Distribution of Personally Identifiable Data
Circumstances may arise where we are required to disclose your personally identifiable data to third parties for purposes other than to support your customer relationship with CORPSMART™, such as in connection with a corporate divestiture or dissolution where we sell all or a portion of our business or assets (including our associated customer lists containing your personal information), or if disclosure is required by law or is pertinent to judicial or governmental investigations or proceedings.
Links/Third Party Websites
Our Website and html e-mail may contain links to third party websites, which may or may not be operated in conjunction with our Website. We do not monitor or control the personally identifiable data collected when you choose to “click through” links to these websites. The treatment of personally identifiable data by the operators of the third party websites may be different than ours. For details regarding their treatment of personally identifiable data about you, you will need to read their privacy policies or contact them directly.
The content included on the Website such as text, graphics, buttons, logos, digitals, data and software and other materials made available by CORPSMART™ are protected by copyrights, trademarks, services marks, trade secrets and other proprietary rights and laws. You may not copy, modify, reproduce, republish, distribute, display or transmit for commercial, non-profit or public purposes all or any portion of the Website, except to the extent permitted below. Nor are you permitted to reverse engineer, disassemble or create any derivative work from the Website. You may not use any network monitoring or discovery software to determine the site architecture, or extract information about usage or users. You may not use any robot, spider, or other automatic device or manual process to monitor or copy the Website without CORPSMART™’s prior written permission.
You may provide links only to the homepage of the Website, provided you do not remove or obscure, by framing or otherwise, any portion of the homepage and you discontinue providing links to the Website if requested by CORPSMART™. Any unauthorized use of the Website is prohibited.
When you visit our Website or send e-mails to us, you are communicating with us electronically. By doing so, you consent to receive communications from us electronically. Therefore, we will communicate with you by e-mail or by posting notices on the Website. In addition, you agree that all agreements, notices, disclosure and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Not Legal Advice
You understand and acknowledge that (i) neither CORPSMART™ nor its officers, directors, affiliates, subsidiaries, agents and employees (hereinafter “CORPSMART™ and its agents”) is providing any legal advice or services; (ii) you and your officers, directors, affiliates, subsidiaries, agents and employees (hereinafter “you and your agents”) should seek legal advice from your or your agents’ own attorney in connection with the filing of any UCC Filings; (iii) you are solely responsible for all information and instructions provided by you or your agents to CORPSMART™ and its agents and (iv) CORPSMART™ and its agents may rely solely on any and all information and instructions provided by you and your agents to CORPSMART™ and its agents and no further independent verification of such information will be required to be performed by CORPSMART™ or its agents in the performance of any services; (v) you or your agents will provide explicit instructions as to the manner in which CORPSMART™ or its agents will file UCC Filings and although CORPSMART™ or its agents may perform a cursory review of the content of the form and the filing location specified and may make suggestions about such content or location, you are fully responsible for the accuracy, completeness and legality of such content and the legal determination of the proper filing location; (vi) you will provide explicit instructions as to the name(s), place(s) and type(s) of lien(s) to CORPSMART™ or its agents and although CORPSMART™ or its agents may suggest name variations, locations to search and types of indices to search, you are fully responsible for the content of the instructions; (vii) you are solely responsible for all information contained on the Website relating to you or your agents’ UCC Filings; (viii) you are solely responsible for all information contained on the Website relating to you or your agents’ UCC Filings; (ix) you are solely responsible for your or your agents’ computer system, including the ability to provide adequate disk storage, server capacity and other hardware or software required to receive any communication from CORPSMART™; and (x) you are solely responsible for updating any and all information provided to CORPSMART™ regarding your account with CORPSMART™.
CORPSMART™ does not warrant, represent or guaranty the completeness, adequacy or accuracy of the Website. Use of the information on the Website or materials linked from the Website is solely at your own risk.
Disclaimer of Warranties
THE WEBSITE IS PROVIDED “AS IS”, WITHOUT ANY WARRANTY BY CORPSMART™ OR ITS agents OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT.
Limitation of Liability
CORPSMART™ AND ITS agents WILL NOT BE LIABLE FOR LOSS, COST, DAMAGE OR EXPENSE OR LIABILITY (INCLUDING ATTORNEYS FEES) INCURRED BY YOU OR YOUR agents OR THIRD PARTIES IN CONNECTION WITH THE WEBSITE, INCLUDING BUT NOT LIMITED TO ANY UNAVAILABILITY OR INOPERABILITY OF THE WEBSITE, TELECOMMUNICATIONS SYSTEMS OR THE INTERNET, TECHNICAL MALFUNCTION, COMPUTER ERROR, CORRUPTION OR LOSS OF INFORMATION, OR OTHER INJURY, DAMAGE OR DISRUPTION OF ANY KIND OR AS A RESULT OF A VIRUS. In no event will CORPSMART™ OR ITS agents BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, SPECIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS OR LOSS OF BUSINESS OPPORTUNITY, EVEN IF SUCH DAMAGES ARE FORESEEABLE AND WHETHER OR NOT CORPSMART™ OR ITS AGENTS HAVE BEEN ADVISED OF THE POSSIBILITY THEREOF. THESE LIMITATIONS APPLY IRRESPECTIVE OF THE BASIS OF LIABILITY. IF A JURISDICTION DOES NOT PERMIT SUCH EXCLUSION OR SUCH LIMITATION ON LIABILITY CORPSMART™’S EXCLUSION OR LIMITATION ON LIABILITY WILL BE TO THE EXTENT PERMITTED BY LAW.
You hereby agree that you will hold CORPSMART™ and its agents completely harmless from, and indemnify for, any claims, liabilities or expenses (including attorneys’ fees) arising from or related to you or your agents use of the services provided by CORPSMART™, including but not limited to any loss or damage (including attorneys’ fees) for personal injury, property damage, and any contractual liabilities to any third party. You hereby agree that CORPSMART™ and its agents are entitled to control the defense of such claim or action, and you hereby agree that you and your agents will cooperate with CORPSMART™ or its agents in such defense.
Remedies for Violations
Choice of Law; Venue
Entire Agreement; Severability