Terms of Use
By accessing and using any of our websites including any connected mobile application or version thereof (each a "Site"), you agree to be legally bound by these terms (“Terms of Use”) and you represent that you have the legal capacity to be bound by these Terms of Use. The terms "you" and "User" refer to anyone who accesses a Site. These Terms of Use contain terms, conditions, covenants and provisions upon which you may access and use a Site and all content, including, without limitation, text, ratings, opinions, photographs, video, audio, graphics, tools, analytics, functionality, products and information (collectively, the “Content”) displayed and/or otherwise contained on a Site. If at any time you do not agree with the Terms of Use, you will stop accessing and/or using the Site(s) and the Content. Each Site and the Content contained therein is the exclusive property of proveq, LLC. Notwithstanding anything in the Terms of Use to the contrary, your rights to use certain material available on or through each Site may be subject to separate written license agreements with us (“Other Agreements”). In the event you have an Other Agreement to access all or any portion of a Site, including any separately entitled sections of a Site, then the Other Agreement, rather than these Terms of Use, will govern your use of such Site. In the event of a conflict between your Other Agreement and these Terms of Use, the terms and conditions in the Other Agreement shall prevail. We may change these Terms of Use at any time without notice. Changes will be posted on each Site under "Terms of Use". Your access and use of a Site after any changes have been posted will constitute your agreement to the modified Terms of Use and any changes. Therefore, you should read these Terms of Use from time to time to be aware of any such changes.
1. USE OF THE SITE(S)
We grant you a personal, revocable, non-exclusive, non-transferable, limited license to access and use the Site(s) and the Content conditioned upon your compliance with these Terms of Use. The Site(s) and the Content contained therein may be used solely for viewing, ad hoc non-commercial use. You may not license, sublicense, transfer, sell, resell, publish, reproduce and/or otherwise redistribute a Site, including the Content or any component thereof in any manner (including, but not limited to, via or as part of any Internet site). You may not a) use the Content or any portion of the Site as part of any intranet or other internal network; b) create archival or derivative works based on the Content or any portion thereof; or c) modify, reverse-engineer, disassemble, decompile or store any Content or any portion of the Site. You may not use a Site or any Content contained therein, in whole or in part in any manner that either competes or is intended to compete with us, including without limitation, any distribution of any Content or a derivative work based thereon. You may not use a Site for any illegal purpose or in any manner inconsistent with these Terms of Use. We may discontinue or change a Site and any Content contained therein, or their availability to you, at any time without notice. We are not under any obligation to update any Content following publication on a Site. The terms of these Terms of Use will survive any such discontinuation. Narrative Content made available on defipulse.com You may also, on an occasional, ad hoc basis, reproduce, distribute, display or transmit an insubstantial portion of other narrative (non-ratings) content ("Narrative Content"), for a non-commercial purpose and without charge, to a limited number of individuals, provided you include all proprietary rights notices and the our disclaimer with such portion of the Narrative Content in the same form in which the notices and disclaimer appear on the Site, the original source attribution, and the phrase "Used with permission from defipulse.com, a Site of proveq, LLC". However, you may not post Narrative Content from the Site to forums, newsgroups, list serves, mailing lists, electronic bulletin boards, or other Sites, without our prior written consent. To request consent for uses such as linking to Narrative Content or posting Narrative Content on your Web site, please contact us at info@concourseopen.com.
2. INTELLECTUAL PROPERTY RIGHTS AND UNLAWFUL USE
All proprietary rights (including, but not limited to, copyrights, trade secrets, database rights, trademark rights, rights to trade names, service marks and other product and service names and logos) contained within a Site and any and all Content, including, but not limited to, all information, data, ratings and ratings symbology, software, products and documentation contained or included therein, are and shall remain our sole and exclusive property. Each Site and any and all Content contained herein is protected by intellectual property laws. Export Restrictions. We do not in any manner warrant or represent that the materials on a Site, including any Content contained therein, are appropriate or available for use in any particular location. If you choose to access a Site including any Content therein, you do so on your own initiative and you are responsible for compliance with all applicable laws. NOTE: For your protection, we reserve the right to view, monitor, and record activity on the Site to the fullest extent permitted by applicable law. We hereby reserve the right to discontinue access to a Site either with or without notice if we have a reasonable basis to believe that a User is accessing or using any Content in violation of these Terms of Use, in addition to any other available rights and remedies.
3. ANTI-HACKING PROVISIONS
ou expressly agree not to: - use or attempt to use any "deep-link," "scraper," "robot," "bot," "spider," "data-mining," "computer code" or any other automated device, program, tool, algorithm, process, or methodology or manual process having similar processes or functionality, to access, acquire, copy, or monitor any portion of a Site, any Content found on or accessed through a Site, or any User Content without our prior express written consent; - obtain or attempt to obtain through any means any Content on a Site that has not been intentionally made publicly available, either by their public display on a Site or through their accessibility by a visible link on a Site; - violate any measure employed to limit or prevent access to a Site or the Content; - violate the security of a Site or attempt to gain unauthorized access to a Site, the Content, or data, materials, information, computer systems or networks connected to any of our server, through hacking, password mining or any other means; - interfere or attempt to interfere with the proper working of a Site or any activities conducted on or through a Site, including accessing any Content prior to the time that it is intended to be available to the public on a Site; - take or attempt any action that, in our sole discretion, imposes or may impose an unreasonable or disproportionately large load or burden on a Site; - misuse a Site by knowingly introducing viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful.
4. DISCLAIMER AND LIMITATIONS OF LIABILITY
We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our contractors, agents or subcontractors and for fraud or fraudulent misrepresentation. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE, OUR ITS SUPPLIERS DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE AS TO A SITE OR ANY CONTENT, INCLUDING INFORMATION, DATA, SOFTWARE OR PRODUCTS CONTAINED THEREIN, OR THE RESULTS OBTAINED BY THEIR USE OR AS TO THE PERFORMANCE THEREOF. A reference to a particular investment or security, a credit rating or any observation concerning an investment or security provided on a Site is not a recommendation to buy, sell or hold such investment or security or make any other investment decisions and does not address the suitability of any investment or security. Content should not be relied on and is not a substitute for the skill, judgment and your experience or the experience of your advisors and/or clients in making investment and other business decisions. We do not act nor shall be deemed to be acting as a fiduciary in providing a Site or any Content. NEITHER WE NOR ANY OF OUR SUPPLIERS GUARANTEE THE ADEQUACY, ACCURACY, TIMELINESS OR COMPLETENESS OF A SITE, ANY CONTENT OR ANY COMPONENT THEREOF OR ANY COMMUNICATIONS, INCLUDING BUT NOT LIMITED TO ORAL OR WRITTEN COMMUNICATIONS (INCLUDING ELECTRONIC COMMUNICATIONS) OR OUTPUT WITH RESPECT THERETO OR THAT A SITE OR ANY CONTENT WILL BE FREE OF VIRUSES, WORMS OR “TROJAN HORSES”. NEITHER WE NOR ANY OF OUR SUPPLIERS SHALL BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS OR DELAYS IN A SITE, INCLUDING CONTENT. EACH SITE, CONTENT CONTAINED THEREIN AND ANY AND ALL COMPONENTS THEREOF, IS PROVIDED ON AN “AS-IS” BASIS AND YOUR USE OF A SITE AND ANY CONTENT IS AT YOUR OWN RISK. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS OF USE, IN NO EVENT WHATSOEVER SHALL WE OR ANY OF OUR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, TRADING LOSSES OR LOST TIME OR GOOD WILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE. NEITHER WE NOR ANY OF OUR SUPPLIERS SHALL BE LIABLE FOR ANY CLAIMS AGAINST YOU BY THIRD PARTIES. IN THE EVENT THAT LIABILITY IS NEVERTHELESS IMPOSED ON US OR OUR SUPPLIERS, IN NO EVENT SHALL THE MAXIMUM CUMULATIVE LIABILITY OF US AND OUR SUPPLIERS IN CONNECTION WITH A SITE, ANY CONTENT AND/OR THESE TERMS OF USE, REGARDLESS OF THE FORM(S) OF ACTION, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EXCEED ONE HUNDRED DOLLARS (US$100). NO ACTION, REGARDLESS OF FORM, ARISING FROM OR PERTAINING TO YOUR USE OF A SITE OR THE CONTENT MAY BE BROUGHT BY YOU MORE THAN ONE (1) YEAR AFTER SUCH ACTION HAS ACCRUED. You are entirely liable for activities conducted by you or anyone else in connection with your browsing and access to and use of a Site. If you are dissatisfied with a Site or with these Terms of Use, your sole and exclusive remedy is to stop using such Site.
5. LINKS TO OTHER WEB SITES FROM THIS SITE
You may, through hypertext or other computer links, gain access to web sites operated by persons other than us. Such hyperlinks are provided for your reference and convenience only and are the exclusive responsibility of the owners of each such web site. You agree that we are not responsible for the content or operation of such web sites, and that we shall have no liability to you or any other person or entity for the use of third party web sites. Except as described below, a hyperlink from a Site to another web site does not imply or mean that we endorse the content on such web site or the operator or operations of such web site. You are solely responsible for determining the extent to which you may use any content at any other web sites to which you link from a Site. As you browse through a Site you may access other web sites that are subject to different terms of use. When you use those other web sites, you may be legally bound by the specific terms of use posted on such web sites. If there is a conflict between these Terms of Use and other terms of use of such web sites, the terms of use of such web sites will govern with respect to your use of such web sites.
6. USER CONTENT
he User grants to us a perpetual, nonexclusive, irrevocable, fully paid, royalty-free, sublicensable and transferable (in whole or in part) worldwide right and license in any and all media, now known or later developed, to use, publish, reproduce, display, modify, transmit digitally, create derivative works based upon and otherwise exploit all material posted to or received through a Site by, from or on behalf of the User or anyone else using the User’s account (other than third party material transmitted through private electronic mail) (“User Content”) (including, without limitation, any names, voices, likenesses, performances and actions contained therein) for any purpose whatsoever (including, without limitation, advertising, commercial, promotional and publicity purposes) in our discretion without notice, approval, attribution or consideration to you or to any other person or entity. You represent and warrant that you have all rights necessary to grant the foregoing license, that neither the permission nor consent of any other person or entity is required to enable us to legally use the User Content in accordance with this license; that all User Content provided to a Site by you or anyone else using your account complies with all applicable laws, rules and regulations; and that our use of the User Content in accordance with this license will not violate or infringe upon the rights of any person or entity. Users entering material into a Site are responsible for the content of that material. We do not have any responsibility for User Content, including the content of any messages or information posted by Users or others, or for the content of information accessible via direct or indirect hyperlinks from a Site. However, we retain the right to review, edit or delete User Content that we deem to be illegal, offensive or otherwise inappropriate. You may not input or distribute any material through the Site that is promotional in nature, including solicitations for funds or business, without the prior written authorization of us.
7. ADDITIONAL LEGAL TERMS
These Terms of Use constitute the entire agreement between the parties relating to each Site and supersedes any and all other agreements, oral or in writing, with respect to such Site. The failure by us to insist upon strict compliance with any term of these Terms of Use shall not be construed as a waiver with regard to any subsequent failure to comply with such term or provision. To the fullest extent permitted by law, you shall indemnify, hold harmless and defend us and its suppliers from and against any and all costs, claims, damages or liabilities (including reasonable attorneys’ fees and court costs) arising out of any breach by you of Section 3 (Anti-hacking Provisions). These Terms of Use are personal to you, and you may not assign your rights or obligations to anyone. If any term or condition hereof is found by a court, administrative agency or jurisdiction to be invalid or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant term shall be deemed deleted and the remaining terms and conditions hereof shall remain in full force and effect and shall be enforceable to the maximum extent permitted by law. These Terms of Use, your rights and obligations, and all actions contemplated by these Terms of Use shall be governed by the laws of the United States of America and Tennessee. The parties agree that the State and Federal courts of Tennessee shall be the exclusive forums for any dispute arising out of these Terms of Use and the parties hereby consent to the personal jurisdiction of such courts. Any claim must be brought in the claimant’s individual capacity, and not as a plaintiff or class member in any purported class, collective, representative, multiple plaintiff, or similar proceeding (“Class Action”). The parties expressly waive any ability to maintain any Class Action in any forum.
8. HOW TO CONTACT US
If you have any questions or concerns about these Terms of Use, please contact info@concourseopen.com.
