Terms of Use

EFFORTLESSHR™ TERMS AND CONDITIONS OF USE AGREEMENT

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE SUBSCRIBING TO AND USING THIS WEB SITE.

By subscribing to the EffortlessHR™Web site, you indicate your assent to the terms and conditions contained in this Agreement. If you do not agree to all of the terms and conditions contained herein, do not subscribe to and/or use the EffortlessHR™Web site.

1. Definitions.

a. The "EffortlessHR™Web site" is an online human resources management tool designed for use by small and medium sized employers consisting of an Internet Web site platform where employers can: (i) input, maintain, manage and store specific information on their employees and generate reports using that stored information; (ii) obtain general information about federal and state employment laws and regulations and employee benefits; (iii) obtain sample forms and documents which will permit employers to better manage their employees; and (iv) use other information, services and content provided from time to time by Professional Administrative Services, Inc. ("EffortlessHR™Web site").

b. "Professional Administrative Services, Inc.," an Arizona corporation, is the legal entity which owns and operates The EffortlessHR™Web site.

c. "Client" means each person who establishes and pays for an account to subscribe and to access the EffortlessHR™Web site and any user of Client's Account authorized by Client to use Client's Account.

d. "Client's Account" means Client's ability to access and use the EffortlessHR™Web site.

e. The "EffortlessHR™Terms and Conditions of Use Agreement" is also referred to as "Agreement" or "this Agreement."

2. General.

a. This Agreement sets forth the terms and conditions that apply to Client's Account and Client's use of the EffortlessHR™Web site. By subscribing to or using the EffortlessHR™Web site, Client agrees to comply with all of the terms and conditions hereof. Upon Client's subscription to the EffortlessHR™Web site through PayPal, Client shall have a nonexclusive, nontransferable, revocable, limited license to access and use the EffortlessHR™Web site in accordance with the terms and conditions of this Agreement.

b. The right to use the EffortlessHR™Web site is personal to Client and is not transferable to any person or entity. Client is responsible for all use of Client's Account and for ensuring that all use of Client's Account complies fully with the provisions of this Agreement. Client shall be responsible for protecting the confidentiality of Client's password(s).

c. Professional Administrative Services, Inc. takes reasonable steps to ensure that the information it provides on its EffortlessHR™Web site is accurate and up to date. Professional Administrative Services, Inc. may amend sections of its EffortlessHR™Web site and add, replace, or delete information and/or sample documents on its Web site at its sole discretion. The information, forms and documents offered on the EffortlessHR™Web site are meant to be a human resources management tool and are not a substitute for obtaining legal advice for a specific legal matter. Reliance on any information provided on or obtained through the EffortlessHR™Web site is solely at Client's own risk. Under no circumstances will Professional Administrative Services, Inc. be liable for any loss or damage caused by a Client's reliance on information obtained on or through the EffortlessHR™Web site.

d. Professional Administrative Services, Inc. shall have the right at any time to change or discontinue any aspect or feature of the EffortlessHR™Web site, including, but not limited to, content, equipment and software needed for access or use.

e. The EffortlessHR™Web site is not a law practice and nothing included on or linked to the EffortlessHR™Web site constitutes the provision of legal advice by Professional Administrative Services, Inc. to any Client subscriber or user of the EffortlessHR™Web site. There is no attorney client relationship between any Client subscriber or user of the EffortlessHR™Web site and MelLo Enterprises LLC. Use of the EffortlessHR™Web site is not intended to be a substitute for obtaining professional legal advice. Client should seek the advice of an attorney, if it has any questions regarding a legal matter or issue. Client should never disregard professional legal advice or delay obtaining legal advice because of something Client has read on the EffortlessHR™Web site.

3. Changes to Agreement.

Professional Administrative Services, Inc. shall have the right at any time to change or modify the terms and conditions of this Agreement applicable to Client's use of the EffortlessHR™Website, or any part thereof, or to impose new conditions, including, but not limited to, adding or increasing fees and charges for use. Such changes, modifications, additions or deletions shall be effective immediately upon notice, which may be given by any means including, but not limited to, posting on the EffortlessHR™Website, or by electronic or conventional mail, or by any other means by which Client obtains notice thereof. Any use of the EffortlessHR™Web site by Client after such notice shall be deemed to constitute acceptance by Client of such changes, modifications or additions.

4. Equipment.

Client shall be solely responsible for obtaining and maintaining all telephone, computer software, computer hardware and other equipment needed for access to and use of the EffortlessHR™Web site and all charges related thereto.

5. Use of EffortlessHR™Web Site by Client.

a. Client shall use the EffortlessHR™Web site for lawful purposes only. Client may not modify, copy, distribute, transmit, display, publish, sell, license, create derivative works or otherwise use any information available on or through this Site for commercial or public purposes. Client shall not post or transmit through EffortlessHR any material which violates or infringes in anyway upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law, or which contains advertising or any solicitation with respect to products or services.

b. Client agrees not to modify, move, add to, delete or otherwise tamper with the information contained in the EffortlessHR™Web site. Client also agrees not to decompile, reverse engineer, disassemble or unlawfully use or reproduce any of the software, copyrighted or trademarked material, trade secrets, or other proprietary information contained in the EffortlessHR™Web site.

c. Professional Administrative Services, Inc. owns a copyright in the content of the EffortlessHR™Web site authored by Professional Administrative Services, Inc. as well as a copyright in the selection, coordination, arrangement and enhancement of other content in the EffortlessHR™Web site which is not original to Professional Administrative Services, Inc.. Client may download copyrighted materials authored by Professional Administrative Services, Inc. for Client's business use provided that the following notice is included on such materials: "Copyright 2007, Professional Administrative Services, Inc.. Professional Administrative Services, Inc. does hereby grant to Client a nontransferable, worldwide, royalty free, perpetual license to use the sample forms on the EffortlessHR™Web site authored by Professional Administrative Services, Inc.. Except as otherwise provided for herein, Client may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content, in whole or in part. Except as otherwise expressly provided herein or permitted under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material will be permitted without the express written permission of Professional Administrative Services, Inc.. In the event of any permitted copying and/or use of copyrighted materials authored by Professional Administrative Services, Inc., no changes in or deletion of author attribution, trademark legend or copyright notice shall be made. Client acknowledges that it does not acquire any ownership rights by downloading copyrighted material.

6. Payment.

In order to use the EffortlessHR™Web site, Client must pay a monthly subscription fee, which is determined by the client's choice of available pricing plans. Client agrees to subscribe to the EffortlessHR™Web site on a month to month basis at the chosen price level or at the yearly subscription rate at the chosen price level. These subscription rates may be increased at any time by Professional Administrative Services, Inc. in its sole discretion. Such increase(s) shall be effective immediately upon notice, which may be given by any means including, but not limited to, posting on the EffortlessHR™Website, or by electronic or conventional mail, or by any other means by which Client obtains notice thereof. If Client subscribes to the EffortlessHR™Web site on a monthly basis, Client may cease subscription to the EffortlessHR™Web site at any time by notification via phone or email to EffortlessHR. If Client terminates monthly subscription to the EffortlessHR™Web site to become effective in any given month, such subscription shall end on the last day of the month for which Client designated termination to become effective. Client may cease subscription to the EffortlessHR™Web site on a yearly basis by notifying EffortlessHR before Client's anniversary date of purchase. If Client terminates its subscription, it is up to Client to take steps to save all employee information maintained by Client on the EffortlessHR™Web site. All subscription payments made for the use of the EffortlessHR™Web site shall be deemed earned when paid and are nonrefundable.

7. Privacy and Security.

a. Client agrees that Professional Administrative Services, Inc.'s privacy policy, the terms of which are incorporated herein by reference will govern the privacy of information that Client provides to Professional Administrative Services, Inc..

b. By providing the information necessary to subscribe to the EffortlessHR™Web site on a monthly or yearly basis, Client agrees that Professional Administrative Services, Inc. may use the Client subscriber information provided to it as set forth in the MelLo Enterprises Privacy Policy.

c. The EffortlessHR™Web site contains 256 bit encryption technology. Any data transmitted by Client to the EffortlessHR™Web site is encrypted using such technology. However, the security of information transmitted through the Internet cannot be guaranteed. Professional Administrative Services, Inc. is not responsible for any interception or interruption of any Client communications through the Internet or for changes to or losses of Client data.

d. Client is solely responsible for maintaining the security of any password, user ID, or other form of authentication involved in obtaining access to password protected or secure areas of the EffortlessHR™Web site. Access to and use of the password protected and/or secure area(s) of the EffortlessHR™Web site is restricted to Clients only. The unauthorized access to and/or use of such area(s) is prohibited and may lead to criminal prosecution. In order to protect Client and Client's data, Professional Administrative Services, Inc. may suspend Client's use of the EffortlessHR™Web site, without notice, pending an investigation, if any breach of security is suspected. Client shall be solely responsible for maintaining copies of any information it transmits to the EffortlessHR™Web site.

e. Professional Administrative Services, Inc. may host and maintain the EffortlessHR™Web site or utilize one or more third party service providers to host and maintain the EffortlessHR™Web site. Professional Administrative Services, Inc. or Professional Administrative Services, Inc.'s third party service providers use firewalls, encryption technology, intrusion detection and site monitoring to protect Client information.

8. Disclaimer of Warranty; Limitation of Liability.

a. CLIENT EXPRESSLY AGREES THAT USE OF THE EFFORTLESSHR™WEB SITE IS AT CLIENT'S SOLE RISK. NEITHER PROFESSIONAL ADMINISTRATIVE SERVICES, INC., ITS AFFILIATES NOR ANY OF THEIR RESPECTIVE MEMBERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, THIRD PARTY CONTENT PROVIDERS OR LICENSERS, OR THIRD PARTY SERVICE PROVIDERS WARRANT THAT THE EFFORTLESSHR™WEB SITE WILL BE UNINTERRUPTED OR ERROR FREE; THIS WEB SITE AND THE CONTENT ARE PROVIDED ON AN "AS IS, AS AVAILABLE" BASIS. PROFESSIONAL ADMINISTRATIVE SERVICES, INC. EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. PROFESSIONAL ADMINISTRATIVE SERVICES, INC. DISCLAIMS ALL RESPONSIBILITY FOR ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND RESULTING FROM, ARISING OUT OF OR ANY WAY RELATED TO (i) ANY ERRORS IN OR OMISSIONS FROM THIS WEB SITE AND THE CONTENT, INCLUDING BUT NOT LIMITED TO TECHNICAL INACCURACIES AND TYPOGRAPHICAL ERRORS, (ii) ANY THIRD PARTY WEB SITES OR CONTENT THEREIN DIRECTLY OR INDIRECTLY ACCESSED THROUGH LINKS IN THIS WEB SITE, INCLUDING BUT NOT LIMITED TO ANY ERRORS IN OR OMISSIONS THEREFROM, (iii) THE UNAVAILABILITY OF THIS WEB SITE, THE CONTENT, OR ANY PORTION THEREOF, (iv) CLIENT'S USE OF THIS WEB SITE OR THE CONTENT, OR (v) CLIENT'S USE OF ANY EQUIPMENT OR SOFTWARE IN CONNECTION WITH THIS WEB SITE OR THE CONTENT. THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, NEGLIGENCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORD, WHETHER FOR BREACH OF CONTRACT, TORTUOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION.

b. UNDER NO CIRCUMSTANCES SHALL PROFESSIONAL ADMINISTRATIVE SERVICES, INC. BE LIABLE FOR ANY DAMAGES OR LEGAL COSTS SUFFERED BY CLIENT, INCLUDING ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS OR DAMAGES FOR BUSINESS INTERRUPTION, LOSS OF INFORMATION, PROGRAMS OR OTHER DATA) OR ATTORNEYS' FEES THAT RESULT FROM ACCESS TO, USE OF, OR INABILITY TO USE THIS SITE OR DUE TO ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION THROUGH THE INTERNET, EVEN IF PROFESSIONAL ADMINISTRATIVE SERVICES, INC. WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THE FOREGOING LIMITATION OF LIABILITY IS PROHIBITED OR FAILS OF ITS ESSENTIAL PURPOSE, MELLO ENTERPRIESES, LLC'S SOLE OBLIGATION TO CLIENT FOR DAMAGES SHALL BE LIMITED TO $100.00.

c. IN NO EVENT WILL PROFESSIONAL ADMINISTRATIVE SERVICES, INC., OR ANY PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING THE EFFORTLESSHR™WEB SITE BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE EFFORTLESSHR™WEB SITE. CLIENT HEREBY ACKNOWLEDGES THAT THE PROVISIONS OF THIS SECTION SHALL APPLY TO ALL CONTENT ON THE EFFORTLESSHR™WEBSITE.

d. IN ADDITION TO THE FOREGOING, NEITHER PROFESSIONAL ADMINISTRATIVE SERVICES, INC., NOR ITS AFFILIATES, INFORMATION PROVIDERS OR SERVICE PROVIDERS SHALL BE LIABLE REGARDLESS OF THE CAUSE OR DURATION, FOR ANY ERRORS, INACCURACIES, OMISSIONS, OR OTHER DEFECTS IN, THE INFORMATION CONTAINED WITHIN THE EFFORTLESSHR WEBSITE, OR FOR ANY DELAY OR INTERRUPTION IN THE TRANSMISSION THEREOF TO THE USER, OR FOR ANY CLAIMS OR LOSSES ARISING THEREFROM OR OCCASIONED THEREBY.

e. NONE OF THE FOREGOING PARTIES SHALL BE LIABLE FOR ANY THIRD-PARTY CLAIMS OR LOSSES OF ANY NATURE, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, PUNITIVE OR CONSEQUENTIAL DAMAGES. NEITHER, PROFESSIONAL ADMINISTRATIVE SERVICES, INC., NOR ITS AFFILIATES, INFORMATION PROVIDERS OR CONTENT PARTNERS WARRANT OR GUARANTEE THE TIMELINESS, SEQUENCE, ACCURACY OR COMPLETENESS OF THIS INFORMATION. ADDITIONALLY, THERE ARE NO WARRANTIES AS TO THE RESULTS OBTAINED FROM THE USE OF THE INFORMATION.

9. Indemnification.

Client agrees to indemnify, defend and hold harmless Professional Administrative Services, Inc., its members, officers, directors, employees, agents, licensors, suppliers and any third party information or service provider(s) to the EffortlessHR™Web Site from and against all claims, losses, expenses, damages and costs, including reasonable attorneys' fees, arising from connected with or related to Client's use of the EffortlessHR™Web site by Client or a third party's use of Client's Account. Client agrees to indemnify, defend and hold harmless Professional Administrative Services, Inc., its members, officers, directors, employees, agents, licensors, suppliers and any third party information or service providers to the EffortlessHR™Web Site from and against all claims, losses, expenses, damages and costs, including reasonable attorneys' fees, any violation of this Agreement by Client.

10. Monitoring.

Professional Administrative Services, Inc. shall have the right, but not the obligation, to monitor the EffortlessHR™Web site to determine compliance with this Agreement and any operating rules established by Professional Administrative Services, Inc. and to satisfy any law, regulation or authorized government request.

11. Termination.

Either Professional Administrative Services, Inc. or Client may terminate this Agreement at any time. Without limiting the foregoing, Professional Administrative Services, Inc. shall have the right to immediately terminate Client's Account in the event of any conduct by Client which Professional Administrative Services, Inc., in its sole discretion, considers to be unacceptable, or in the event of any breach by Client of this Agreement. In the event MelLo Enterprises LLC terminates this Agreement prior to the end of any given calendar month or prior to the end of Client's subscription year, Professional Administrative Services, Inc. shall refund to Client a pro-rata portion of the unused monthly or yearly subscription fee paid by Client. It is Client's sole responsibility steps to save all information maintained by Client on the EffortlessHR™Web site. The provisions of Sections 7, 8, 9, 14 and this Section 11 shall survive termination of this Agreement.

12. Copyrights and Trademarks.

a. The EffortlessHR™Web site contains copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, and sound.

b. "EffortlessHR™" and the EffortlessHR™design and logo which appears on the EffortlessHR™Web site are trademarks owned by Professional Administrative Services, Inc.. All rights are reserved. All other trademarks appearing on the EffortlessHR™Web site, if any, are the property of their respective owners. Client may not use the trademarks of Professional Administrative Services, Inc. for any purpose without the prior written consent of Professional Administrative Services, Inc.. Client shall be permitted to download and use (in accordance with this Agreement) forms from the EffortlessHR Web site authored by Professional Administrative Services, Inc. which contain the trademarks owned by Professional Administrative Services, Inc..

13. Advertisements and Links.

a. The EffortlessHR™web site contains links which will permit Client to access various governmental and non-governmental Web sites. Such Web sites are not owned or operated by Professional Administrative Services, Inc. and Professional Administrative Services, Inc. assumes no responsibility or liability for any materials that maybe accessed on these Web sites, nor does Professional Administrative Services, Inc. make any representation as to the accuracy of information contained on such Web sites. Any links to such Web sites are merely provided as a convenience. .Professional Administrative Services, Inc. is not responsible for the content of linked third-party sites, sites framed within Professional Administrative Services, Inc., or third-party advertisements, and does not make any representations regarding their content, completeness or accuracy.

b. Client's use of third-party Web sites is at Client's own risk and subject to the terms and conditions of use for such sites. Professional Administrative Services, Inc. does not endorse any product advertised on the EffortlessHR™Web site.

14. Miscellaneous.

a. This Agreement and any operating rules for use of the EffortlessHR™Web site constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all previous written or oral agreements between the parties with respect to such subject matter.

b. This Agreement shall be construed in accordance with the laws of the State of Arizona, USA, and applicable federal laws without regard to conflicts of law principles.

c. Client and Professional Administrative Services, Inc. expressly agree if any claim, controversy or dispute between the parties cannot be resolved through negotiation, then the parties agree first to try in good faith to settle the dispute by mediation administered by the American Arbitration Association under its Commercial Mediation Procedures. The mediation shall take place in Tucson, Arizona and the parties hereto shall share equally in the cost thereof. A good faith attempt at mediation shall be a condition precedent to the commencement of an arbitration proceeding, but is not a condition precedent to any court action for injunction, provisional remedy or other relief pending the outcome of the mediation. Notwithstanding anything to the contrary contained in this section, the parties hereto each have the right in a proper case to obtain temporary restraining orders and temporary or preliminary injunctive relief from a court of competent jurisdiction, provided, however, that the parties agree to contemporaneously submit their dispute for mediation as provided herein.

d. Except for controversies, disputes or claims related to Professional Administrative Services, Inc. trademarks or copyrights, any controversy or claim arising out of or relating to this contract, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction. Such arbitration proceeding shall be conducted in Tucson, Arizona. Except as limited by this Agreement, the arbitrator will have the right to award or include in his award any relief which he deems proper in the circumstances, including, without limitation, money damages (with interest on unpaid amounts from the date due), specific performance, injunctive relief and attorneys' fees and costs provided that the arbitrator will not have authority to award exemplary or punitive damages. The award and decision of the arbitrator will be conclusive and binding upon all parties hereto. Notwithstanding anything to the contrary contained in this section, the parties hereto each have the right in a proper case to obtain temporary restraining orders and temporary or preliminary injunctive relief from a court of competent jurisdiction, provided, however, that the parties agree to contemporaneously submit their dispute for arbitration on the merits as provided herein.

e. Subject to section 14 c and 14 d above, the parties hereto each irrevocably submit to jurisdiction of the state and federal courts in Tucson, Arizona and do hereby waive any objection that it may have to either the jurisdiction or venue in such courts.

f. No waiver by either party of any breach or default here under shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall not be given any legal import.

g. If any provision of this Agreement is judicially or administratively interpreted or construed as being in violation of law, unenforceable and not subject to modification or reduction, such arti-cles, sections, sentences, words, clauses or combinations thereof shall be deemed severed from the Agreement and rendered inoperative, and the remainder of this Agreement shall remain binding upon the parties hereto and shall be interpreted to give the maximum enforceability possible.

h. For any questions please contact Professional Administrative Services, Inc. at:.

7670 E. Broadway Blvd., Suite 280
Tucson, AZ 85710
Phone: 520.546.3947
Email Us