EdgePeak Consulting, LLC Terms of Service
Last updated May 10, 2015
EdgePeak Consulting, LLC (“we” or “our”) provides services through our website (the “Services”). Please read the following terms of service (“Terms of Service”) carefully. These Terms of Service govern your access to and use of the Services and set forth the legally binding terms for your use of the Services.
YOU ACKNOWLEDGE AND AGREE THAT BY ACCESSING OR USING THE SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE, AND AGREE TO OUR PRIVACY POLICY AS DESCRIBED BELOW. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SERVICES.
Modification
We reserve the right, at our sole discretion, to modify, discontinue or terminate the Services, including any portion thereof, or to modify these Terms of Service, at any time and without prior notice. If we modify these Terms of Service, we will update the “Last Updated Date” above and post the modification on our website. By continuing to access or use the Services after we have posted a modification to these Terms of Service or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms of Service. If the modified Terms of Service are not acceptable to you, your only recourse is to cease using the Services.
Privacy
See our Privacy Policy at www.edgepeakllc.com/privacy-policy/ for information and notices concerning our collection and use of your personal information. If you have any questions about our Privacy Policy, please contact us at info@edgepeakllc.com. By accessing the Services you are agreeing to the terms of our Privacy Policy.
Ownership
The Services and content made available through the Services (“Content”) are protected by copyright, trademark, and other laws of the United States and foreign countries. Except as expressly provided in these Terms of Service, we and our licensors exclusively own all right, title and interest in and to the Services and Content, including all associated intellectual property rights. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content.
License
Subject to your compliance with the terms and conditions of these Terms of Service, we grant you a limited, non-exclusive, non-transferable license (without the right to sublicense) to access, use, view, download and print, where applicable, the Services and any Content solely for your own purposes. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services or Content, except as expressly permitted in these Terms of Service. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by us or our licensors, except for the licenses and rights expressly granted in these Terms of Service.
General Prohibitions
You agree not to do any of the following while using the Services or Content:
- Access, tamper with, or use non-public areas of the Services, our computer systems, or the technical delivery systems of our providers;
- Attempt to probe, scan, or test the vulnerability of any aspect of our system or network or breach any security or authentication measures;
- Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by us or any of our providers or any other third party (including another user) to protect the Services or Content;
- Attempt to access or search the Services or Content or download Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than generally available third party web browsers (such as Google Chrome, Microsoft Internet Explorer, Mozilla Firefox, Safari or Opera) or generally available mobile devices (such as the iPad or iPhone);
- Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
- Use any meta tags or other hidden text or metadata utilizing our trademark, logo URL or product name without our express written consent;
- Use the Services or Content for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms of Service;
- Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services or Content to send altered, deceptive or false source-identifying information;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or Content;
- Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading,
- flooding, spamming, or mail-bombing the Services;
- Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
- Impersonate or misrepresent your affiliation with any person or entity; Violate any applicable law or regulation; or
- Encourage or enable any other individual to do any of the foregoing.
We will have the right to investigate and prosecute violations of any of the above, including intellectual property rights infringement and Services security issues, to the fullest extent of the law. We may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms of Service. You acknowledge that we have no obligation to monitor your access to or use of the Services or Content, but we do have the right to do so for the purpose of operating the Services, to ensure your compliance with these Terms of Service, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. We reserve the right, at any time and without prior notice, to remove or disable access to any Content, that we, in our sole discretion, considers to be in violation of these Terms of Service or otherwise harmful to the Services.
Links
The Services may contain links to third-party websites or resources. You acknowledge and agree that we are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by us of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
Surveys
From time to time, we may make various surveys (“Surveys”) available to you through the Services. Surveys are conducted for the benefit of us and our clients who have requested that we conduct certain market research for particular products or services. Survey instructions will be provided along with each Survey. We reserve the right to accept or reject completed Surveys at any time. There is no compensation provided in connection with the completion of Surveys, although we may provide incentive prizes in which case the following prize rules will apply: www.edgepeakllc.com/survey-drawing-rules/. All information that is provided to us via Surveys is our property.
Cancellation
Without limiting other remedies, we may at any time refuse to provide access to the Services. In addition, we may notify authorities or take any actions it deems appropriate, without notice to you, if we suspect or determine, in our own discretion, that you may have or there is a significant risk that you have (i) failed to comply with any provision of these Terms of Service or any policies or rules established by us; or (ii) engaged in actions relating to or in the course of using the Services that may be illegal or cause liability, harm, embarrassment, harassment, abuse or disruption for you, our users, us or any other third parties or the Services.
Disclaimers
THE SERVICES AND CONTENT ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
WE MAKE NO WARRANTY THAT THE SERVICES, CONTENT OR USER CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE MAKE NO WARRANTY REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES OR CONTENT PURCHASED OR OBTAINED THROUGH THE SERVICES OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SERVICES.
IT IS YOUR SOLE RESPONSIBILTIY TO DETERMINE WHETHER THE SERVICES WILL SATISFY APPLICABLE LEGAL OR REGULATORY REQUIREMENTS THAT MAY APPLY TO YOUR USE OF THE SERVICES.
Indemnity
You agree to defend, indemnify, and hold us, our officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Services or Content, or your violation of these Terms of Service.
Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES AND CONTENT THEREIN REMAINS WITH YOU. NEITHER WE NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES OR CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT THEREIN, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. YOU SPECIFICALLY ACKNOWLEDGE THAT WE ARE NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU. FURTHER, WE WILL HAVE NO LIABILITY TO YOU OR TO ANY THIRD PARTY FOR ANY USER CONTENT OR THIRD-PARTY CONTENT UPLOADED ONTO OR DOWNLOADED THROUGH THE SERVICES.
IN NO EVENT WILL OUR AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF SERVICE OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT THEREIN EXCEED $1.00. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
Proprietary Rights Notices
All trademarks, service marks, logos, trade names and any other proprietary designations of us used herein are trademarks or registered trademarks of ours. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
Controlling Law and Jurisdiction
These Terms of Service and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions. The exclusive jurisdiction and venue of any action with respect to the subject matter of these Terms of Service will be the courts having jurisdiction over disputes arising in Santa Clara County, California, and each of the parties hereto waives any objection to jurisdiction and venue in such courts.
YOU AGREE THAT IF YOU WANT TO SUE US, YOU MUST FILE YOUR LAWSUIT WITHIN ONE YEAR AFTER THE EVENT THAT GAVE RISE TO YOUR LAWSUIT. OTHERWISE, YOUR LAWSUIT WILL BE PERMANENTLY BARRED.
Entire Agreement
These Terms of Service constitute the entire and exclusive understanding and agreement between us and you regarding the Services and Content, and these Terms of Service supersede and replace any and all prior oral or written understandings or agreements between us and you regarding the Services and Content.
Assignment
You may not assign or transfer these Terms of Service, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms of Service, without such consent, will be null and of no effect. We may freely assign these Terms of Service. Subject to the foregoing, these Terms of Service will bind and inure to the benefit of the parties, their successors and permitted assigns.
Notices
You consent to the use of: (i) electronic means to complete these Terms of Service and to deliver any notices or other communications permitted or required hereunder; and (ii) electronic records to store information related to these Terms of Service or your use of the Services. Any notices or other communications permitted to required hereunder, including those regarding modifications to these Terms of Service, will be in writing and given: (x) by us via email (in each case to the address that you provide) or (y) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
General
The failure of us to enforce any right or provision of these Terms of Service will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by our duly authorized representative. Except as expressly set forth in these Terms of Service, the exercise by either party of any of its remedies under these Terms of Service will be without prejudice to its other remedies under these Terms of Service or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms of Service invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms of Service will remain in full force and effect.
Contacting Us
If you have any questions about these Terms of Service, please contact us at info@edgepeakllc.com.