This Service is offered by The Compliance Firm, LLC. The following Terms of Service may be modified from time to time. Please check THE COMPLIANCE FIRM WEBSITE TERMS OF SERVICE for the most up-to-date version.
BY CLICKING THE “BOOK NOW” BOX, YOU AGREE TO THE FOLLOWING TERMS AND CONDITIONS (THE “AGREEMENT”) GOVERNING YOUR USE OF ONLINE SERVICE, INCLUDING ANY OFFLINE CONNECTORS (COLLECTIVELY, THE “SERVICE”). IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, CLICK CANCEL OR DO NOT USE THE SERVICE. YOUR USE OF THE SERVICE SHALL BE SUBJECT TO THESE TERMS OF SERVICE AS MODIFIED FROM TIME TO TIME.
AGE AND CAPACITY: You represent that you are at least thirteen years of age.
1. DEFINITIONS
In this Agreement, unless the context otherwise requires, the following expressions shall have the meanings indicated below:
“Affiliate” shall mean any corporation, company or other entity that directly or indirectly controls, is controlled by, or is under common control with, The Compliance Firm, LLC;
“Agreement” shall mean this agreement as may be renewed, modified and/or amended from time to time;
“Effective Date” shall mean the date that you click to accept use of the Service;
“Intellectual Property Rights”
shall mean any proprietary right, including but not limited to those provided under: (i) patent law; (ii) copyright law; (iii) trade-mark law; (iv) design patent or industrial design law; (v) semi-conductor chip or mask work law; or (vi) any other statutory provision or common law principle that may provide a right in either: (a) ideas, formulae, algorithms, concepts, inventions, or know-how; or (b) the expression of such ideas, formulae, algorithms, concepts, inventions or know-how.
“Open Source Software” means binary, byte code and source code versions of certain third-party software packages that are used by the Service.
2. PERMITTED USE
Subject to the terms of this Agreement, The Compliance Firm, LLC hereby grants you a limited, personal, non-commercial, non-exclusive, non-sub licensable, non-assignable, right to use the Service, solely for your own internal business purposes. All rights not expressly granted to you in this Agreement are reserved by The Compliance Firm, LLC, its Affiliates and licensors.
You may not access the Service if you are employed or a consultant of a direct competitor of The Compliance Firm, LLC, except with The Compliance Firm, LLC’s prior written consent.
3. YOUR RESPONSIBILITIES
You are responsible for all activity occurring under your account(s) and shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Service, including those related to data privacy, international communications and the transmission of technical or personal data. You shall notify The Compliance Firm, LLC immediately of any unauthorized use of any password or account or any other known or suspected breach of security.
You shall not:
(a) Copy any of the Documentation for any purpose;
(b) Use the Service for commercial purposes. For greater clarity, you may use the Service in your business, but may not resell or otherwise use the Service as part of a commercial offering. In addition, you may not use the Service for commercial time sharing, rental or service bureau use;
(c) Use the Service except as authorized herein.
(d) Use the Service to transmit commercial content, mass unsolicited e-mails (spam) or engage in communications that are defamatory.
4. YOUR CONTENT
As part of your use of the Service, you may submit content such as photos, contact information and links to sites that you own (“Content”). You represent and warrant that any Content submitted by you is accurate and that You have the right to provide such Content to the Service and us. By submitting Content, you hereby grant us a worldwide, perpetual and royalty free license to use such Content for the purpose of Service delivery.
5. PAID SERVICES
This Agreement applies to a free Service. The use of any paid Services, which may be offered by The Compliance Firm, LLC or its Affiliates, is subject to the additional Terms of Service that are published on The Compliance Firm, LLC Website.
6. PROTECTION OF YOUR PERSONAL INFORMATION
The Compliance Firm is committed to respecting Your privacy and the confidentiality of Your personal data. The Compliance Firm Privacy Policy that is published on The Compliance Firm Website at http://www.thecompliancefirm.org/ applies to the collection, use, disclosure and retention of your personal information by The Compliance Firm. The Compliance Firm may store and process Your information on computers that may be located outside Your country and may be subject to the laws of other jurisdictions. BY USING THE SERVICE, YOU ARE DEEMED BY US TO HAVE READ AND UNDERSTOOD THE TERMS OF THE COMPLIANCE FIRM PRIVACY POLICY. IF YOU DO NOT AGREE WITH THE PRIVACY POLICY, YOUR SOLE REMEDY IS TO REFRAIN FROM USING THE SERVICE.
7. INTELLECTUAL PROPERTY OWNERSHIP
The Compliance Firm (and its Affiliates and /or licensors, where applicable) shall own all right, title and interest, including all related Intellectual Property Rights, in and to the Service and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or any other party relating to the Service. This Agreement is not a sale and does not convey to you any rights of ownership in or related to the Service, the underlying technology or the Intellectual Property Rights owned by The Compliance Firm. The Compliance Firm name, the logo, and the product names associated with the Service are trademarks of The Compliance Firm or third parties, and no right or license is granted to use them.
7.1. THIRD PARTY IP
You acknowledge and agree that all Intellectual Property Rights in and to any third party content that may be distributed with the Service is the property of the respective content owners and are subject to separate license agreements and may be protected by intellectual property laws of other jurisdictions.
8. NO WARRANTIES WITH RESPECT TO SCHEDULING
Using the Service enables you to schedule events and meetings with other people who use the Service. THE COMPLIANCE FIRM CANNOT GUARANTEE THAT YOU WILL ALWAYS BE ABLE TO SHARE SCHEDULING INFORMATION WITH OTHER SERVICE USERS, NOR CAN THE COMPLIANCE FIRM GUARANTEE THAT YOU CAN SHARE SCHEDULING INFORMATION WITHOUT DISRUPTIONS, DELAYS OR COMMUNICATION-RELATED FLAWS OR THAT ALL YOUR SCHEDULING INFORMATION SHALL ALWAYS BE DELIVERED TO OTHER SERVICE USERS. THE COMPLIANCE FIRM WILL NOT BE LIABLE FOR ANY SUCH DISRUPTIONS, DELAYS OR OTHER OMISSIONS IN ANY COMMUNICATION EXPERIENCED WHEN USING THE SERVICE. IN ADDITION, THE COMPLIANCE FIRM WILL NOT BE LIABLE FOR ANY ERRORS IN THE SCHEDULING PROCESS.
8.1. NO RESPONSIBILITY FOR CONTENT
You acknowledge and understand that the content of the scheduling information exchanged by the use of the Service is entirely the responsibility of the person from whom such content originated. Therefore, You may be exposed to content that is offensive, harmful to minors, indecent or otherwise objectionable. THE COMPLIANCE FIRM WILL NOT BE LIABLE FOR ANY TYPE OF SCHEDULING INFORMATION EXCHANGED BY MEANS OF THE SERVICE.
9. TERM
This Agreement shall remain in effect from the Effective Date until you cease all use of the Service and / or communicate in writing that you wish to terminate the Agreement.
10. TERMINATION
The Compliance Firm may terminate this Agreement due to your failure to comply with any of the provisions of this Agreement if after thirty (30) days written notice such failure remains uncured. The Compliance Firm may limit or suspend this Agreement and your Use of the Service, prohibit You access to The Compliance Firm Website and/or delete Your User Account, with immediate effect, if The Compliance Firm has reasonable grounds to believe that You are in breach of this Agreement, are otherwise causing problems, are attracting potential liabilities or are otherwise acting inconsistently with the letter or spirit of The Compliance Firm’s policies (including, without limitation, by infringing a third party’s Intellectual Property Rights or by engaging in fraudulent, immoral or illegal activities). The Compliance Firm shall effect such termination by providing notice to you to the email address You have provided, and/or by preventing Your access to the respective User Account. The Compliance Firm reserves the right to cancel User Accounts that have been inactive for more than one (1) year.
11. SURVIVAL
Sections 7 (Intellectual Property), 11 (Survival), 12 (Indemnification), 13 (Disclaimer of Warranties) and 14 (Limitations) of this Agreement shall survive any termination or expiration unless and until waived expressly in writing by the party to whom they are of benefit.
12. INDEMNIFICATION
You agree to indemnify, defend and hold The Compliance Firm, Affiliates and their respective officers, directors, employees and agents harmless from and against any and all liability and costs (including reasonable attorneys’ fees incurred by said parties), in connection with or arising out of Your: (a) violation or breach of any term of this Agreement or any applicable law or regulation, whether or not referenced herein; (b) violation of any rights of any third party; (c) use or misuse of the Service; or (d) scheduling information exchanged by means of the Service.
13. NO WARRANTIES
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED TO YOU “AS IS”. THE COMPLIANCE FIRM MAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABLE QUALITY, SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR TITLE, OR THOSE ARISING BY LAW, STATUTE, USAGE OF TRADE, COURSE OF DEALING OR OTHERWISE. THE COMPLIANCE FIRM DOES NOT REPRESENT OR WARRANT THAT THE SERVICE WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE AND ERROR-FREE OR WILL OPERATE WITHOUT PACKET LOSS, NOR DOES THE COMPLIANCE FIRM WARRANT ANY CONNECTION TO OR TRANSMISSION FROM THE INTERNET.
14. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER THE COMPLIANCE FIRM, ITS AFFILIATES NOR ITS LICENSORS SHALL HAVE ANY LIABILITY TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUE OR PROFIT, LOST OR DAMAGED DATA OR OTHER COMMERCIAL OR ECONOMIC LOSS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR THEY ARE FORESEEABLE.
The Service is being provided to You free of charge. ACCORDINGLY, YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPLIANCE FIRM, ITS AFFILIATES AND ITS LICENSORS SHALL HAVE NO LIABILITY IN CONNECTION WITH OR ARISING FROM YOUR USE OF THE SERVICE FOR ANY REASON AND UPON ANY CAUSE OF ACTION WHATSOEVER, WHETHER IN CONTRACT, WARRANTY OR TORT, EVEN IF THE DAMAGES ARE CAUSED BY BREACH OF CONTRACT OR BY NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT MISREPRESENTATION OR OTHER FAULT OF SUCH PARTY IN CONNECTION WITH THIS AGREEMENT.
YOUR ONLY RIGHT OR REMEDY WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH THE SERVICE IS TO UNINSTALL AND CEASE USE OF SUCH SERVICE.
15. ENTIRE AGREEMENT
This Agreement supersedes all prior representations, arrangements, negotiations, understandings and agreements between the Parties, both written and oral, relating to the subject matter hereof and sets forth the entire and complete and exclusive agreement and understanding between the Parties hereto relating to the subject matter hereof. The terms of this Agreement may not be changed except by an amendment signed by an authorized representative of each Party.
If any term or provision of this Agreement is held to be illegal or unenforceable, the validity or enforceability of the remainder of this Agreement shall not be affected.
16. ARBITRATION
In the event of any dispute, controversy or difference arising between the Parties out of or relating to or in connection with this Agreement, or the breach hereof, each Party shall refer the matter to its Representative who will work with his/her counterpart to resolve the dispute in a timely fashion. Any dispute that is not resolved at this level within thirty (30) days shall be finally settled by arbitration in State of Utah in accordance with the National Arbitration Rules of the ADR Institute of United States of America or in such other forum and in accordance with such other rules as agreed to by the Parties in writing. In any arbitration proceeding, the Parties shall bear their respective costs of arbitration, including, without limitation, legal fees, unless an arbitration decision shall specifically state otherwise. The arbitration results shall be binding upon the Parties and subject to the provisions of confidentiality herein. Nothing shall prevent either Party from exercising its rights to equitable relief to restrain infringement of intellectual property or breach of confidential information at any time.
17. CHOICE OF LAW
This Agreement and the rights and obligations of the Parties under this Agreement shall be governed by, and construed in accordance with, the laws of the state of Utah and the federal laws of the United States of America applicable therein. This Agreement expressly excludes that body of law applicable to choice of law and the United Nations Convention on Contracts for the International Sale of Goods and any legislation implementing such Convention, if otherwise applicable. The Parties hereby attorn to the exclusive jurisdiction of the courts of the State of Utah for any legal proceedings arising out of this Agreement to the extent that it is not covered by Section 16 (Arbitration).