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 For
use of The Wedge Group’s online services
Acceptance of Terms of Use
Schwantz and Associates, Inc., d.b.a. The Wedge
Group ("TWG") makes this Web site (collectively,
the "Site"), including all products,
information, documents, files, text, graphics
and communications available through the Site
(collectively, the "Materials") and
all services operated by TWG, third parties and
partners through the Site (collectively, the "Services"),
available for your use subject to the terms and
conditions set forth in this document and any
changes to this document that TWG may publish
from time to time (collectively, the "Terms
of Use").
By using the Site you agree to and are bound
by these Terms of Use.
TWG reserves the right to change, modify, add
or remove portions of these Terms of Use and other
guidelines or rules on the Site from time to time
at its sole discretion.
Defined terms
Services offered through this Site, such as WedgeTrak
and WedgeTalk, are collaboration services. Information,
materials, files, communications, and documents
that are posted by users in conjunction with the
Client Services are referred to collectively as
"Service Content." The group of persons
among which the collaboration and file sharing
takes place is referred to herein as the "Work
Group." All other user-supplied information,
materials, files, communications, and documents,
excluding the Service Content, are referred to
collectively as "User Content." "Wedge
Content" means all Materials provided by
TWG. Service Content, User Content, and Wedge
Content may have different restrictions and conditions
associated with them.
Types of users
Please be aware that certain activities on this
Site, such as Client Services, are available only
to persons who are covered under a paid agreement
with TWG ("Subscribers") and persons
invited by Subscribers to participate in such
activities.
Intellectual property; limited license to users
The Materials and Services on this Site, as well
as their selection and arrangement, are protected
by copyright, trademark, and/or other intellectual
property laws, and any unauthorized use of the
Materials or Services at this Site may violate
such laws and the Terms of Use. Except as expressly
provided herein, TWG does not grant any express
or implied rights to use the Materials and Services.
You agree not to copy, republish, frame, download,
transmit, modify, rent, lease, loan, sell, assign,
distribute, license, sublicense, reverse engineer,
or create derivative works based on the Site,
its Materials, or its Services or their selection
and arrangement, except as expressly authorized
herein. In addition, you agree not to use any
data mining, robots, or similar data gathering
and extraction methods in connection with the
Site.
Use of Services
When using Services on this Site that are offered
by TWG, you shall be subject to any posted guidelines,
rules, or licenses applicable to such Services
and to the Terms of Use. Such guidelines, rules,
or licenses may contain terms and conditions in
addition to those in the Terms of Use.
Use of Wedge Content and User Content
Except as indicated to the contrary elsewhere
on this Site, you may view, download, and print
the Wedge Content and User Content available on
this Site subject to the following conditions:
1. The Wedge Content and User Content may be
used solely for personal, informational, and internal
purposes.
2. The Wedge Content and User Content may not
be modified or altered in any way.
3. The Wedge Content and User Content on the Site
may not be distributed or sold, rented, leased,
or licensed to others.
4. You may not remove any copyright or other proprietary
notices contained in the Wedge Content and User
Content.
5. TWG reserves the right to revoke the authorization
to view, download, and print the Wedge Content
and User Content available on this Site at any
time, and any such use shall be discontinued immediately
upon notice from TWG.
6. The rights granted to you constitute a license
and not a transfer of title.
Use of Service Content
Subscribers and other persons registered to use
the Client Services may use the Service Content
in any manner that has been agreed upon by the
user providing such Service Content. It is your
sole responsibility to discuss with others in
your Work Group and determine what limitations,
if any, are placed on your use of the Service
Content distributed within your Work Group. If
you obtain access to materials created or used
by others outside of your Work Group in conjunction
with the Client Services, you have no right to
use such materials in any way. You also acknowledge
that TWG has no liability of any kind should members
of your Work Group modify, destroy, corrupt, copy,
or distribute your Service Content.
Trademark information
The trademarks, logos, and service marks ("Marks")
displayed on this Site are the property of TWG
or other third parties. You are not permitted
to use the Marks without the prior written consent
of TWG or such third party that may own the Marks.
The Wedge and The Wedge logo are registered trademarks
of The Wedge Group.
For a current list of TWG's Marks, as well as
certain third-party Marks, please refer to the
trademark information document.
License to TWG for User Content
Certain Services offered through this Site accommodate
or require User Content. Depending upon the nature
of the Service, by submitting User Content to
this Site, you grant TWG the following license:
For User Content such as comments to the TWG
User to User Forums, Client Services and suggestions,
you grant TWG and the users of this Site an unrestricted,
worldwide, irrevocable license to use, reproduce,
display, perform, modify, transmit, and distribute
such User Content, and you also agree that TWG
is free to use any ideas, concepts, know-how,
or techniques that you send us for any purpose
without any compensation to you. However, we will
not release your name or otherwise publicize the
fact that you submitted such User Content to us
unless: (a) you grant us permission to do so;
(b) we first notify you that the User Content
you submit to a particular part of the Site will
be published or otherwise used with your name
on it; (c) we have a good faith belief that we
are required to do so by law and/or in response
to a subpoena or court order; or (d) we believe
it necessary in order to protect the rights of
TWG or others.
Prohibited communications
You may submit only User Content or Service Content
to the Site that is (a) owned by you, (b) submitted
with the express permission of the owner or within
the scope of the license to such content, or (c)
in the public domain. You are prohibited from
posting or transmitting to or from this Site any
unlawful, threatening, harassing, libelous, offensive,
defamatory, obscene, or pornographic materials,
or other materials that would violate any law
or the rights of others, including, without limitation,
laws against copyright infringement, and rights
of privacy and publicity. Violation of these restrictions
may result in denial of or limitations on access
by you to this Site.
User conduct
In using the Site, including all Services and
Materials available through it, you agree:
not to disrupt or interfere with any other user's
enjoyment of the Site or affiliated or linked
sites;
not to upload, post, or otherwise transmit through
the Site any viruses or other harmful, disruptive,
or destructive files;
not to create a false identity;
not to use or attempt to use another's account,
password, service, or system without authorization
from TWG;
not to access or attempt to access any Service
Content which you are not authorized to access;
not to disrupt or interfere with the security
of, or otherwise cause harm to, the Site, or any
Services, Materials, system resources, accounts,
passwords, servers, or networks connected to or
accessible through the Site or any affiliated
or linked sites.
Managing content and communications
Although it is not our intention to do so, TWG
reserves the right, in its sole discretion, to
delete or remove User Content from the Site and
to restrict, suspend, or terminate your access
to all or part of this Site, at any time if we
have cause to do so (including, without limitation,
our good faith belief that you have violated the
Terms of Use) without prior notice or liability.
In addition, TWG reserves the right to delete
or remove Service Content if the relevant subscription
has expired or lapsed or if TWG has a good faith
belief that the user posting such Service Content
has violated these Terms of Use, or any law or
regulation, or that such deletion or removal is
necessary to comply with the law or to protect
the rights of TWG or others.
TWG may, but is not obligated to, monitor or
review (i) any areas on the Site where users transmit
or post User Content, including but not limited
to areas where Services are available, or user
forums; and (ii) the substance of any User Content.
To the maximum extent permitted by law, TWG will
have no liability related to User Content or Service
Content arising under the laws of copyright, libel,
privacy, obscenity, or otherwise. TWG also disclaims
all liability with respect to the misuse, loss,
modification, or unavailability of any User Content
or Service Content.
Use and protection of account name and password
You are responsible for maintaining the confidentiality
of your account name, and/or password, if applicable.
You are responsible for damages resulting from
all uses of your account name, and/or password,
whether actually or expressly authorized by you,
unless access to your account name, and/or password
was obtained through no fault or negligence of
your own.
WARRANTIES AND DISCLAIMERS
EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN A WRITTEN
AGREEMENT BETWEEN YOU AND TWG, THIS SITE, AND
ALL MATERIALS AND SERVICES ACCESSIBLE THROUGH
THIS SITE, ARE PROVIDED "AS IS" WITHOUT
WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED,
INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES
OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT.
WITHOUT LIMITING THE FOREGOING, TWG MAKES NO WARRANTY
THAT (i) THE SERVICES AND MATERIALS WILL MEET
YOUR REQUIREMENTS; (ii) THE SERVICES AND MATERIALS
WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE;
(iii) THE RESULTS THAT MAY BE OBTAINED FROM THE
USE OF THE SERVICES OR MATERIALS WILL BE EFFECTIVE,
ACCURATE, OR RELIABLE; (iv) THE QUALITY OF ANY
PRODUCTS, SERVICES, OR MATERIALS PURCHASED OR
ACCESSIBLE BY YOU THROUGH THE SITE WILL MEET YOUR
EXPECTATIONS; AND (v) ANY ERRORS IN THE SOFTWARE
USED THROUGH THE SITE, OR ANY DEFECTS IN THE SITE,
ITS SERVICES, OR MATERIALS, WILL BE CORRECTED.
THIS SITE COULD INCLUDE TECHNICAL OR OTHER MISTAKES,
INACCURACIES, OR TYPOGRAPHICAL ERRORS. TWG MAY
MAKE CHANGES TO THE MATERIALS AND SERVICES AT
THIS SITE, INCLUDING THE PRICES AND DESCRIPTIONS
OF ANY PRODUCTS LISTED HEREIN, AT ANY TIME WITHOUT
NOTICE. THE MATERIALS OR SERVICES AT THIS SITE
MAY BE OUT OF DATE, AND TWG MAKES NO COMMITMENT
TO UPDATE SUCH MATERIALS OR SERVICES.
YOU UNDERSTAND AND ACKNOWLEDGE THAT (i) TWG DOES
NOT CONTROL, ENDORSE, OR ACCEPT RESPONSIBILITY
FOR ANY CONTENT, PRODUCTS, OR SERVICES OFFERED
BY THIRD PARTIES THROUGH THE SITE, INCLUDING,
WITHOUT LIMITATION, THIRD PARTIES ACCESSIBLE THROUGH
LINKS ON THE SITE; (ii) TWG MAKES NO REPRESENTATION
OR WARRANTIES WHATSOEVER ABOUT ANY SUCH THIRD
PARTIES, THEIR CONTENT, PRODUCTS, OR SERVICES;
(iii) ANY DEALINGS YOU MAY HAVE WITH SUCH THIRD
PARTIES ARE AT YOUR OWN RISK; AND (iv) TWG SHALL
NOT BE LIABLE OR RESPONSIBLE FOR ANY CONTENT,
PRODUCTS, OR SERVICES OFFERED BY THIRD PARTIES.
THE USE OF THE SERVICES OR THE DOWNLOADING OR
OTHER USE OF ANY MATERIALS THROUGH THE SITE IS
DONE AT YOUR OWN DISCRETION AND RISK AND WITH
YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE
FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF
DATA, OR OTHER HARM THAT RESULTS FROM SUCH ACTIVITIES.
TWG ASSUMES NO LIABILITY FOR ANY COMPUTER VIRUS
OR OTHER SIMILAR SOFTWARE CODE THAT IS DOWNLOADED
TO YOUR COMPUTER FROM THE SITE OR IN CONNECTION
WITH ANY SERVICES OR MATERIALS OFFERED THROUGH
THE SITE. NO ADVICE OR INFORMATION, WHETHER ORAL
OR WRITTEN, OBTAINED BY YOU FROM TWG OR THROUGH
OR FROM THE SITE SHALL CREATE ANY WARRANTY NOT
EXPRESSLY STATED IN THE TERMS OF USE.
SOME STATES OR JURISDICTIONS DO NOT ALLOW THE
EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS
ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO THE
ABOVE LIMITATIONS MAY NOT APPLY TO YOU. TO THE
EXTENT PERMISSIBLE, ANY IMPLIED WARRANTIES ARE
LIMITED TO NINETY (90) DAYS.
International users
This Site can be accessed from countries around
the world and may contain references to TWG products,
services, and programs that are not available
in your country. These references do not imply
that TWG intends to announce such products, services,
or programs in your country.
The Site is controlled, operated, and administered
by TWG from its offices within the United States
of America. TWG makes no representation that the
Site, or the Services or Materials available through
it, are appropriate or available for use at other
locations outside the United States, and access
to the Site from territories where the Site or
any of its Services or Materials are illegal is
prohibited. If you access the Site from a location
outside the United States, you are responsible
for compliance with all local laws.
Personal information and privacy
To learn about how TWG protects your personal
information, such as your name and address, refer
to TWG Online Privacy Policy. Except as set forth
in the Privacy Policy or in the Terms of Use,
your personal information will be deemed to be
confidential. With the exception of Service Content
and certain types of User Content, any non-personal
information or material sent to TWG will generally
be deemed to NOT be confidential. You understand
and agree that we may disclose information about
you if we have a good faith belief that we are
required to do so by law or legal process, to
respond to claims, or to protect the rights, property,
or safety of TWG or others, or as stated in our
Privacy Policy. Please be aware that your browser
must be enabled to accept cookies in order for
you to use certain Client Services or to purchase
from TWG online store.
LIMITATION OF LIABILITY
IN NO EVENT, INCLUDING, WITHOUT LIMITATION, NEGLIGENCE,
SHALL TWG, AFFILIATES, AGENTS, OFFICERS, DIRECTORS,
EMPLOYEES, PARTNERS, OR SUPPLIERS BE LIABLE TO
YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE,
INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES
OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING,
WITHOUT LIMITATION, THOSE RESULTING FROM LOSS
OF USE, DATA, OR PROFITS, WHETHER OR NOT TWG HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES,
AND ON ANY THEORY OF LIABILITY, ARISING OUT OF
OR IN CONNECTION WITH THE USE OF OR THE INABILITY
TO USE THIS SITE, ITS SERVICES, OR MATERIALS,
THE STATEMENTS OR ACTIONS OF ANY THIRD PARTY ON
OR THROUGH THE SITE, ANY UNAUTHORIZED ACCESS TO
OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY
INFORMATION THAT IS SENT OR RECEIVED OR NOT SENT
OR RECEIVED, ANY FAILURE TO STORE OR LOSS OF DATA,
FILES, OR OTHER CONTENT, ANY SERVICES AVAILABLE
THROUGH THE SITE THAT ARE DELAYED OR INTERRUPTED,
OR ANY WEB SITE REFERENCED OR LINKED TO FROM THIS
SITE.
SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR
LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL
DAMAGES. ACCORDINGLY, THE LIMITATIONS AND EXCLUSIONS
SET FORTH ABOVE MAY NOT APPLY TO YOU.
TWG User to User Forums
In addition to these Terms of Use, users of the
TWG User to User Forums must agree to a separate
legal agreement located within the Forums registration
area of the Site. Your access to the User to User
Forums will be denied for violation of either
the Terms of Use or the agreement located within
the Forums registration area of the Site. In particular,
you should be familiar with the code of conduct
within the agreement and conduct your activities
accordingly.
Notification of copyright infringement
TWG will, in appropriate circumstances, terminate
the accounts of users who infringe the intellectual
property rights of others. If you believe that
your work has been used or copied in a way that
constitutes copyright infringement and such infringement
is occurring on this Site or on sites linked to
from this Site, please provide TWG a Notice containing
the following elements:
1. a physical or electronic signature of the
person authorized to act on behalf of the owner
of the copyright interest that is alleged to have
been infringed;
2. a description of the copyrighted work or works
that you claim have been infringed and identification
of what material in such work(s) is claimed to
be infringing and which you request to be removed
or access to which is to be disabled;
3. a description of where the material that you
claim is infringing is located on TWG site;
4. information sufficient to permit TWG to contact
you, such as your physical address, telephone
number, and e-mail address;
5. a statement by you that you have a good faith
belief that the use of the material identified
in your Notice in the manner complained of is
not authorized by the copyright owner, its agent,
or the law;
6. a statement by you that the information in
your Notice is accurate and, under penalty of
perjury, that you are the copyright owner or authorized
to act on the copyright owner's behalf.
TWG's contact for Notice of claims of copyright
infringement can be reached as follows:
By mail:
Lori Schwantz/VP, Administration
The Wedge Group
5601 Democracy Drive
Suite 180
Plano, TX 75024
By telephone: (214) 446-3209
By e-mail: Email Us
TWG SHOULD BE CONTACTED ONLY IF YOU BELIEVE THAT
YOUR WORK HAS BEEN USED OR COPIED IN A WAY THAT
CONSTITUTES COPYRIGHT INFRINGEMENT AND SUCH INFRINGEMENT
IS OCCURRING ON THIS SITE OR ON SITES LINKED TO
FROM THIS SITE. ALL OTHER INQUIRIES DIRECTED
TO THE COPYRIGHT AGENT WILL NOT BE RESPONDED TO.
SUCH INQUIRIES SHOULD BE MADE THROUGH THE FEEDBACK
PROCEDURE LOCATED AT THE CONTACT US SECTION OF
THIS SITE.
Indemnity and liability
You agree to indemnify and hold TWG, affiliates,
officers, agents, co-branders or other partners,
and employees, harmless from any claim or demand,
including reasonable attorneys' fees, made by
any third party due to or arising out of content
you submit, post to, or transmit through the Site
(including, without limitation, any User Content,
Service Content or computer viruses), your use
of the Site, your connection to the Site, your
violation of the Terms of Use, the actions of
any member of your Work Group (solely if you are
a Subscriber to the Client Services), or your
violation of any rights of another person or entity.
Governing law and jurisdiction
This Site (excluding linked sites) is operated
by TWG from its offices within the state of
Texas, United States of America. By accessing
this Site, you and TWG agree that all matters
relating to your access to, or use of, this
Site shall be governed by the statutes and laws
of the State of Texas, without regard to the
conflicts of laws principles thereof. You and
TWG also agree and hereby submit to the exclusive
personal jurisdiction and venue of the Collin
County District Court and the United States District
Court for the Northern District of Texas with
respect to such matters.
Language
It is the express wish of the parties that the
Terms of Use and all related documents have been
drawn up in English. C'est la volonté expresse
des parties que la présente convention
ainsi que les documents qui s'y rattachent soient
rédigés en anglais.
General
The Terms of Use and other rules, guidelines,
licenses, and disclaimers posted on the Site constitute
the entire agreement between TWG and you with
respect to your use of the Site. If for any reason
a court of competent jurisdiction finds any provision
of the Terms of Use, or portion thereof, to be
unenforceable, that provision shall be enforced
to the maximum extent permissible so as to effect
the intent of the parties as reflected by that
provision, and the remainder of the Terms of Use
shall continue in full force and effect. Any failure
by TWG to enforce or exercise any provision of
the Terms of Use or related right shall not constitute
a waiver of that right or provision. The section
titles used in the Terms of Use are purely for
convenience and carry with them no legal or contractual
effect.
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