TERMS OF SERVICE

Clause 18 of these Terms contains a Dispute Resolution and Governing Law Agreement and class action waiver that applies to all claims brought against GRID Recon by Digital Glyde in the United States. Please read them carefully.

Effective from: ____________ 

These Terms of Service (the “Terms”) constitute a legally binding agreement between Digital Glyde, its subsidiaries, and affiliates (“Company,” “we,” “our,” or “us“) and you (“you”, “your”, or “user”). These Terms will be effective upon your acceptance of the same (directly or indirectly in electronic form or by means of an electronic record) and will govern the relationship between us and you for the use of our Website https://gridrecon.com/ (the “Website”) and Application “GRID Recon by Digital Glyde” (the “App”) (App and Website are hereinafter together referred to as the “Platform” or “GRID Recon”).

About Platform:

The following constitutes the “Services”:

GRID Recon by Digital Glyde is a cutting-edge cloud-based management hub revolutionizing the wind turbine industry by connecting vendors, project managers, owners, and customers. Our Platform offers unparalleled capabilities, empowering users to monitor spend versus projections in real-time, thereby enabling swift identification of potential cost pitfalls. Through GRID Recon, users can comprehensively track all aspects of their wind turbine projects, from initial vendor selection to project completion, ensuring efficient and transparent project management. With access to our continuously updated Wind Turbine database, users can make informed decisions and expedite vendor selection processes. Additionally, our intuitive dashboard, updated daily from the United States Wind Turbine Database, provides users with invaluable insights to enhance project planning and execution. Furthermore, GRID Recon’s App facilitates seamless communication and real-time progress reporting, enabling stakeholders to stay informed and engaged throughout the project lifecycle.

Your use of the Platform and Services and tools is governed by the following Terms of Service (the “Terms”) as applicable to the Platform including the applicable policies which are incorporated herein by way of reference. If you transact on the Platform, you shall be subject to these Terms as well as the policies that are applicable to the Platform for such transactions. 

For the purpose of these Terms, wherever the context so requires “you” or “your” or “user” shall mean any individual or entity that accesses or utilizes the Platform’s Services. This includes but is not limited to wind turbine vendors, project managers, owners, and customers who interact with GRID Recon to monitor, track, and manage wind turbine projects. Users may access the Platform through various means, including web browsers or mobile applications, and they are responsible for complying with the Terms and using the Platform responsibly and in accordance with applicable laws and regulations.

ACCESSING, BROWSING, OR OTHERWISE USING THE PLATFORM INDICATES YOUR AGREEMENT TO ALL THE TERMS AND CONDITIONS UNDER THESE TERMS, SO PLEASE READ THE TERMS CAREFULLY BEFORE PROCEEDING. By impliedly or expressly accepting these Terms, you also accept and agree to be bound by our Policies (including but not limited to the Privacy Policy) as amended from time to time. If you do not agree with anything provided herein, please do not use or access our Platform and/or Services.

We reserve the unilateral right to change the particulars contained in these Terms from time to time, without notice to you and in our sole discretion. If we make any such revision in these Terms, we will update the effective date above and the revised Terms shall be effective from such date. You are required to frequently check these Terms and their effective date to understand the terms and conditions that apply to your use of our Services. Your continued use of the Services following such modification constitutes your acceptance of the modified Terms of Service, whether or not you have read them.

Further, we may change, suspend, and/or discontinue the Services at any time, including the availability of any feature, database, and content on the Platform. We may also restrict users’ access to parts and/or all of the Services without notice and/or liability to the users.

1. ELIGIBILITY:

1.1  You must be at least Eighteen (18) years of age to use our Platform. If you are using our Platform or agreeing to the Terms, you are warranting and representing to us that you are at least Eighteen (18) years of age.

1.2. While our Services cater to a wide range of users in the wind turbine industry, the Platform is specifically designed for individuals and entities engaged in wind turbine projects and management. Our Platform facilitates efficient collaboration and management of wind turbine projects, providing real-time insights and data analysis to enhance project planning and execution.

2. USER ACCOUNT:

2.1  To utilize the Service, you must complete the registration process with us by creating a user account (the “Account”). By doing so, you affirm, warrant, and commit to providing us with precise, truthful information. This includes but is not limited to, your name, residential address, email address, phone number, company information, etc. The user shall be solely responsible for the confidentiality of their username and password.

2.2. You must maintain confidentiality of the Account information for all the activities that occur under your Account. You must not share your login details, ie, username and password of your Account with any other person, else it would be considered a breach of these Terms.

2.3 The user is prohibited from (a) selecting a username, mobile number, and/or email ID with the intent to impersonate another person, or (b) using a username that infringes upon the rights of another person without proper authorization. In such a case, we retain the discretion to refuse registration or cancel a user ID at our discretion.

2.4  The user shall be solely responsible for the accuracy and correctness of all such details/information given by the user during registration. If we have reason to doubt the correctness of any details/information furnished by you or in case any information furnished by you is found incorrect, false, or misleading, we reserve the right to cancel or suspend the registration of the user permanently or for such period as we deem fit.

2.5. If you share or allow others to have access to your Account on the Website, by creating separate profiles under your Account, or otherwise, they will be able to view and access your Account information. You assume exclusive liability and responsibility for all activities conducted under your Account, as well as any resulting consequences.

2.6  You acknowledge and agree that we shall not bear any liability or responsibility for the activities or consequences arising from the use or misuse of any information under your Account, including without limitation, situations where you have neglected to update your mobile phone number and/or email address on the Website.

2.7  You agree to: (a) diligently log out from your Account at the conclusion of each session; and (b) promptly inform us of any unauthorised use of your Account. In the event of a suspected security breach or misuse of your Account, we reserve the right to request a password change or suspend your Account, without incurring any liability to the Company, for a duration deemed appropriate in the circumstances. We disclaim any responsibility for any loss or damage resulting from your non-compliance with this provision.

2.8 By utilizing the Platform, you expressly agree to employ its functionalities responsibly and exclusively for lawful purposes and you shall refrain from engaging in any activities that may compromise the integrity, security, or functionality of the Platform.

3. YOUR CONTENT

In utilizing the Platform, 

3.1 You may upload, post, provide, publish, display, link to, or otherwise share information essential for the Services through the Platform (collectively referred to as “Content“). You own the Content you create, and we will not sell your Content, nor will we use it in any other way as permitted under these Terms. However, by posting your Content or otherwise making it available on our Platform, you provide us with a worldwide, irrevocable, non-exclusive, royalty-free license to employ, reproduce, store, adapt, publish, translate, and distribute Content within the operational scope of the Platform’s functionalities.

3.2  Your contribution of Content is subject to the understanding that it aligns with applicable laws and regulations and the specific focus of the Company on providing varied wind turbine products and services. Additionally, you are required to ensure that the Content does not infringe upon the intellectual property rights of any third party. Prior to providing such Content, you must obtain the necessary permissions, authorizations, or licenses for trademarks, copyrightable works, or any other relevant intellectual property owned or controlled by a third party.

3.3  You represent and warrant that you have ownership, control, and responsibility for the Content you post or otherwise make available on our Platform, or otherwise have the right to do so. Your Content must not be misleading or unlawful, and must not violate any of these Terms, applicable laws, and regulations, or infringe or misappropriate any rights of any person or entity. We may remove your Content at any time, at our sole discretion, if we have a concern about your Content.

3.4  If you provide us with any Feedback or suggestions regarding our Platform and/or Services (collectively referred to as “Feedback“), you hereby assign us all rights in such Feedback. You agree that we shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate without attribution, accounting, or compensation to you. We will treat any Feedback you provide to us as non-confidential and non-proprietary. You further agree that you will not submit to us any information or ideas that you consider to be confidential or proprietary.

4. ACCURACY AND FUNCTIONALITY OF THE PLATFORM

4.1  GRID Recon strives to provide users with a reliable Platform for wind turbine project management. While we make every effort to ensure the accuracy of the information presented on our Platform, users understand that the data provided is reliant on inputs from the users, including vendors and project managers.

4.2  GRID Recon offers features to help users oversee their wind turbine projects. While the Platform aims for accuracy in presenting project details and wind conditions, users should recognize that this information may be subject to change based on real-time data inputs.

4.3  Our Platform displays a list of active projects, including important metrics like start and expected end dates and projected costs. Users acknowledge that the accuracy of these metrics depends on timely and accurate reporting by project stakeholders.

4.4  GRID Recon provides detailed lists and reports for tracking project-specific information. While we endeavor to ensure accuracy, users understand that deviations may occur due to the dynamic nature of project activities and reporting timelines.

4.5  Users can access essential details about project sites, such as crane onsite status and contact information. It’s important to note that this information relies on timely and accurate reporting by relevant stakeholders.

4.6 GRID Recon offers daily cost reports and other project-related information. Users acknowledge that the accuracy of cost-related data depends on timely reporting by vendors and project managers.

4.7 GRID Recon offers daily cost reports and other project-related information. Users acknowledge that the accuracy of cost-related data depends on timely reporting by vendors and project managers.

4.8  While GRID Recon aims to maintain high standards of accuracy, users are encouraged to verify information and report any discrepancies promptly. We are not liable for inaccuracies arising from data input, reporting delays, or external factors beyond our control.

4.9  By using the GRID Recon, users agree to take reasonable steps to ensure data accuracy and acknowledge the inherent variability in real-time project information.

4.10  The Company shall not be held liable for any inaccuracies, errors, or omissions in the results generated by the Platform. Users acknowledge that the use of the Platform may involve uncertainties and limitations, and therefore, the Company shall not be responsible for any damages, losses, or liabilities arising from the use of the Platform and/or Services.

5. PAYMENT TERMS AND BILLING PROCEDURES

5.1  We grant users access to our Platform for the duration of the Platform usage. Users may access our Services via Website or App, subject to the terms and conditions outlined in these Terms.

5.2  Users are required to make payments for Services provided by us as per the agreed terms. Payment for Services rendered will be invoiced based on usage or other agreed-upon arrangements. Invoices will detail the Services provided and the corresponding charges.

5.3  Users are responsible for making payments promptly as per the agreed payment terms. Payment due dates will be specified in the invoice or as otherwise communicated by the Company. Failure to make timely payments may result in suspension or termination of access to the Platform. Further, we reserve the right to take legal action to recover outstanding debts in accordance with applicable laws and regulations.

5.4  We reserve the right to charge late payment fees for overdue invoices. Late payment charges may accrue interest over time as specified in the invoice terms.

6. YOUR USE OF OUR PLATFORM

6.1  Activities that are permitted:

6.1.1. Users are allowed to view pages from the Platform in a web browser for the purpose of accessing wind turbine project management tools and information.

6.1.2  Users are permitted to download pages from the Platform for caching in a web browser, facilitating quicker access to project data and resources.

6.1.3  In the case of project stakeholders such as wind turbine vendors, project managers, owners, and customers, printing pages from the Platform is permitted solely for the purpose of project documentation and reference. Such printing should not be excessive and should be limited to essential project-related information.

6.1.4  Users are reminded that all permitted activities on the Platform are subject to compliance with the Terms and applicable laws and regulations. Any unauthorized use or misuse of the Platform is strictly prohibited and may result in suspension or termination of access, as outlined in the Terms.

6.2 Activities that are prohibited:

6.2.1 You are prohibited from downloading any material from our Platform or saving any such material to your computer without our express permission.

6.2.2 You shall not edit or otherwise modify any material on our Platform unless you own or control the relevant rights in the material.

6.2.3 While using the Platform, users consent to abstain from activities that contravene these Terms, encompassing fraudulent acts, spamming, hacking, and any actions that could disrupt the operations of the Platform. 

6.2.4 While using the Platform users are strictly prohibited from assuming the identity of others, utilizing counterfeit accounts, or indulging in any conduct that may falsely represent their identity.

6.2.5 You are prohibited from using our Platform to copy, store, host, transmit, send, use, publish, or distribute any material that consists of or is linked to any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit, or other malicious computer software.

6.2.6 You are prohibited from decrypting or deciphering any communications sent by or to our Platform without our permission.

6.2.7 You shall not conduct any systematic or automated data collection activities, which include without limitation scraping, data mining, data extraction, and data harvesting on or in relation to our Platform without our express written consent.

6.2.8 You are prohibited from probing, scanning, or testing the vulnerability of our Platform without our permission.

6.2.9 You are also expressly prohibited from:

6.2.9.1  Republishing or redistributing material from our Platform; 

6.2.9.2  Selling, renting, or sub-licensing material from our Platform; 

6.2.9.3  Showing any material from our Platform in public; or

6.2.9.4  Exploiting material from our Platform for a commercial purpose.

6.2.10  Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.

6.2.11 You must not do anything that interferes with the normal use of our Platform.

6.2.12  You shall not use our Platform except by means of our public interfaces.

6.2.13  You shall not use data collected from our Platform for any direct marketing activity, including without limitation email marketing, SMS marketing, telemarketing, and direct mailing.

6.2.14  Systematically retrieve data or other content from the Services to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.

6.2.15  You may not access or use the Platform and/or our Services for any purpose other than that for which we make the Services available. The Services may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.

6.2.16  You agree not to:

6.2.16.1 Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.

6.2.16.2  Circumvent, disable, or otherwise interfere with security-related features of the Platform, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Platform and Services and/or the Content contained therein.

6.2.16.3  Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Services. Use any information obtained from the Platform in order to harass, abuse, or harm another person.

6.2.16.4  Make improper use of our Platform and/or Services or submit false reports of abuse or misconduct.

6.2.16.5  Use the Services in a manner inconsistent with any applicable laws or regulations.

6.2.16.6  Attempt to impersonate another user or person or use the username of another user.

6.2.16.7 Copy or adapt the Platform’s software, including but not limited to Flash, PHP, HTML, JavaScript, or other code.

6.2.16.8  Except as permitted by applicable law, decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Platform and Services.

6.2.16.9  Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Platform, or use or launch any unauthorized script or other software.

6.2.16.10  Make any unauthorized use of the Platform and/or Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited emails, or creating User Account(s) by automated means or under false pretenses.

6.2.16.11  Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats (‘gifs’), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as ‘spyware’ or ‘passive collection mechanisms’ or ‘pcms’).

6.2.16.12  Interfere with, disrupt, or create an undue burden on the Platform or the networks or services connected to the Platform.

6.2.16.13  Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Services to you.

6.2.16.14  Attempt to bypass any measures of the Platform and/or Services designed to prevent or restrict access to the Platform and/or Services, or any portion of the Platform and/or Services.

6.2.16.15  Engage in unauthorized framing of or linking to the Services.

6.2.16.16  Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Platform and/or Services or modifies, impairs, disrupts, alters, or interferes with the use.

7. YOUR REPRESENTATIONS

7.1 By using the Platform, you represent and warrant that: 

7.1.1  You will provide accurate and complete information when registering for our Services and throughout your use of the Platform. You acknowledge that any information provided by you is your responsibility, and we are not liable for any inaccuracies or errors in the information provided;

7.1.2  You will comply with all applicable laws, regulations, and the terms and conditions set forth in the Terms. You understand that any violation of these Terms may result in suspension or termination of your Account and access to the Platform.

7.1.3  You will use the Platform solely for its intended purpose of wind turbine project management. You agree not to use the Platform for any unlawful or unauthorized purpose, including but not limited to transmitting any harmful or offensive content.

7.1.4  If you register on our Platform as the representative of any entity, you represent that you are authorized to act on behalf of such entity and that such entity shall be bound to comply with these Terms upon your acceptance of these Terms.

8. INTELLECTUAL PROPERTY RIGHTS

8.1. The Platform and Services and all rights therein are and shall remain the property of the Company or the property of the Company’s licensors. Neither these Terms nor your use of the Platform and Services convey or grant to you any rights: (i) in or related to the Platform and Services except for the limited license granted above; or (ii) to use or reference in any manner the Company’s company names, logos, product and service names, trademarks, or service marks, or those of the Company’s licensors.

8.2  Subject to the provisions of these Terms, we grant users a limited, non-exclusive, non-transferable license to access and use our Platform strictly for its intended purposes. This license explicitly does not confer any ownership rights to users, and any unauthorized use constitutes a material breach of these Terms.

8.3  All copyright and other intellectual property rights in the material on our Platform are reserved.

8.4  By submitting any Content on our Platform, you grant us a worldwide, royalty-free, perpetual, irrevocable, and sublicensable right to use, reproduce, modify, adapt, publish, translate, distribute, perform, and display such Content.

8.5  We respect the intellectual property rights of others, and users are expected to do the same. Uploading, posting, or otherwise transmitting any content that infringes on the Company’s or any third party’s intellectual property rights is strictly prohibited. We reserve the right to promptly remove any infringing content.

8.6  You shall not reproduce, modify, create derivative works, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast, or otherwise exploit the Platform and/or Services except as expressly permitted by the Company.

8.7 You agree to retain all copyright and other proprietary notices contained in the materials and acknowledge that any unauthorized use, reproduction, distribution, republication, modification, or transmission of the materials is strictly prohibited without our prior written consent.

8.8 Unauthorized use of the materials may constitute a violation of copyright, trademark, or other intellectual property rights and may result in legal action. GRID Recon reserves the right to enforce its intellectual property rights to the fullest extent permitted by law.

9. LINKS TO THE THIRD-PARTY SITES

9.1  We may provide links to third-party sites on our Platform as a convenience to user(s). You hereby acknowledge that when you access third-party sites, you do so at your own risk.

9.1.1  You understand that external sites are beyond our control, and we are not accountable for the content, functionality, accuracy, legality, appropriateness, or any other aspect of such external websites or resources. The inclusion of any link does not imply endorsement or sponsorship by us or any association with its operators.

9.1.2  We may provide access to services from external or third-party service providers, seamlessly integrated into our Platform. Users acknowledge and agree that any issues or non-performance of such services will be addressed on a best-effort basis, subject to the pass-through obligations as agreed with the external/third-party service providers.

9.1.3  Users are advised to exercise caution when navigating external sites and using integrated services and carefully review the terms and conditions and privacy policies of all off-website pages and other websites that they visit.

9.1.4  We reserve the right to modify or remove links to third-party sites and services at any time without notice. Continued use of our Platform constitutes acceptance of any modifications to the links provided.

9.1.5  Users acknowledge that we collaborate with external or third-party service providers to enhance the user experience. Any collaborative efforts aim to improve services but are subject to the terms and conditions agreed upon with the respective service providers.

9.1. 6  Users may be notified when they are leaving our Platform and redirected to access a third-party site or service. Additionally, we are not responsible for any content, advertisements, products, or other materials available on external sites or through integrated services.

10. AVAILABILITY OF THE PLATFORM

10.1  While we do our best to keep the Platform up and running all the time, we can’t promise it will always be perfect. Sometimes, there might be interruptions, delays, or errors, or the Platform might not be free of viruses. If there are any problems, we’ll try our best to fix them as soon as possible.

10.2  You need the internet to use the Platform, and you’ll have to cover the costs for that. We won’t be responsible for those costs.

10.3  The Platform might not work with every device or software out there, and sometimes we’ll need to update it, which might make some parts temporarily unavailable.

10.4. We’re not liable for any business losses or other indirect losses you might experience while using the Platform.

10.5  You’re responsible for having the proper internet connection and devices to use our Services. If you use wireless devices, you might have to pay extra fees to your mobile network. And while we try to make sure our Services work on most devices, we can’t guarantee they’ll work perfectly on every single one.

11. LICENSE OF USE

11.1 Use License

If you access the Services via the App, then we grant you a revocable, non-exclusive, non-transferable, limited right to install and use the App on wireless electronic devices owned or controlled by you and to access and use the App on such devices strictly in accordance with the terms and conditions of this mobile application license contained in these Terms. You shall not: (1) except as permitted by applicable law, decompile, reverse engineer, disassemble, attempt to derive the source code of, or decrypt the App; (2) make any modification, adaptation, improvement, enhancement, translation, or derivative work from the App; (3) violate any applicable laws, rules, or regulations in connection with your access or use of the App; (4) remove, alter, or obscure any proprietary notice (including any notice of copyright or trademark) posted by us or the licensors of the App; (5) use the App for any revenue- generating endeavour, commercial enterprise, or other purpose for which it is not designed or intended; (6) make the App available over a network or other environment permitting access or use by multiple devices or users at the same time; (7) use the App for creating a product, service, or software that is, directly or indirectly, competitive with or in any way a substitute for the App; (8) use the App to send automated queries to any website or to send any unsolicited commercial email; or (9) use any proprietary information or any of our interfaces or our other intellectual property in the design, development, manufacture, licensing, or distribution of any applications, accessories, or devices for use with the App.

11.2  Apple and Android Devices

The following Terms apply when you use the App obtained from either the Apple Store or Google Play (each an ‘App Distributor’) to access the Services: (1) the license granted to you for our App is limited to a non-transferable license to use the application on a device that utilizes the Apple iOS or Android operating systems, as applicable, and in accordance with the usage rules set forth in the applicable App. (2) We are responsible for providing any maintenance and support services with respect to the App as specified in the terms and conditions of this mobile application license contained in these Terms or as otherwise required under applicable law, and you acknowledge that each App Distributor has no obligation whatsoever to furnish any maintenance and support services with respect to the App; (3) in the event of any failure of the App to conform to any applicable warranty, you may notify the applicable App Distributor and the App Distributor, in accordance with its terms and policies, may refund the purchase price, if any, paid for the App, and to the maximum extent permitted by applicable law, the App Distributor will have no other warranty obligation whatsoever with respect to the App; (4) you represent and warrant that (i) you are not located in a country that is subject to a US government embargo, or that has been designated by the US government as a ‘terrorist supporting’ country and (ii) you are not listed on any US government list of prohibited or restricted parties; (5) you must comply with applicable third-party terms of agreement when using the App; and (6) you acknowledge and agree that the App Distributors are third-party beneficiaries of the terms and conditions in this mobile application licence contained in these Terms, and that each App Distributor will have the right (and will be deemed to have accepted the right) to enforce the terms and conditions in this mobile application licence contained in these Terms against you as a third-party beneficiary thereof.

12. PRIVACY

Please take a moment to review our Privacy Policy which governs not only your visit to Gridrecon but also details the terms related to the collection of information from you, security measures, access to your data, and the transfer of your information. Rest assured, any personal information or data you share with us while using Gridrecon is treated with the utmost confidentiality and is strictly handled in accordance with our Privacy Policy, as well as applicable laws and regulations. If you have any objections to the transfer or use of your information, we kindly advise against using Gridrecon. Your privacy and trust are of utmost importance to us, and we strive to maintain the highest standards of data protection and security.

13. TERMINATION

13.1 These legal Terms shall remain in full force and effect while you use the Platform and/or Services. WITHOUT LIMITING ANY OTHER PROVISION OF THESE LEGAL TERMS, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SERVICES AND/OR PLATFORM (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE LEGAL TERMS OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SERVICES OR DELETE YOUR USER ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.

13.2  If we terminate or suspend your User Account for any reason, you are prohibited from registering and creating a new User Account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your User Account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

13.3 Users have the liberty to terminate their User Accounts whenever they wish by adhering to the instructions that are clearly outlined on the Platform

13.4  Clauses including Indemnity, Disclaimer, and Limitation of Liability shall survive termination of these Terms.

14. MODIFICATIONS AND INTERRUPTIONS

We reserve the right to change, modify, or remove the contents of the Platform at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Platform. We cannot guarantee that the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Platform, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Platform during any downtime or discontinuance of the Platform. Nothing in these legal Terms will be construed to obligate us to maintain and support the Platform or to supply any corrections, updates, or releases in connection therewith.

15. DISCLAIMER

THE SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICES’ CONTENT OR THE CONTENT OF ANY WEBSITES OR MOBILE APPLICATIONS LINKED TO THE SERVICES AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, AND (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY. WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

16. IMITATION OF LIABILITY

16.1  We bear no responsibility for any secondary, resultant, or incidental harm that may occur due to the utilization or inability to utilize the Platform and/or Services. 

16.2  In no event will we or our directors, employees, or agents be liable to you or any third party for any direct, indirect, consequential, exemplary, incidental, special, or punitive damages, including lost profit, lost revenue, loss of data, or other damages arising from your use of the Platform and/or Services, even if we have been advised of the possibility of such damages.

16.3  We shall not be liable for:

16.3.1  Unsuccessful transactions, delays, or financial losses due to events beyond our control or third-party services;

16.3.2  The Platform not meeting individual requirements, containing defects, or causing damage due to cyber attacks or other breaches beyond our control;

16.3.3  Internet transmissions not being entirely private or secure; messages may be read by others; and/or

16.3.4  Under various legal theories, we shall not be liable for loss of profits, revenue, goodwill, or any indirect or consequential damages arising from the use of the Platform and/or Services. Users should be aware of potential risks in internet transmissions.

17. INDEMNIFICATION

You are solely and exclusively responsible for your use of the Services.

17.1. You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand received or suffered by us, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of (1) your contributions; (2) your use of the Platform; (3) breach of these Terms; (4) any breach of your representations and warranties set forth in these Terms; (5) your violation of the rights of a third party, including but not limited to intellectual property rights; (6) any overt harmful act toward any other user of the Platform with whom you connected via the Platform; or (7) any inaccuracies or errors in the results provided by the Platform. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding that is subject to this indemnification upon becoming aware of it.

18. DISPUTE RESOLUTION AND GOVERNING LAW

18.1 These Terms shall be construed in accordance with the applicable laws of the States of Texas, United States.

18.2 If any dispute or claim arises from or in connection with (i) these Terms, (ii) your access to or use of our Platform and/or Services, the relevant parties shall resolve the dispute through amicable negotiations.

18.3 In the event that the dispute is not resolved through amicable negotiations, you agree to submit the dispute to the American Arbitration Association (“AAA”) for determination. The arbitral proceedings shall be conducted in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer-Related Disputes (the “AAA Rules”) then in effect. 

19. MISCELLANEOUS

19.1 We may assign any or all of our rights and obligations to any person or affiliate entity at any time. If any provision or part of a provision of these Terms is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment, or agency relationship created between you and us as a result of these Terms or use of the Services. 

For any queries, feel free to reach out to us at _______________.