Acceptance of Terms. By using the Site, you agree to the terms of this Agreement and to any additional terms, conditions, rules and guidelines that we post on the Site, or otherwise make available to you. You can determine when we last changed this Agreement by referring to the last updated legend above. Your use of the Site following any changes to this Agreement will constitute your acceptance of those changes. We may, at any time and without liability, modify or discontinue all or part of the Site; refuse to provide any user with access to the Site; charge, modify or waive any fees required to use the Site; or offer opportunities to some or all Site users.
Jurisdiction. The Site is controlled and/or operated from the United States, and is not intended to subject us to non-U.S. jurisdiction or laws. The Site may not be appropriate or available for use in some jurisdictions outside of the United States. If you use the Site, you do so at your own risk, and you are responsible for complying with all local laws, rules and regulations.
No Business or Investing Advice. We provide users of the Site with access to general information about us, and to related materials and services, including: (a) information and other materials such as newsletters, blogs, articles, professional profiles, event details, videos, photos, text, data and other similar content; and (b) links to third-party websites (collectively, the “Services”).
Information You Submit Through the Site. You represent and warrant that all information you provide in connection with the Site is and will remain true, accurate and complete, and you will maintain and update such information regularly as needed. If you choose to make any of your personally identifiable or other information publicly available on, through or in connection with the Site, you do so at your own risk. Submitting information via the Contact page of the Site is not considered making information publicly available.
Rules of Conduct. While using the Site you must comply with all applicable laws, rules and regulations. Your use of the Site is conditioned on your compliance with the rules of conduct set forth in this Section 5; your failure to comply with such rules may result in termination of your right to use the Site pursuant to Section 13 below. You agree that you will not:
– Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with any person or entity, or express or imply that we endorse any statement you make.
– Interfere with or disrupt the operation of the Site or the servers or networks used to make the Site available, including by hacking or defacing any portions of the Site; or violate any requirements, procedures, policies or regulations of such servers or networks.
– Post, transmit or otherwise make available through or in connection with the Site any virus, worm, Trojan horse, Easter egg, time bomb, spyware, or other computer code, file or program that is or is potentially harmful or invasive or that may or is intended to damage or hijack the operation of, or to monitor the use of, any hardware, software or equipment (each, a “Virus”).
– Restrict or inhibit any other person from using the Site (including by hacking or defacing any portion of the Site).
– Reproduce, duplicate, copy, modify, adapt, translate, create derivative works of, sell, resell, lease, loan or otherwise exploit any portion of, use of or access to the Site, without our express prior written consent.
– Reverse engineer, decompile or disassemble any portion of the Site, except where such restriction is expressly prohibited by applicable law.
– Remove any copyright, trademark or other proprietary rights notice from the Site or materials originating from the Site.
– Frame or mirror any part of the Site, or otherwise incorporate any portion of the Site into any product or service, without our express prior written consent.
– Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine,” or in any way gather Site content or reproduce or circumvent the navigational structure or presentation of the Site without our express prior written consent.
License. Site visitors may make available certain materials (each, a “Submission”) through or in connection with the Site. For purposes of clarity, you retain ownership of your Submissions. For each Submission, you hereby grant to us a worldwide, royalty-free, fully paid-up, non-exclusive, perpetual, irrevocable, transferable and fully sublicensable (through multiple tiers) license, without additional consideration to you or any third party, to reproduce, distribute, perform and display (publicly or otherwise), create derivative works of, adapt, modify and otherwise use, analyze and exploit such Submission, in any format or media now known or hereafter developed, and for any purpose (including promotional purposes, such as testimonials).
In addition, if you provide to us any ideas, proposals, suggestions or other materials (“Feedback”), whether related to the Site or otherwise, such Feedback will be deemed a Submission, and you hereby acknowledge and agree that such Feedback is not confidential, and that your provision of such Feedback is gratuitous, unsolicited and without restriction, and does not place us under any fiduciary or other obligation.
You represent and warrant that you have all rights necessary to grant the licenses granted in this Section 6, and that your Submissions, and your provision thereof through and in connection with the Site, are complete and accurate, and are not fraudulent, tortious or otherwise in violation of any applicable law or any right of any third party. You further irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding each Submission that you may have under any applicable law under any legal theory.
Your Rights. Subject to your compliance with this Agreement, and solely for so long as you are permitted by us to use the Site, you may view copies of any portion of the Site to which we provide you access under this Agreement, on your devices, solely for your personal, non-commercial use.
Our Proprietary Rights. As between you and us, we own the Site, including all information, materials and other Services available through the Site. The Site may be protected by copyright, trademark, patent and/or other proprietary rights and laws.
Our trade names, trademarks and service marks include EXPEDITED CLIMB, EXPEDITED CLIMB CAPITAL, and any associated trademarks, service marks, and logos. All trade names, trademarks, service marks and logos on the Site not owned by us are the property of their respective owners. You may not use our trade names, trademarks, service marks or logos in connection with any product or service that is not ours, or in any manner that is likely to cause confusion. Nothing contained on the Site should be construed as granting any license or right to use any trade names, trademarks, service marks or logos without express prior written consent of the owner.
Third Party Materials; Links. Certain Site functionality may make available access to information, products, services and other materials made available by third parties, including Submissions (“Third Party Materials”), or allow for the routing or transmission of such Third Party Materials, including via links. By using such functionality, you are directing us to access, route and transmit to you the applicable Third Party Materials.
We are not responsible for and do not control or endorse any Third Party Materials, including the accuracy, validity, timeliness, completeness, reliability, integrity, quality, legality, usefulness or safety of Third Party Materials, or any intellectual property rights therein. Certain Third Party Materials may, among other things, be inaccurate, misleading or deceptive. Nothing in this Agreement shall be deemed to be a representation or warranty by us with respect to any Third Party Materials. We have no obligation to monitor Third Party Materials. YOUR USE OF THIRD-PARTY MATERIALS IS AT YOUR OWN RISK AND IS SUBJECT TO ANY ADDITIONAL TERMS, CONDITIONS AND POLICIES APPLICABLE TO SUCH THIRD PARTY MATERIALS.
Other sites may link to the Site with or without our authorization; no such linking implies our endorsement of, or our affiliation with, any such site, and we may block any links to or from the Site at any time. Additionally, we may provide tools to allow you to link to the Site directly from a third-party site; if you do link to the Site (whether using such tools or otherwise), you agree that you will disable and remove any such link promptly upon our request.
Disclaimer of Warranties. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW: (A) THE SITE AND ANY SERVICES, THIRD PARTY MATERIALS AND OTHER INFORMATION AND MATERIALS MADE AVAILABLE THROUGH OR IN CONNECTION WITH THE SITE ARE PROVIDED TO YOU ON AN “AS IS,” “WHERE IS” AND “WHERE AVAILABLE” BASIS, WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY; AND (B) WE DISCLAIM ALL REPRESENTATIONS, WARRANTIES, TERMS AND CONDITIONS WITH RESPECT TO THE SITE AND ANY SERVICES, THIRD PARTY MATERIALS AND OTHER INFORMATION AND MATERIALS MADE AVAILABLE THROUGH OR IN CONNECTION WITH THE SITE, INCLUDING THE REPRESENTATIONS AND WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT AND TITLE. ALL DISCLAIMERS OF ANY KIND (INCLUDING IN THIS SECTION 10 AND ELSEWHERE IN THIS AGREEMENT) ARE MADE FOR THE BENEFIT OF US AND OUR AFFILIATED AND ASSOCIATED ENTITIES, AND OUR AND THEIR RESPECTIVE PARTNERS, MEMBERS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, AFFILIATES, AGENTS, REPRESENTATIVES, LICENSORS, SUPPLIERS AND SERVICE PROVIDERS (COLLECTIVELY, THE “AFFILIATED ENTITIES”), AND OUR AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS.
WE MAKE NO REPRESENTATION OR WARRANTY THAT THE SITE (OR ANY PART THEREOF) WILL BE ACCURATE, COMPLETE OR ERROR-FREE, NOR THAT ANY PARTICULAR SOFTWARE OR HARDWARE, WILL BE COMPATIBLE WITH THE SITE, AND YOU HEREBY AGREE THAT IT IS YOUR SOLE RESPONSIBILITY TO (A) OBTAIN AND PAY FOR ANY SOFTWARE, HARDWARE AND SERVICES (INCLUDING INTERNET CONNECTIVITY) NEEDED TO ACCESS AND USE THE SITE, AND (B) ENSURE THAT ANY SOFTWARE, HARDWARE AND SERVICES THAT YOU USE WILL FUNCTION CORRECTLY WITH THE SITE. YOU AGREE THAT YOU MUST EVALUATE, AND THAT YOU BEAR ALL RISKS ASSOCIATED WITH, THE USE OF THE SITE, INCLUDING ANY RELIANCE ON THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION OR MATERIALS MADE AVAILABLE THROUGH OR IN CONNECTION WITH THE SITE.
Limitation of Liability. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW: (A) WE WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND, UNDER ANY CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHER THEORY, NOR FOR ANY DAMAGES FOR LOSS OF PROFITS, LOSS OF USE, LOSS OF DATA, LOSS OF OTHER INTANGIBLES, LOSS OF SECURITY OF SUBMISSIONS, OR UNAUTHORIZED INTERCEPTION OF ANY SUBMISSIONS BY THIRD PARTIES, EVEN IF ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES; (B) WITHOUT LIMITING THE FOREGOING, WE WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND RESULTING FROM YOUR USE OF OR INABILITY TO USE THE SITE OR FROM ANY SERVICES, THIRD PARTY MATERIALS OR OTHER INFORMATION OR MATERIALS ON THE SITE, INCLUDING FROM ANY VIRUS THAT MAY BE TRANSMITTED IN CONNECTION THEREWITH; (C) YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SITE OR ANY SERVICES, THIRD PARTY MATERIALS OR OTHER INFORMATION OR MATERIALS MADE AVAILABLE THROUGH OR IN CONNECTION WITH THE SITE IS TO STOP USING THE SITE; AND (D) OUR MAXIMUM AGGREGATE LIABILITY FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE SHALL BE THE GREATER OF (i) THE TOTAL AMOUNT, IF ANY, PAID BY YOU TO US TO ACCESS AND USE THE SITE, AND (ii) ONE U.S. DOLLAR ($1.00). ALL LIMITATIONS OF LIABILITY OF ANY KIND (INCLUDING IN THIS SECTION 11 AND ELSEWHERE IN THIS AGREEMENT) ARE MADE ON BEHALF OF US AND OUR AFFILIATED ENTITIES, AND OUR AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS.
IT IS POSSIBLE THAT APPLICABLE LAW MAY NOT ALLOW FOR LIMITATIONS ON CERTAIN IMPLIED WARRANTIES OR EXCLUSIONS OR LIMITATIONS OF CERTAIN DAMAGES; SOLELY TO THE EXTENT THAT SUCH LAW APPLIES TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. IF APPLICABLE LAW PROHIBITS THE LIMITATION OR EXCLUSION OF A PARTY’S LIABILITY WITH RESPECT TO DEATH OR PERSONAL INJURY CAUSED BY SUCH PARTY’S NEGLIGENCE, FRAUD OR ANY OTHER MATTER, THEN SUCH PARTY’S LIABILITY WILL NOT BE LIMITED OR EXCLUDED TO THE EXTENT OF SUCH PROHIBITION UNDER SUCH APPLICABLE LAW.
Indemnity. To the fullest extent permitted under applicable law, you agree to defend, indemnify and hold us and our Affiliated Entities, and our and their respective successors and assigns, harmless from and against all claims, liabilities, damages, judgments, awards, losses, costs, expenses and fees (including attorneys’ fees) arising out of or relating to (a) any use of, or activities in connection with, the Site (including all Submissions) by or on behalf of you, or using your Site account, or (b) any violation or alleged violation of this Agreement by you.
Termination. This Agreement is effective until terminated. We may, at any time and for any reason (including if we believe that you have violated or acted inconsistently with the letter or spirit of this Agreement), terminate or suspend your access to or use of: the Site or any files, information or materials associated with you. Upon any such termination or suspension, your right to use the Site will immediately cease, and we may, without liability to you or any third party, immediately deactivate or delete any related user name, password and account, and all associated files and information. If we terminate or suspend your use of the Site, you hereby waive any claims against us or our Affiliated Entities with respect to such termination or suspension. We and our Affiliated Entities shall not be liable for any termination or suspension of your access to the Site or to any such files, information or materials, and (except as may be required under mandatory applicable law) shall not be required to make such files, information or materials available to you after any such termination or suspension. We may take steps that we believe are appropriate to enforce or verify compliance with any part of this Agreement (including our right to cooperate with any legal process relating to your use of the Site or any third-party claim that your use of the Site is unlawful or infringes such third party’s rights). Sections 2–6 and 8–16 shall survive any expiration or termination of this Agreement.
Governing Law; Dispute Resolution. If you are a resident of the United States or any claim or dispute in connection with this Agreement or your use of the Site (each, a “Dispute”) arises in connection with your use of (including access to) the Site while in the United States, or if you are an Organization or an individual using the Site on behalf of, or for the benefit of, an Organization, the following will apply: The terms of this Agreement and any applicable Dispute are governed by and shall be construed in accordance with the laws of the United States (including federal arbitration law) and the Commonwealth of Massachusetts, U.S.A., without regard to its principles of conflicts of law or the U.N. Convention on Contracts for the International Sale of Goods. All disputes arising out of or related to this agreement or any aspect of the relationship between you and EXPEDITED CLIMB CAPITAL LLC and AFFILIATED ENTITIES, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, will be resolved through the exclusive jurisdiction of the federal and state courts located in Massachusetts, U.S.A., absent your assent to alternative terms with one of our service providers. You hereby waive any jurisdictional, venue or inconvenient forum objections to such courts.
Copyright Infringement Claims. The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials available on the Site infringe your copyright, you (or your agent) may send Expedited Climb Capital LLC a written notice by mail or the Contact page of this Website requesting that we remove such material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send to Expedited Climb Capital LLC a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for details. Notices and counter-notices must be sent in writing to us as follows: by mail to DMCA Claim C/O Expedited Climb Capital LLC, 23 Main Street, Andover, MA 01810.
Miscellaneous. This Agreement does not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between you and us. If any provision of this Agreement is found to be unlawful, void or for any reason unenforceable, that provision will be deemed severable from this Agreement and will not affect the validity and enforceability of any other provision. You may not assign, transfer, or sublicense any or all of your rights or obligations under this Agreement without our express prior written consent. We may assign, transfer or sublicense any or all of our rights or obligations under this Agreement without restriction. No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is for convenience only, and in no way defines or explains any section or provision. All terms defined in the singular shall have the same meanings when used in the plural, where appropriate and unless otherwise specified. Any use of the term “including” or variations thereof in this Agreement shall be construed as if followed by the phrase “without limitation.” This Agreement hereby incorporates by this reference any additional terms that we post on the Site and, except as otherwise expressly stated herein, this Agreement is the entire Agreement between you and us relating to the subject matter herein and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and us relating to such subject matter. Notices to you may be made via posting to the Site or by e-mail (including in each case via links), or by regular mail, in our discretion.
Without limitation, you agree that a printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. We will not be responsible for failure to fulfill any obligation due to causes beyond our control.
