Terms & Conditions

Terms and Conditions 

USER CONTRACT 

Thank you for choosing Graphics Design Media. PLEASE READ THESE TERMS & CONDITIONS CAREFULLY. BY ACCESSING THIS WEB-SITE, YOU AGREE TO BE BOUND BY THE TERMS & CONDITIONS STATED BELOW. IF YOU DO NOT AGREE TO THE TERMS & CONDITIONS STATED BELOW, PLEASE DO NOT PURCHASE WITH US. Graphics Design Media, sometimes referred to herein as “GDM,” reserves the right to change, modify or amend these terms and conditions without notice. For this reason, we encourage you to review these Terms and Conditions whenever you intend to purchase. 

PRODUCTS and SERVICES 

Products and services provided by GDM are for your personal use only. You agree to abide by these terms of service and not to use these products and services or related messages for any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation. 

ORDER RESPONSIBILITY 

The customer is fully responsible for final proof and layout approval prior to the printing process.  Any jobs that have been approved and/or or sent to press cannot be altered or changed due to the nature of the printing process, and no refund will be given under any circumstances. Any requested reprints will be paid for by the customer at FULL price. 

Graphics Design Media shall NOT be LIABLE for errors in a final product caused by any of the following reasons: Misspelling, Graphics, Bleeds, Grammar, Damaged Fonts, Punctuation, Wrong Cuts, Incorrect or Missing Folds, Die Lines, Crop Marks, Transparency, Overprint, Cracks on Folds, Finished Product Size, Poor Orientation or Alignment.  

PROOFS  

All printed orders will be proofed by the customer before printing. We strongly urge customers to THOUROUGHLY check the electronic proof of their artwork before submitting the approval for printing.  No job will be sent to press without approval. As mentioned above, proofs are the responsibility of the customer. If a job is printed and a customer finds an error after, they will be required to pay full price of the print job to get it reprinted. 

An online proof is NOT an accurate color reproduction of your final printed piece but is the final opportunity for you to check the layout, bleeds, crops and final text. Electronic proofs do not show transparency and overprint issues. They also do not show the color change from RGB or Pantone to CMYK.  Therefore, GDM will not be liable for color variation between the proof and the printed product.  We will try our best to match the colors of the proof and the printed product but please understand that color variation differences are inherent inconsistencies of the printing process and we will not be held responsible for it. It is the customer’s responsibility to determine if the job is color critical. 

The proof should be checked by you against the original file for possible errors in layout, copy, spacing, punctuation or image placement. You, the Customer, are fully responsible for all that is contained in the final approved proof, so please make sure you review every detail. 

ARTWORK 

Under these Terms and Conditions, you agree that you will NOT upload any artwork files consisting of the following material: offensive, indecent or improper material, any material that could give rise to any civil or criminal liability under applicable law; and any material that could infringe rights of privacy, publicity, copyrights or other intellectual property rights without the permission of the owner of these rights and the persons who are shown in the material if applicable. We will refuse an order, which in our opinion may be illegal in nature or an infringement on the rights of any third party. You accept full legal liability for the content of material processed and printed on your behalf and under your instructions. We reserve the right to refuse an order without disclosing a reason. 

Art Resolution Requirements 

All artwork, designs and images must be provided in minimum of 300 DPI and CMYK color mode. GDM is NOT RESPONSIBLE for images printed as fuzzy, distorted or pixilated due to low resolution artwork provided by the customer, especially if it is approved by the customer beforehand. GDM is also not responsible for any color shift that occurs in conversions from RGB to CMYK color modes. 

Color Accuracy 

Our prepress department checks all submitted artwork files before printing, but you are still 100% responsible for the accuracy of your print-ready artwork files, and we encourage you to proofread all files carefully before submitting to GDM. GDM is not responsible for any issues as to orientation or alignment of the pages of your submitted documents. By submitting the artwork to Graphics Design Media, you certify that you have the right to use the image(s) in your artwork files. DO NOT send any “one-of-kind” transparencies, prints or artwork. Although we take every precaution to safeguard your materials, we are NOT responsible for loss or damage of images or artwork.  GDM is also not responsible for any color shift that occurs in conversions from RGB to CMYK color modes.  For submitted artwork, please use CMYK color codes for best printing results. Printers use CMYK for processing and do not read or translate directly to RGB. 

GDM uses gang run printing which is subject to a 10% color variance. If a job is color critical, then the necessary attention it needs cannot be attained in a gang-run format. Therefore, the job must be printed by itself without the discounted price of gang-run printing. Color critical jobs require a dedicated run where the press is calibrated specifically to that run and job rather than a gang-run with other print jobs.  

Bleed and Margin Requirements  

Since cutting cannot be guaranteed to be exactly in the same place for a large quantity of print products, you must stretch the background (if there is one) 0.125 inch outside of the trim line on each side (this is called a “bleed”) and place all critical elements (text, images, graphic elements, logos, etc.) 0.125 inch inward on each side from the trim line. Anything left too close to the trim line within 0.125 inch inward or 0.125 inch outward may be cut “incorrectly” by the print/cut machine.  Please allow for a cutting tolerance of 0.250 inch.  We recommend no borders due to shifting in the cutting process because they may appear uneven. Please request an example or template if necessary. 

Two-Sided Artwork 

Customers must upload artwork so that the two sides (front and back) of the finished product back up correctly. For flat, folded and die-cut work, excluding bound products, all pages are backed up head to head (top of the proof on one side lines with top of proof on other side). The head of one side backs up to the head of the other page on two sided work. Graphics Design Media recommends that you always print the proofs and back them up head to head to make a folding model to ensure that your artwork is set up properly, please do this BEFORE you submit the front-side and back-side artwork. 

Black Ink 

Full color jobs that contain large solid areas of black ink should have the black set up as CMYK black (100, 100, 100, 100). GDM will not be liable for printing a consistent, solid and rich black if artwork is not set up to this specification (rich black should not be used for text because it may cause registration problems).  

Customer Content 

All information, data, text, photographs, graphics, messages or other materials are the sole responsibility of the person from which the content originated. By uploading your text and artwork you, the customer, agree to be held entirely responsible for all the content that you send, upload, transmit, or post to GDM. Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content.  

You agree not to use our services to send, upload, post, print or otherwise transmit any Content that contains (i) child pornography or anything indecent, obscene, lewd, lascivious, filthy or vile; (ii) a threat to kidnap or injure a person, a threat to injure the personal property or reputation of another person, a threat to accuse any person of a crime, a threat to inform another that a person has violated any law of the United States, or a threat of blackmail; (iii) any matter advocating or urging treason, insurrection, or forcible resistance to any law of the United States; (iv) any defamatory remarks directed at any other person or company; or (v) any content that infringes the intellectual property rights or other proprietary rights of GDM or any third party.  

Graphics Design Media does not control the content provided by customers and does not guarantee the accuracy, integrity or quality of the Content. Under no circumstances will GDM be liable to you in any way for any content you may be exposed to that you may find offensive, indecent or objectionable.  

You acknowledge that GDM does not pre-screen content, but that we have the right (but not the obligation) in our sole discretion to remove or reject any content that violates the terms of service or may otherwise be objectionable.  

You further acknowledge and agree that GDM may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the terms of service; (c) respond to claims that the Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of GDM, its users and the public. 

Graphic Design Services 

By ordering and using our graphic design services, you, the customer, agree that all designs created and revised by employees of Graphics Design Media are the sole intellectual property of Graphics Design Media.  Therefore, this artwork cannot be released to the customer unless there is a written agreement with payment provided to compensate Graphics Design Media for releasing its intellectual property and/or transferring over copyright rights. There is a required monetary charge for “giving” the customer their artwork. 

Reproductions of Currency 

The law specifically restricts photographs or other printed reproductions of paper currency, checks, bonds, revenue stamps and securities of the United States and foreign governments.  The Counterfeit Detection Act of 1992, Public Law 102-550, in Section 411 of Title 31 of the Code of Federal Regulations, places the following restrictions on U.S. Currency illustrations: 

Color Reproductions  

Section 411 of Title 31 of the Code of Federal Regulations permits the printing, publishing or importation, or the making or importation of the necessary plates or items for such printing or publication, of color illustrations of U.S. currency provided that:  

1. The illustration must be of a size less than three-fourths or more than one and one-half, in linear dimension, of each part of any matter so illustrated; 

2. The illustration must be one sided; and 

3. All negatives, plates, digitized storage medium, graphic files, magnetic medium, optical storage devices, and any other thing used in the making of the illustration that contain an image of the illustration or any part thereof shall be destroyed and or deleted or erased after their final use in accordance with this section.  

Black and White Reproductions 

Title 18, United States Code, Section 504 permits black and white reproductions of currency and other obligations, provided such reproductions meet the size requirement.  

Reference: http://www.bep.treas.gov/document.cfm/18/117 and http://www.treas.gov/usss/money_illustrations.shtml 

The information on this page is based on information presented on the Government Websites referenced above at the time this document was placed online. Check the site (http://www.ustreas.gov/) for updates and changes to the law prior to relying on the information presented here.  

Although we try to check customer artwork for these requirements, we do not guarantee, nor do we take any responsibility if a reprint is required due to customer supplied artwork not meeting legal restrictions. 

PAYMENT 

All prices and amounts given by GDM are in U.S. Dollars (USD), unless otherwise noted.  

If a customer purchases any products or services at GDM, the customer agrees to fully pay for all charges, including taxes and shipping/handling fees, by credit card or with an approved payment method BEFORE we complete an order. We will not start working on a print job until we have received the full payment. No exceptions besides on “Cash Pick-Up” projects. On “Cash Pick Up” projects, the artwork will not be given to the customer until payment is received in full. No prints leave the building without payment. 

Once a print job has been approved by the customer, no changes are allowed to the artwork files, job characteristics, or printing turnaround time. After a print job has been sent to our prepress department, the customer is responsible for paying the entire amount of that print job along with applicable taxes and shipping/handling fees, unless otherwise agreed upon in advance.  

CHARGEBACK POLICY 

Customer agrees and understands that the charges on a credit card or for any check given to Graphics Design Media and any items purchased through Graphics Design Media are irrevocable, undisputable and may not be charged back, contested or challenged now or in the future, doing so is a material breach of this agreement for which Graphics Design Media would be entitled to attorney fees, costs and fees associated with addressing a chargeback in addition to the amount challenged. Should Customer not pay the amount submitted to by GDM for the cost of the chargeback within 30 days after GDM has submitted its amount of cost due to Customer contesting a charge, the charges will be turned over to a collection agency. GDM shall have at its sole disposal any other legal remedy it independently chooses to pursue any collection against Customer for the cost of the chargeback. Customer further agrees that proof of purchase by Graphics Design Media is all that is necessary to establish to the credit card agency or banking institution to deny a chargeback to Customer. No chargebacks will be accepted by GDM under any circumstances. 

Sales Tax Policy 

GDM charges Nevada State Sales tax based on all orders unless you are tax exempt. If you are tax exempt, you need to send or fax to us your tax exemption certificate at the time of order. 

Job Cancellation & Printing Downgrade 

A processing fee equal to 15% of the total order amount (minimum of $15) will be charged for each job cancellation and printing downgrade (downgrade in quantity, paper stock, and shipping) if it is requested BEFORE it is sent to the press.  Once an order has been sent to the press and/or work has been started, the job CANNOT be changed (job cancellation and printing downgrade not allowed) and there will be NO REFUNDS. 

Refund Policy 

All sales are final. Since we customize each order according to your file and exact specifications, no refunds will be given once GDM starts working on your order. Usually, work will begin within two weeks of payment and all files have been received. In the event that we have not started working on a specific order or it has not been sent to the press yet, we may allow a partial refund subject to the cancellation processing fee referenced in the paragraph above. However, any labor hours (proofs, graphic design, etc.) or administrative fees (credit card fees, etc.) will be subtracted from your refund. We will not accept any refund requests after 7 days from the date you placed the order. 

Limit of Liability 

Customers must notify GDM within 30 business days of the date of delivery or date of pick-up of any defects discovered in the printed product. 100% of the product must be returned to GDM at the customer’s expense within 30 days from the date of delivery or date or pick-up. If we accept the claim as valid, GDM will reprint the order and ship it back at no cost to the customer.  Charges to rush print are non-refundable. GDM assumes no liability beyond the price of your order.   

Errors that we are not responsible for include, but are not limited to:  Any spelling, graphics, grammar, punctuation, bleed, orientation/alignment, folding mistakes that are approved by the customer.  We are not responsible for damaged fonts, wrong cuts, die lines, crop marks, transparency, overprint, cracks on folds, or finished product size because these inconsistencies are inherent to the printing process. 

Each order placed through GDM is a contract between the customer making the order and GDM. The fact that you have made an order on behalf of a third party does not absolve you of liability to GDM.  Any decision by a third party not to accept printed items or to cancel the order with you does not affect your liability to GDM. 

Marketing Promotions and Discounts 

Please Note: All prices and specifications are subject to change without notice. No adjustments will be made after an order is placed. Always call or email for updated prices. Special Offers are not valid for previous purchases before the promotion start date or after the promotion expiration date. Our promotions apply to printing charges only.  Custom quotes, mailing postage, shipping charges and sales tax, etc. are excluded from our discounted offers. Multiple promotions and discounts cannot be combined. 

TURNAROUND TIME 

Turnaround time on printing orders begins once full payment has been received for your order, AND your print-ready files have been uploaded to your Customer File, attached to your printing job, and approved for printing.  

For printing jobs that do not have complete digital source files provided or have submitted files that are not print-ready (and causes a delay), printing turnaround begins when we have your print-ready file(s), not from when the order was first submitted.   

All turnaround times are based on business days and office hours: Monday through Thursday 10am – 12am Pacific Standard Time (PST), excluding all national and federal holidays.  

All PRINT-ONLY jobs with standard turnaround times submitted and approved before noon PST on any given working business day will begin production (day 1 of turnaround time) that day.  If the order is submitted and approved after noon PST on any business day, the job will begin production (day 1 of turnaround time) the following business day. If the job is submitted and approved on a weekend, the job will begin production on the next business day. There is no guaranteed turnaround time if a job requires custom design. 

The estimated production turnaround by Graphics Design Media is based on the typical number of hours or days that a print job requires to complete under normal circumstances, excluding Saturdays, Sundays and holidays. GDM does not do production on Saturdays, Sundays and holidays, so these days are not considered when calculating printing turnaround time. 

In addition, while Production Turnaround includes printing, cutting, and binding, it does not include mailing or shipping transit times.  If you are having the order shipped, you should allow additional business days for delivery based on the shipping method you select. GDM is NOT responsible for lost, damaged, or late shipments caused by the mail carrier. 

Annual Graphics Design Media non-production dates:  New Years day on January 1, Memorial Day on the last Monday in May, Independence Day on July 4, Labor Day on the first Monday in September, Thanksgiving on the fourth Thursday & Friday in November, Christmas on December 25. 

Time-Sensitive Jobs 

We will not refund a job based on turnaround time.  If you have a time-sensitive job, please be sure to notify customer service. It is the responsibility of the customer to let Graphics Design Media if and when a job is due. Cancellation of a job based on turnaround time is permitted ONLY if the Office Manager agrees to these terms in writing as a condition when the customer places the order. For same-day and rush printing orders, there will be a minimum charge of $50 to rush the job depending on the size and work required. 

Low Quality Artwork 

If we deem that submitted artwork is low-quality (i.e. low resolution) which will cause low quality prints, we may put your job ON HOLD until you re-submit and re-approve new artwork.  This time is NOT INCLUDED in the turnaround time.  Furthermore, the customer is 100% responsible if the artwork they submit is low quality, and in turn, the products produced are low-quality. 

Rush Options 

For rush orders, orders and files must be submitted by NOON PST (3 pm EST) for that day to count as the first day in the Turnaround Time.  If you submit after NOON PST, the first day of the Turnaround Time will be the next business day. 

OVERPRINT and UNDERPRINT POLICY 

 Due to our gang-run method of production that GDM uses (printing several print jobs together on the same print run, thus spreading the cost of printing amongst all jobs on the form to lower the cost for our customers), we cannot guarantee that every order will be the exact number of items ordered. More often than not, the quantity will be OVER the requested amount. 

We can only guarantee that the quantity printed will be within plus or minus 10% of the quantity ordered.  If the order given is short an amount that exceeds 10% of the quantity ordered, we will prorate that credit for the next reorder. 

SHIPPING 

No refund on shipping charges will be allowed on any job once it has shipped.   

Graphics Design Media ships jobs via USPS.  Our responsibility is limited to preparing your printing order and delivering it to USPS for delivery.   

Once a package is shipped, GDM is not responsible and will not be liable for late or damaged packages during the shipping process.   

Please keep in mind that shipping transit time is based on the number of business days in transit and does not include weekends, holidays, or the day the package is picked up by USPS.  Arrival dates are only estimates because they can be subject to unforeseen delays in transit.  

GDM is not responsible for any delays in shipping and we will not upgrade the shipping method to accommodate a missed estimated ship date. Customers may feel free to upgrade the shipping method before we ship at their own expense. 

If a package is not delivered due to an error made by the customer in submitting the proper shipping address, GDM will reship the package with corrected address and charge an additional non-refundable shipping/handling fee for the shipment. 

PICK-UP ORDERS 

Pick-up orders will be kept for 30 days from the delivery of the pick-up notification by email.  

If the order has not been picked up from Graphic Design Media’s facility within 30 days, it will be shipped directly to the customer, and customer will be billed for applicable shipping charges; however, we cannot ship to P.O. Boxes or APO/FPO. If there is no address on file for the customer, the item will be destroyed. If the customer then comes after the 30 day period to pick up, they will be asked to pay a 20% reprinting fee to cover the cost of the material and print time. Customer may also have to wait an additional day to allow for reprint time on larger jobs. 

PRODUCT RIGHTS 

GDM reserves the right to show customers samples of any products we have printed and/or designed. 

RIGHT TO REFUSE SERVICE 

GDM reserves the right to cancel or otherwise refuse print jobs it deems are obscene or offensive, including but not limited to pornographic materials. GDM reserves the right to charge the customer for services rendered up to the point that the job was cancelled. Graphics Design Media also reserves the right to refuse service to ANY customer without providing a reason.  

GENERAL TERMS AND CONDITIONS 

Copyright Notice 

You, the User, acknowledge that all content created by GDM, including without limitation, the information, data, software, photographs, graphs, typefaces, graphics, images, illustrations, maps, designs, icons, written and other material and compilations are intellectual property and copyrighted works of Graphics Design Media or its subsidiaries, or the copyrighted property of parties from whom Graphics Design Media has licensed such property, without the written consent of Select Graphic and Printing, Inc. and/or its various third-party providers. It is strictly prohibited to use, copy, reproduce, republish, upload, post, or transmit any content to or from GDM, in all forms, media and technologies. It is also prohibited to use any robot, spider, or other automatic device, or manual process to monitor or copy our Web pages or the content contained therein without prior written permission of the owner. 

You may not use, copy, reproduce, republish, upload, post, transmit, distribute, or modify any trademarks, service marks, or logos (including words, names, and designs) that are not owned by you or licensed to you onto materials and merchandise to be printed with GDM printing services. You shall not use unlicensed copyrighted materials from photographers, artists, publishers, composers, writers, and other authors of original works where the copyright owner’s exclusive rights prohibit the reproduction of any original work. GDM policy strictly prohibits the use of highly explicit language or pornography on printed materials and merchandise. 

Governing Law 

GDM is operated within and under the Laws of the State of Nevada. As such, the laws of the State of California will govern the Terms of Use of this Website and any business conducted thereby.  If you choose to use our services, you also agree to do so subject to the Laws of the State of Nevada. We make no representation that our website or other services are appropriate, legal or available for use in other locations. You consent to the exclusive jurisdiction and venue of the courts located in Clark County, Nevada for all disputes arising out of or relating to the Terms and Conditions and use of our services.  

The user assumes all knowledge and understanding of applicable law and is responsible for compliance with any such laws. Users may not use GDM’s services to transmit any material that violates applicable state, federal, or international laws, regulations or other government requirements in any way.  

Indemnification 

You agree to defend, indemnify and hold harmless Graphics Design Media., their employees and affiliates against any and all claims, damages, legal fees, costs and expenses arising from or related to your use of the our services or related to customer-submitted content. You also certify that you own rights to or have a license for the content or image(s) being used in your order. 

Transfer of Title 

Once GDM ships the order, the customer agrees that ownership and responsibility of the printed products transfer to the customer.  This means that the risk of loss and title for such items pass to you upon our delivery to the carrier.  

For any product that is to be provided to the customer in an electronic format, the customer agrees that delivery of such product shall be deemed to have occurred at the time we transmit the product via email or other electronic communication addressed to the customer.  

Disclaimer of Warranties 

GDM makes no representations or warranties of any kind, express or implied, regarding the use or the results of the use of our services in terms of correctness, accuracy, reliability, etc. to the fullest extent permitted by applicable law.  GDM also will not be liable for any interruptions in the availability or use of our services.  

Limitation of Liability 

In no event shall Graphics Design Media, its vendors, employees, or affiliates be liable for any injury, death, loss, claim, accident, delay, or any other direct, indirect, consequential, or incidental damages resulting from loss of use, data or profits, arising out of or related to our services, or the information contained within within our location, whether such damages arise in contract, negligence, tort, under statute, in equity, at law, or otherwise, even if we have been advised of the possibility of such damages. In no event shall Graphics Design Media be liable for any damages or consequences arising from or related to your inappropriate or unauthorized use of our services or our content. 

Attorney’s Fees 

If a suit, action, arbitration or other proceeding of any nature whatsoever is instituted in connection with any controversy arising out of this Agreement or to interpret or enforce any rights under this Agreement, the prevailing party shall have the right to collect from the other party its reasonable costs and necessary disbursements and attorneys’ fees incurred in enforcing this Agreement. 

Email Notifications 

By creating an account or purchasing an order through GDM, you agree to receive emails related to the status of your account or purchase order, including job status changes, job shipment, or job related warnings such as delays or art issues. You cannot unsubscribe to or deny these emails because they are necessary to facilitate communication between GDM and its customers.   

You agree to promptly update your customer information (if applicable) in order to keep it current, complete and accurate. GDM is not responsible for email notifications that are redirected or not received in the inbox due to an incorrect email provided by the customer, or customer’s email filter settings that do not allow acceptance of our emails, or any other technical difficulties beyond our control.  

E-mail notifications are provided as a courtesy to the customer, however, it remains the customer’s responsibility to check their email or contact a Customer Service Representative for the status on their order.  

Periodic newsletters, product specials, promotions, sales, coupons and time-sensitive offers are only sent to those who sign up to receive our newsletter and provide their email addresses.  You have the option to unsubscribe from these services at any time.  

Use Restriction 

You may only use GDM to make legitimate requests to purchase the products or services offered and shall not use GDM to make any speculative, false or fraudulent requests. You may not use robots or other automated means to access our services, unless specifically permitted by GDM. You represent that you are of sufficient legal age to create binding legal obligations for any liability you may incur as a result of your use of this Site.  

It is a violation of law to place a request in a false name or with an invalid credit card. Please be aware that even if you do not give us your real name, your web browser sends a unique Internet address to us that can be used by law enforcement officials to identify you. Fraudulent users may be prosecuted to the fullest extent of the law. 

User Feedback 

All comments, feedback, suggestions and ideas submitted, copied, or sent to our email address become and remain the exclusive property of GDM. You relinquish all rights to such comments, feedback, suggestions, and ideas. These may be used and quoted by GDM in any medium for any purpose anywhere without obtaining your consent. GDM is not obligated to pay the person who commented any compensation for any of the comments submitted if we choose to publish the comments and the first name and first initial of the last name of the person who commented. You agree you will be solely responsible for the content of any comments you make. 

Modifications/Termination of Usage 

GDM reserves the right to modify or discontinue the Service with or without notice to the user. GDM shall not be liable to users or any third party should it exercise its right to modify or discontinue the Service. User acknowledges and accepts that GDM does not guarantee continuous, uninterrupted access to our services, and operation of our location may be interfered with or adversely affected by numerous factors or circumstances outside of our control. 

Terms of Agreement 

The user understands and agrees to follow these Terms and Conditions, together with the Privacy Policy.  This agreement is between the user, Graphics Design Media and it supersedes any prior understandings or agreements (whether oral or written) regarding the subject matter, and may not be amended or modified unless in writing and available on this Site. If any provision of this Agreement is found to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired and shall remain valid and enforceable to the maximum extent possible.