TERMS OF USE
The following Terms of Use outline your obligations when receiving and using the information provided by SRS to registered users. You can also review our Privacy Policy, which outlines our obligations and practices towards handling any personal information that you may provide to us.
PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE REGISTERING WITH SRS TO RECEIVE THE SERVICES (AS DEFINED BELOW). BY REGISTERING WITH SRS TO RECEIVE THE SERVICES OR ACCESSING OR USING THE INFORMATION AND MATERIALS AVAILABLE TO CERTAIN REGISTERED USERS (THE “USER INFORMATION”), YOU AGREE TO BECOME BOUND BY THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS, THEN YOU MAY NOT RECEIVE THE SERVICES OR ACCESS OR USE THE USER INFORMATION. ACCEPTANCE BY SRS IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO ALL OF THESE TERMS AND CONDITIONS, TO THE EXCLUSION OF ALL OTHER TERMS; IF THESE TERMS AND CONDITIONS ARE CONSIDERED AN OFFER BY SRS, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS.
1. Modification of Terms of Use
SRS reserves the right, at its sole discretion, to modify or replace the Terms of Use at any time. Such modifications shall become effective immediately upon the posting thereof. You shall be responsible for reviewing and becoming familiar with any such modifications. Use of the Services by you following any such modification constitutes your acceptance of the terms and conditions of the Terms of Use as modified.
2. Description of Services
Subject to the full compliance with the Terms of Use, SRS may offer to provide certain services, including but not limited to, delivery of User Information (the “Services”). SRS may change, suspend or discontinue the Services at any time, including the availability or distribution of any User Information. SRS may also impose limits on certain Services or restrict your access to all or part of the Services without notice or liability.
3. Delivery of Email
SRS will attempt to deliver User Information to you via email that is addressed to your email address as specified in your online registration form. However, the nature of e-mail is such that SRS cannot guarantee delivery of such e-mail. SRS is not liable to any other party for losses due to or arising out of any disruption, interception, theft or corruption of email transmissions or the transmission of any other form of SRS communication.
4. Your Registration Obligations
As a condition to using the Services, you are required to register with SRS. You shall provide SRS with accurate, complete, and updated information at the time of registration and you agree to maintain and promptly update this information and any other information you provide to SRS to keep it accurate, current and complete at all times. By registering to use the Services, you represent to SRS that you have the proper authorizations and permissions to register and to receive the benefits of such registration. SRS is entitled to rely on the accuracy and truthfulness of any information provided by you to SRS and SRS is not liable for any losses due to or arising out of your failure to provide us with current, accurate information.
5. User Conduct
As a condition of use, you promise not to use the Services or the User Information for any purpose that is unlawful or prohibited by these Terms of Use or any other purpose not intended by SRS. You agree and acknowledge that the User Information is intended for the direct recipient only and you must hold all User Information in strict confidence.
By way of example, and not as a limitation, you agree not to use the Services:
a. To obtain information for which you are not otherwise entitled;
b. To violate any laws in your jurisdiction;
c. For any illegal or unauthorized purpose; and
d. For distribution or disclosure, in any form, to any other party or audience and through any channel.
IN ADDITION, YOU HEREBY AGREE THAT ALL USER INFORMATION RECEIVED BY YOU FROM SRS THROUGH THE SERVICES IS STRICTLY CONFIDENTIAL FOR ALL PURPOSES AND IN ALL RESPECTS. USER INFORMAITON RECEIVED BY YOU, THE DIRECT RECIPIENT, FROM SRS THROUGH THE SERVICES IS SOLELY INTENDED FOR YOU AND CANNOT BE DISCLOSED, TRANSFERRED, TRANSMITTED, OR CONVEYED THROUGH ANY MEANS WITHOUT THE EXPRESS WRITTEN CONSENT OF SRS.
6. SRS Privacy Policy
The current privacy policy of SRS is available at www.shareholderrep.com/privacy-policy, which is hereby incorporated in full by reference.
7. Indemnity
You will indemnify and hold harmless SRS, its customers, vendors, officers and employees from any liability, damage or cost (including reasonable attorneys’ fees and costs) from any claim or demand made by any third party due to or arising out of your access to User Information, use of the Services or violation of the Terms of Use by you (including but not limited to the confidentiality provisions set forth herein in Section 4).
8. LIMITATION OF LIABILITY
IN NO EVENT SHALL SRS OR ITS VENDORS BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR OTHER LEGAL THEORY (I) WITH RESPECT TO THE USER INFORMATION, THE SERVICES OR ANY CONTENT RELATED THERETO, FOR ANY LOST PROFITS OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), OR (II) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) $100. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS WILL APPLY ONLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
9. TERMINATION
SRS may terminate or suspend the availability of any and all Services, without prior notice or liability, regardless of whether you have breached any of the terms or conditions of the Terms of Use. Upon any such termination, your right to use the Services will immediately cease. If you wish to terminate your registration with SRS, you may do so via email to this address: support@shareholderrep.com. All provisions of the Terms of Use which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
10. MISCELLANEOUS
No agency, partnership, joint venture, or employment is created as a result of the Terms of Use and you do not have any authority of any kind to bind SRS in any respect whatsoever. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. SRS shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond the reasonable control of SRS, including, without limitation, mechanical, electronic or communications failure or degradation. If any provision of the Terms of Use is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Terms of Use shall otherwise remain in full force and effect and enforceable. The Terms of Use is not assignable or transferable or by you except with the express prior written consent of SRS. SRS may transfer, assign or delegate the Terms of Use and its rights and obligations without your consent. The Terms of Use shall be governed by and construed in accordance with the laws of the state of Delaware, as if made within Colorado between two residents thereof, and the parties submit to the exclusive jurisdiction of the state and federal courts of the District of Colorado. Both parties agree that the Terms of Use is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of the Terms of Use.