DH LEONARD CONSULTING WEBSITE TERMS AND CONDITIONS
This User Agreement describes the terms on which DH Leonard Consulting & Grant Writing Services, LLC (“DH Leonard Consulting”, “we”, “us”) offers you (“you” or “your”), the user, access to our site (including all content and functionality available through The DH Leonard Consulting Website), and services provided by us. By visiting or using the services available on The DH Leonard Consulting Website (the “Site” or “The DH Leonard Consulting Website”) you are agreeing to the following terms without change (collectively, the “Agreement”). If you do not agree to any of the terms in this Agreement and the related policies referenced in this Agreement, please do not use this Site.
Only parties that can lawfully enter into and form legal contracts may use the Site and our services. If you use our services, you expressly represent to us that you are at least over the age of eighteen (18) and may lawfully enter into and form binding contracts, conditions, obligations, affirmations, representations and warranties. Before you utilize the Site, you must read and accept all of the terms and conditions in this Agreement. We reserve the right in our sole and absolute discretion to refuse, suspend, or terminate service to anyone.
You agree that you will use the Site and our services only for lawful purposes and in a lawful manner. While using the Site and our services, you agree that you will not:
You agree that you will not use any robot, spider, scraper or other automated means to access the Site for any purpose without our express written permission. Additionally, you agree that you will not: (a) take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure; (b) copy, reproduce, modify, create derivative works from, distribute, or publicly display any content (other than content you have submitted to us) from the Site without our prior express written permission and the appropriate third party, as applicable; (c) interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site; or (d) bypass any measures we may use to prevent or restrict access to the Site.
You agree that any content downloaded or otherwise obtained through the use of the Site is done at Your own discretion and risk and You will be solely responsible for any damage to Your computer system or loss of data that results from the download of any such content and material.
The DH Leonard Consulting Website reserves the right to cancel your use of the Site and cancel your use of the Services on the Site without notice for any reason.
We retain the right, but do not have an obligation, in our sole and absolute discretion, to prevent or restrict access to the Site or to our services, or take any other action in case of technical problems, objectionable material, inaccuracies, unlawful content, procedures or actions otherwise prohibited by our policies and rules, or for any other reason.
(a) Services Provided.
(b) No Agency. No agency, franchise, partnership, joint-venture, or employee-employer relationship is intended or created by this Agreement.
(c) Links To Third Party Content. You may find on the Site links to other sites. You acknowledge and agree that we are not responsible or liable for: (i) the availability or accuracy of such sites or resources; or (ii) the content, advertising, or products on or available from such sites or resources. The inclusion of any link on the Site does not imply that we endorse the linked site. You use the links at your own risk and expressly relieve us from any and all liability arising from your use of any third-party website.
(a) No Cost of Use
There is no cost to using the Site or Services, or in browsing most of the Site. The DH Leonard Consulting Website may offer bonuses and other things of value for sale for use on the site. All such sales are final and no refunds are permitted.
The DH Leonard Consulting Website may offer premium services to users for sale. You shall pay all such applicable fees at the time of purchasing such premium services.
All fees paid to The DH Leonard Consulting Website are nonrefundable. Receipt of payment due in full shall be a condition precedent to The DH Leonard Consulting Website providing or continuing to provide access to the Site or Services to you. Receipt of payment from you for such purchased services shall be a condition precedent to the license granted herein for such purchased services.
(b) Purchased Services
You may have the option to purchase enhanced and detailed reports, consulting services, or other services through the DH Leonard Consulting Website (which is included in the definition of “Services”). Any content provided by DH Leonard Consulting for these purchased services shall be subject to the licenses granted herein and the terms specified in this Agreement.
YOU AGREE THAT YOUR USE OF THIS SITE AND SERVICES SHALL BE AT YOUR SOLE RISK. THIS SITE AND THE SERVICES PROVIDED BY US ARE PROVIDED “AS IS,” AS AVAILABLE, AND WITHOUT ANY WARRANTIES OR CONDITIONS (EXPRESS OR IMPLIED, ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OR TRADE). WE MAKE NO REPRESENTATIONS OR WARRANTIES, OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE CANNOT GUARANTEE CONTINUOUS OR SECURE ACCESS TO OUR SERVICES OR THAT THE SITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS. OPERATION OF THE SITE MAY BE AFFECTED BY FACTORS OUTSIDE OF OUR CONTROL. TO THE FULLEST EXTENT LEGALLY PERMITTED, THE DH LEONARD CONSULTING WEBSITE, ITS OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS DISCLAIM AND EXCLUDE ALL IMPLIED WARRANTIES, TERMS AND CONDITIONS, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, WHICH YOU RECEIVE FROM US OR THROUGH THE USE OF OUR SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
By using The DH Leonard Consulting Website, you agree to accept risks of use and therefore You will not hold The DH Leonard Consulting Website, its officers, directors, employees or agents responsible for any actions or inactions, including content accessed or received.
You release The DH Leonard Consulting Website (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with any dispute arising from your use of the Site or Services. You hereby waive California Civil Code §1542 [DL1] (and any analogous law in any other applicable jurisdiction), which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” You further acknowledge that this waiver is an essential and material term of this agreement, and that without such waiver we would not have entered into this Agreement.
You will not hold us liable to you for any special, indirect, consequential or punitive damages pursuant to this agreement, including but not limited to, loss of profits, loss of business opportunities or loss of goodwill or reputation, even if advised of the possibility of such damages.
Notwithstanding any other provision of this agreement, in no event will our liability to you for any action or claim related to the services provided under this agreement, whether based on contract, tort, negligence or any other theory of liability, exceed the greater of: (a) $100 or (b) the total fees you paid to us in the twelve months prior to the action giving rise to the liability. Some states and jurisdictions do not allow for the exclusion or limitation of incidental or consequential damages, so this limitation and exclusion may not apply to you.
You agree to defend, hold harmless and indemnify The DH Leonard Consulting Website, its officers, directors, employees and agents, from and against any and all losses, costs, expenses, damages or other liabilities (including reasonable attorneys’ fees) incurred by us from and against any cost, liability, loss, damage, cause of action, claim, suit, proceeding, demand or action brought by a third party against us resulting from: (i) your use of the Site (ii) your decision to supply information via the Site, including personal financial information; (iii) your breach of any provision of this Agreement; and (iv) any act or omission of yours with respect to the payment of fees. This defense and indemnification will survive this Agreement and your use of the Site.
(a) Content License and Access. When you submit content to the Site, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free sublicensable and transferable license to use, reproduce, distribute, prepare derivative works of, display and perform the content in connection with the Site, in any media known now or in the future.
Subject to and conditioned on compliance with this Agreement, we grant you a limited license to access and use the Site and Services solely for informational purposes.
You cannot and must not sell, reproduce, distribute, modify, display, publicly perform, prepare derivative works based on, repost or otherwise use any content found on The DH Leonard Consulting Website, or provided by The DH Leonard Consulting Website, in any way for any public or commercial purpose without our prior written consent or the consent of the rights holder. Unless you are otherwise lawfully entitled to do so, you cannot and must not use any content found on the Site on any other site, in a networked computer environment, or in any medium, for any purpose except your own personal viewing. You agree that you will not attempt to reverse engineer or attempt to interfere with the operation of any part of the Site unless expressly permitted by law.
The Site or any portion thereof may not be reproduced, duplicated, copied, sold, resold or otherwise exploited for any commercial purpose that is not expressly permitted by us, in writing.
(b) Reservation of Rights; Limited Licenses. We and our licensors retain all right, title and interest in and to all patent rights, inventions, copyrights, know-how and trade secrets relating to the Site and Services. The DH Leonard Consulting Website logo and name are trademarks of DH Leonard Consulting, and may be registered in certain jurisdictions. All other product names, company names, marks, logos and symbols on The DH Leonard Consulting Website may be the trademarks of their respective owners. Except as expressly stated above, nothing in this Agreement confers any license under any of our or any third party’s intellectual property rights, whether by estoppel, implication or otherwise.
Unless you otherwise tell us in writing, we will communicate with you by email (using the email you provided to us). You consent to receive communications from us electronically and you agree that these electronic communications satisfy any legal requirement that such communications be in writing. You will be considered to have received a communication 24 hours after we send it to the email address you have provided to us (unless the sender is notified that the email address is invalid), or when we post such communication on the Site. You must keep your email address updated, and you must regularly check the Site for postings. We may also give you legal notice to the email address provided by you. In such case, notice shall be deemed given three days after the date of mailing.
This Agreement is governed in all respects by the laws of the State of New York, without giving effect to any principles that may provide for the application of the law of another jurisdiction. You agree that any claim or dispute you may have against The DH Leonard Consulting Website must be resolved by a court located in Jefferson County, New York, except that DH Leonard Consulting may file a suit for protection of intellectual property in the Northern District of New York. You hereby submit to the personal jurisdiction of the courts located within New York for the purpose of litigating all such claims or disputes.
This Agreement shall become effective upon your acceptance or your use of the Site, and shall continue until terminated by us or you as provided for under the terms of this Section. Unless otherwise agreed to in writing between the parties, either party may terminate the Agreement at any time upon notice to the other party. In such event, (i) we shall continue to perform those Services necessary to complete any open transaction; and (ii) you shall continue to be obligated to pay us and any member for any Services for which you have engaged from us or such member in order to complete any such transactions.
You agree that the Site shall be deemed solely based in New York and that the Site shall be deemed a passive website that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than New York. We may amend this Agreement at any time and in our sole discretion by posting the revised terms on this site. Unless otherwise stated in such revision, the revised terms will take effect when they are posted. You are responsible for reviewing the notice and any changes. This Agreement may not be otherwise amended except in a writing signed by both you and us. Your continued use of the Site and our services following changes to the Agreement will constitute your acceptance of changes or modifications to this Agreement. If you do not agree to any changes to this Agreement, do not continue to use the Site or our services.
This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter of this Agreement.
You are responsible for compliance with applicable local laws, keeping in mind that access to the contents of this Site may not be legal for or by certain persons or in certain countries. The DH Leonard Consulting Website will not be considered to have modified or waived any of our rights or remedies under this Agreement unless the modification or waiver is in writing and signed by an authorized representative of The DH Leonard Consulting Website. No delay or omission by us in exercising our rights or remedies will impair our rights or be construed as a waiver. Any single or partial exercise of a right or remedy will not preclude further exercise of any other right or remedy. If any part of this Agreement is held to be unenforceable, the unenforceable part will be given effect to the greatest extent possible and the remainder will remain in full force and effect. Nothing in this Agreement or related policies should be deemed to confer rights or benefits on third parties. You will not transfer, assign or delegate your rights or obligations (including your Account) under this Agreement to anyone without our express written permission, and any attempt to do so will be null and void. We may assign this Agreement without restriction.
The boldface paragraph headings in this Agreement are included for ease of reference only and have no binding effect. This Agreement and all policies and documents referenced in this Agreement comprises the entire agreement between you and us with respect to the use of this Site and our services and supersedes all prior agreements between the parties regarding the subject matter contained herein as well as any conflicting or inconsistent terms in any websites that link to or are linked from this Site.