsible or liable for any losses or injury caused by such unauthorized use.

SubscriptionsSubscriptions.  In order to register for the Service and purchase or otherwise obtain any subscription service options, you must confirm your agreement to these Terms of Use and the Privacy Policy.  Rights to subscriptions or other rights of access to the Service are not transferable.  Renewal of any subscription shall be specified by Morning Chalk Up on the Service.  To terminate subscriptions purchased through a Morning Chalk Up web site, please use the termination function on such web site or notify Morning Chalk Up in writing at the address below or send an email to [email protected]).

App Vendors:  If you are registering for the Service or purchasing the Service or subscriptions thereto through the Apple® App Store, Google Play™ or other mobile application vendor (“App Vendor”), these Terms of Use are between you and Morning Chalk Up only and not with the App Vendor.  The App Vendors, including without limitation Apple, Inc., are not responsible for the Service, including the MCU App or its Content.  The App Vendors have no obligation to provide maintenance, support or any services to you, and is not responsible for handling any claims (including claims of intellectual property infringement by third parties), with respect to the Service.  Apple, Inc. and its subsidiaries (“Apple”) are third party beneficiaries of these Terms of Use, and upon your acceptance of these Terms of Use, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Use against you as a third party.

These Terms of Use shall also be subject to the applicable purchase and usage terms of the relevant App Vendor (if applicable).  To terminate any subscriptions purchased through an app vendor (whether the Apple® App Store, Google Play™ or otherwise), you may be required to terminate only through such App Vendor.  Please consult the relevant App Vendor terms of use for more information. 

Content and Intellectual Property Ownership:  The information published on or through the Service (including without limitation Communications (defined below)), may include data, text, software, scripts, images, graphics, photographs, video recordings, audio recordings (including without limitation sounds or music), audiovisual combinations, and other interactive or similar materials (the “Content”), that has been provided by users such as yourself, Morning Chalk Up, our third party licensors or suppliers (such third party licensors or suppliers hereinafter “Third Party Licensors”), or other private or public organizations and entities that have been granted rights to access and publish Content on the Service (“Third Party Vendors”).  The Content provided by Morning Chalk Up, Third Party Licensors or Third Party Vendors contains trademarks, copyrights and other proprietary material, the ownership or licensed rights to which are held by such parties, as the case may be, and all such proprietary material is protected by law, including, without limitation, U.S. as well as foreign trademark and copyright laws and international treaty provisions. 

The “look and feel” of the Service (including cfraolor combinations, text, images, the names and logos, button shapes, layout, design compilation and presentation of information and all other graphical elements, other than those owned or licensed by the Third Party Licensors or Third Party Vendors) are also Morning Chalk Up’s trademarks and/or copyrights, as the case may be. 

ALL BRANDS, TRADEMARKS, LOGOS, TRADE NAMES, TRADE DRESS, COPYRIGHTS OR COPYRIGHTABLE CONTENT OF ANY THIRD PARTY DISPLAYED, DISTRIBUTED, ACCESSED OR OTHERWISE COMMUNICATED THROUGH THE SERVICE ARE THE PROPERTY OF THEIR RESPECTIVE OWNERS.  MORNING CHALK UP AND ITS AFFILIATES EXPRESSLY DISCLAIM ANY ENDORSEMENT, AFFILIATION OR SPONSORSHIP, OR OTHER ASSOCIATION BY OR WITH SUCH THIRD-PARTY BRAND OWNERS.

You agree not to copy, reproduce, distribute, transmit, broadcast, display, sell, license or otherwise use or exploit any Content, except as expressly permitted under these Terms of Use, without the prior written consent of Morning Chalk Up or the legal owner of such Content.

Any unauthorized use of Content accessed through the Service may constitute trademark or copyright infringement, unfair competition, or other potential state or federal causes of action, as applicable, which could subject the user to substantial civil penalties, damages or other relief.  The deletion or alteration of any copyright, trademark or other proprietary notices used or displayed through the Service is strictly forbidden.  In cases where you feel like a copyright or other intellectual property right may have been infringed upon we ask that you contact us as instructed in this Service.

Except as otherwise permitted under these Terms of Use, Morning Chalk Up grants to you the limited, non-transferable right to view, access and use the Service, subject to these Terms of Use.  All rights not expressly granted under these Terms of Use are reserved by Morning Chalk Up.

Accuracy of Content:  The Content displayed, distributed or otherwise accessible through the Service may include information (which may include, without limitation, factual information, personal narratives, advice, opinions, prices offered for services, items, item descriptions, and certain third-party terms of use) from various third-party sources, including Third Party Licensors, Third Party Vendors, and registered users of the Service.  Morning Chalk Up has not independently verified that any Content is complete, current, accurate, safe, inoffensive, non-objectionable, or otherwise appropriate for any user of the Service and expressly disclaims any warranty with respect to the reliability of such information. 

You acknowledge and agree that your reliance on the Content is solely at your own risk.

In cases where you believe information found on the Service may be inaccurate or needs to be updated we ask that you contact us at [email protected].  If you have any questions with respect to the Content displayed, distributed or otherwise accessible through the Service, please contact Morning Chalk Up at [email protected].

Copyright Infringement:

If you have a good faith belief that the Service contains material which infringes upon your copyrighted work, please submit the following information to our designated copyright agent:

  • An electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted work;
  • An identification of the copyrighted work and the location on the Service of the allegedly infringing work;
  • A written statement that you have a good faith belief that the disputed use is not authorized by the owner, its agent, or the law;
  • Your name and contact information, including, without limitation, telephone number and email address; and
  • A statement by you that the above information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf.

The contact information for Morning Chalk Up’s DMCA Agent for notice of claims of copyright infringement is:  Morning Chalk Up LLC Attn: Copyright Agent, 358 Vuelo Street, New Braunfels, TX 78130, email: [email protected].  This contact information is only for reporting copyright infringement. Contact information for other matters is provided elsewhere in these Terms of Use.

Communicating through the Service:  You are solely responsible for any and all Content you transmit, distribute, post, or otherwise make available to or through the Service (“post”), including to any email addresses provided to or through the Service, or any comments or other information communicated to the Service (collectively, “Communications”).  If you are a Third Party Vendor, Communications include Listings, Promotions and other information you publish on the Service. Morning Chalk Up does not endorse or accept any Communications as its own or representative of its views.  By posting Communications through the Service, you grant Morning Chalk Up a perpetual, irrevocable worldwide, non-exclusive, royalty-free, sublicensable and transferable license to publish and display such Communications through the Service and to reproduce, distribute, transmit, use, archive, and prepare derivative works of such Communications in connection with the Service and Morning Chalk Up’s business, including, without limitation, to transmit and distribute such Communications to third-party web sites, and to use such Communications for promotional and marketing purposes.  You further grant to each user of the Service, including any registered member or other member of the public, a nonexclusive,  royalty-free license to access and view your Communications through the Service, and to use, reproduce, distribute, display, broadcast and perform the Content in such Communications as permitted in connection with the Service, including as subject to these Terms of Use.

You represent and warrant that your Communications contain no confidential or proprietary information of yours or of any third party and that you have all necessary permissions, licenses, rights, and consents to post, upload, republish, display, distribute, or transmit your Communications.

Restrictions on Communications:  You agree not to post any Communications that violate the following restrictions. You understand that if you violate these restrictions or any other provision in these Terms of Use, Morning Chalk Up may deny you access to the Service.

  • Do not promote, discuss or mention any activity that is illegal under the laws of any state in the United States or under U.S. federal law.
  • Communications regarding a business listed on Morning Chalk Up must be based on your personal experience with that business.
  • Do not post Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, slanderous, libelous, vulgar, obscene, sexually explicit, pornographic, lewd, indecent, profane, racially, ethnically or otherwise objectionable, or that may invade another’s right of privacy or publicity or other personal rights.
  • Do not post Content that infringes or otherwise violates any patent, trademark, trade secret, copyright or other intellectual property or proprietary rights of Morning Chalk Up or any third party.

Morning Chalk Up cannot review all Communications made on or through the Service and Morning Chalk Up is not responsible for screening or otherwise monitoring content submitted by Service users, whether in advance of, or after, posting.  If a user notifies Morning Chalk Up that any Communications do not conform to these Terms of Use, Morning Chalk Up may, but is not obligated to, investigate the allegation and determine in its sole discretion whether to remove or request the removal of the Communications.  Morning Chalk Up reserves the right, but has no obligation, liability or responsibility, to monitor the Service and edit, modify or delete any materials which Morning Chalk Up in its sole discretion determines to violate these Terms of Use or to be in any other way offensive, inappropriate or contrary to any Morning Chalk Up policy, applicable law or other regulation.  You acknowledge that you have no expectation of privacy in any Communication, and no confidential, fiduciary, contractually implied or other relationship is created between you and Morning Chalk Up by reason of your posting a Communication to the Service.

Lawful Use:  The Service may be used only for lawful purposes.  As one of the conditions of your use of the Service, you represent, warrant and agree that you will not use (or plan, encourage or help others to use) the Service for any purpose or in any manner that is prohibited by these Terms of Use or by applicable law.  It is your responsibility to ensure that your use of the Service complies with these Terms of Use and to seek prior written permission for any uses not expressly permitted herein.  In connection with your use of the Service, you agree that you will not, nor will you assist or allow others to, directly or indirectly:

  • Delete any attributions, legal notices or proprietary designations or labels on Content that you upload to the Service.
  • Provide any false or intentionally inaccurate or misleading information when registering for or using the Service, including impersonation of any person or entity and misrepresenting your affiliation with a person or entity.
  • Post any unsolicited advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes” or any other form of solicitation, such as opinions or notices, commercial or otherwise, unless you are a Third Party Vendor and such materials are posted in compliance with the other provisions of these Terms of Use.
  • Modify, delete, copy, distribute, transmit, frame, display, perform, reproduce, use, publish, license, create derivative works from, transfer or sell any Content that is accessible or available through use of the Service, except as expressly permitted under these Terms of Use.
  • Violate any applicable local, state, provincial, national or international law or regulation, or use the information provided through this Service for any unlawful purpose.
  • Access data not intended for your use or viewing, or log into an account or server which you are not authorized to access.
  • Take any action which imposes an unreasonable or disproportionately large load or burden on the Service or use the Service in a manner that attempts to, or actually does, disrupt, impair, interfere with or wrongfully alter or modify the Service, or in a manner that adversely affects the Service and/or the availability of its resources to other users including without limitation posting Communications that contain a virus, Trojan horse, or corrupted data, excessive shouting, use of all caps, overloading, mail bombing, crashing or flooding or continuous posting of repetitive text.
  • Attempt to decipher, decompile, disassemble or reverse engineer any of the software provided on, comprising or in any way making up a part of the Service, or otherwise used in connection with the operation of the Service (including, without limitation, the Service).
  • Attempt to probe, scan or test the vulnerability of a system or network related to the Service, or to circumvent, disable or otherwise breach any security-related features or authentication measures of the Service (including features designed to prevent or restrict use or copying of any Content) without proper authorization.
  • Collect or attempt to collect any information of other users of the Service, registered members or other members of the public without the subject’s consent, including without limitation usernames and passwords for the Service, Service account information, and personally identifiable information.

Violations of Service or network security may result in civil or criminal liability.  Morning Chalk Up reserves the right to investigate all occurrences which may involve such violations and may contact, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. 

Feedback Regarding the Service:  You may provide suggestions, comments or other feedback on the operation of the Service, which may include, without limitation, ideas for new products, services, features, technologies, processes, materials, marketing plans or new product or service names (“Service Feedback”).  Such Service Feedback is voluntary and Morning Chalk Up has the perpetual right to use any or all of such Service Feedback for any purpose without any obligation to you of any kind, although Morning Chalk Up will not publicly disclose the source of such feedback.

Disclaimer of Warranty:  YOU AGREE THAT YOUR ACCESS TO AND USE OF THE SERVICE ARE AT YOUR SOLE RISK.

MORNING CHALK UP DOES NOT ENDORSE, WARRANT, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR PROMOTED THROUGH THE SERVICE BY ANY THIRD PARTY, INCLUDING WITHOUT LIMITATION, ANYTHIRD PARTY LICENSORS, THIRD-PARTY VENDORS OR REGISTERED USERS OF THE SERVICE.

EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN THESE TERMS OF USE, MORNING CHALK UP PROVIDES THE SERVICE, AND ANY CONTENT PUBLISHED THEREIN, ON AN “AS IS,” “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS WITHOUT WARRANTY OF ANY KIND AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MORNING CHALK UP, ITS SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, OWNERS, EMPLOYEES, SUPPLIERS, AGENTS, CO-BRANDERS AND OTHER PARTNERS DISCLAIM ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, QUALITY, TITLE, NONINFRINGEMENT, ACCURACY OF DATA OR CONTENT, DATA OR CONTENT SECURITY, AND ADEQUACY FOR ANY PARTICULAR USE, FUNCTIONALITY OR PRODUCTIVENESS, REGARDING THE SERVICE, ITS CONTENT, OR ANY OTHER THIRD PARTY CONTENT LINKED TO OR PROVIDED BY THE SERVICE.  NOTHING IN THESE TERMS OF USE WILL IMPLY THAT ANY COMMUNICATIONS OR OTHER CONTENT PROVIDED TO OR THROUGH THE SERVICE OR THIRD PARTY WEB SITES (THROUGH LINKS PROVIDED THROUGH THE SERVICE) WILL BE ACCURATE OR SECURE, THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ERRORS WILL BE CORRECTED AT A CERTAIN TIME. 

MORNING CHALK UP disclaims any warranty or obligation that it will monitor, verify, edit, remove or continue to display any CONTENT and/or COMMUNICATIONS and all liability for monitoring, verifying, editing, removing or continuing to display any Content.

YOU HEREBY ASSUME THE ENTIRE RISK ASSOCIATED WITH USE OF THE SERVICE, RESULTS OBTAINED, AND PERFORMANCE.  SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES, SO THE ABOVE DISCLAIMERS MAY NOT APPLY TO YOU, TO THE EXTENT SUCH JURISDICTION’S LAW IS APPLICABLE TO THESE TERMS OF USE.

Third Party Sites.  Morning Chalk Up may provide through the Service links or references to Internet sites maintained by third parties, or such third-party sites may have links to the Morning Chalk Up Service.  These links and references are offered as a convenience and for informational purposes only, not as referrals or endorsements by Morning Chalk Up. Morning Chalk Up does not operate or control, and has no right or ability to modify or edit, in any respect any information, products or services provided on these third-party sites.  Morning Chalk Up assumes no responsibility for, and provides no warranty whatsoever with respect to, the content, intellectual property compliance, privacy policies or practices of such third-party sites.

Limitation on Liability:  IN NO EVENT SHALL MORNING CHALK UP, ITS SUBSIDIARIES AND AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, OWNERS, EMPLOYEES, SUPPLIERS, AGENTS, CO-BRANDERS OR OTHER PARTNERS (THE “MORNING CHALK UP PARTIES”) HAVE ANY LIABILITY TO YOU UNDER THESE TERMS OF USE FROM THE USE (OR ATTEMPTED USE) OF THE SERVICE.  TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NONE OF THE MORNING CHALK UP PARTIES SHALL BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING BUT NOT LIMITED TO DAMAGES RESULTING FROM LOSS OR INTERRUPTION OF BUSINESS, LOSS OF PROFITS OR REVENUES, LOSS OF USE, LOSS OF ANTICIPATED BENEFITS, LOSS OF BUSINESS INFORMATION OR DATA, CORRUPTION AND THE LIKE), ERRORS, MISTAKES OR INACCURACIES IN ANY CONTENT, PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, UNAUTHORIZED ACCESS TO THE SERVICE OR TO PERSONALLY IDENTIFIABLE INFORMATION OR FINANCIAL INFORMATION STORED ON OUR SERVERS, ANY INTERRUPTION OR TERMINATION OF THE SERVICE OR YOUR ACCESS TO THE SERVICE, ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT ARE TRANSMITTED BY OR THROUGH THE SERVICE OR ANY THIRD PARTY WEB SITE, MOBILE SERVICE OR OTHER SERVICE LINKED THROUGH THE SERVICE, ARISING OUT OF ANY LEGAL OR EQUITABLE THEORY, INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF THE RELEVANT MORNING CHALK UP PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH POSSIBILITY WAS REASONABLY FORESEEABLE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. 

YOU ARE ENTIRELY LIABLE FOR ACTIVITIES CONDUCTED BY YOU OR ANYONE ELSE IN CONNECTION WITH YOUR VISITING AND USE OF THIS SERVICE AND YOU ACKNOWLEDGE THAT MORNING CHALK UP SHALL NOT BE LIABLE FOR ANY CONTENT ACCESSED OR AVAILABLE THROUGH THE SERVICE, OR COMMUNICATIONS POSTED TO THE SERVICE, FOR ANY REASON WHATSOEVER.

IF YOU ARE DISSATISFIED WITH THE SERVICE AND/OR ANY CONTENT PROVIDED THROUGH THE SERVICE, OR WITH THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP USING THE SERVICE AND CONTENT.

Morning Chalk Up makes no representation that the Service is available in locations other than within the U.S.  Any access to the Service by you from jurisdictions other than the United States may be subject to compliance with local law or other terms of use, for which you are solely responsible.  

Modifications and Changes of the Service: Morning Chalk Up reserves the right to modify, expand, remove, discontinue or change in any way the features, services, Content or other functionality of the Service in its sole discretion and without prior notice to you or other users.  However, Morning Chalk Up may, in its sole discretion, notify you of such changes, although it is not required to do so.  If any change is not acceptable to you, you must discontinue your use of the Service immediately.  These Terms of Use and the Privacy Policy shall apply to any such changes, modifications or updates of the Service.

Indemnification:  You agree to defend, indemnify and hold harmless Morning Chalk Up, its subsidiaries, affiliates, officers, directors, owners, employees, licensors, agents, co-branders and other partners from and against any and all liabilities, claims, demands, losses or expenses, including reasonable legal and accounting fees and costs, resulting or arising from: (a) your breach of these Terms of Use, including, without limitation, any representations or warranties made by you herein; (b) any action taken or permitted by you which disrupts, degrades or damages the Service, Content or related data thereon; (c) your infringement or other violation of any intellectual property right of Morning Chalk Up or any other person or entity; (d) any negligent, wrongful conduct, or intentional torts, by you; (e) any materials (including all Content and Communications) provided by you that is published on or through the Service or any third party web site pursuant to the rights granted to Morning Chalk Up hereunder; (f) your use of the Service; (g) your violation of the rights of any third party; or (h) your actual or alleged violation of any federal, state, local or foreign law, or regulations.

You agree that you will cooperate as fully and reasonably as required by Morning Chalk Up in the defense of any claim arising out of your use of the Service.  Notwithstanding the foregoing, Morning Chalk Up reserves the exclusive right to settle, compromise and pay and all claims, demands, proceedings, suits, actions or causes of action, which are brought against Morning Chalk Up arising out of or related to your use of the Service, and in no event shall you settle any such claim without Morning Chalk Up’s prior written approval.

Termination:  These Terms of Use are effective until terminated by Morning Chalk Up, which Morning Chalk Up may do at any time without notice for any reason.  In the event of termination, you are no longer authorized to access the Service or use the Service. The applicable restrictions imposed on you with respect to material downloaded from the Service, indemnification obligations, and the disclaimers and limitations of liabilities set forth in these Terms of Use, shall survive such termination.

Governing Law; Arbitration and Venue: 

1.         Governing Law.  This Agreement (including the arbitration agreement in this section where applicable) and all matters relating to this Agreement shall be governed by and construed in accordance with the laws in the State of Texas without reference to conflict of laws principles;

2.         Arbitration.  By agreeing to arbitrate your claims against Morning Chalk Up, YOU GIVE UP YOUR RIGHT TO GO TO COURT AND HAVE YOUR CLAIMS TRIED BY A JUDGE OR JURY.  Any dispute, controversy or claim arising under, out of or relating to this Agreement shall be finally determined by arbitration conducted by the Judicial Arbitration and Mediation Service (“JAMS”) (or, if unavailable, then such other similar group that can provide former judges as arbiters) in accordance with JAMS’ rules of arbitration, by a single arbiter who is skilled and experienced with mobile application, cloud or internet services.  The place of such arbitration shall be inComal County, Texas. The judgment of the arbitrator shall be final, non-appealable (to the extent not inconsistent with applicable law) and binding upon the parties, and may be entered in any court of competent jurisdiction.

3.         Exception for Provisional Equitable Relief.  Notwithstanding any provision in this Agreement, either party may request any judicial, administrative, or other authority in any other jurisdiction to order any provisional or conservatory measure, including injunctive relief, specific performance, or other equitable relief, prior to the institute of legal or arbitration proceedings, or during the proceedings, for the preservation of its rights and interests or to enforce specific terms that are suitable for provisional remedies.

4.         Waiver of Class Action Claims.  By agreeing to arbitrate your claims against Morning Chalk Up, IN ADDITION TO GIVING UP YOUR RIGHT TO GO TO COURT AND HAVE YOUR CLAIMS TRIED BY A JUDGE OR JURY, YOU GIVE YOUR RIGHTS TO PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDING.

5.         Conflicts of Laws.  This Agreement shall not be governed by the conflict of laws rules of any jurisdiction, UCITA, or the United Nations Convention on Contracts for the International Sale of Goods, the application of which are expressly excluded. 

Waiver of Jury Trial:  You waive all rights to trial by jury in any action or proceeding instituted in connection with these Terms of Use, the Privacy Policy or the Service.

Contact Information:  Should you have any questions concerning these Terms of Use, or the Privacy Policy, you may contact Morning Chalk Up at the following address:  Morning Chalk Up LLC, ATTN: Administrator, 358 Vuelo Street, New Braunfels, TX 78130, email: [email protected].

Miscellaneous:  These Terms of Use control the relationship between the user and Morning Chalk Up and do not create any third-party beneficiary rights, except with respect to Apple, as set forth above in the section titled “App Vendors.”

Except as otherwise expressly provided herein, these Terms of Use, together with the Privacy Policy and any updates, modifications or amendments to same, as well as any other legal notices provided or displayed through the Service, shall constitute the entire agreement between Morning Chalk Up and you regarding your use of the Service. 

If any provision of these Terms of Use shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.

Any failure by Morning Chalk Up to exercise or enforce any legal right or remedy set forth in these Terms of Use, or otherwise under applicable law, shall not be deemed a waiver of Morning Chalk Up’ rights or remedies, which shall remain available to Morning Chalk Up.

The rights granted to you under these Terms of Use may not be assigned to any third-party without the prior written consent of Morning Chalk Up, in its sole discretion.  These Terms of Use shall be binding upon you, your successors and approved assignees.

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