TERMS OF USE

Terms of Use

© COPYRIGHT 2020 Ovesto, LLC., ALL RIGHTS RESERVED.
Last Updated on January 6, 2020

YOUR ACCEPTANCE OF THE USER AGREEMENT. The website Ovesto.com is brought to you by Ovesto, LLC. (“Ovesto,” “we,” “us,” or “our”). This Agreement (as defined below) sets forth the terms and conditions which govern your use of the Site and of the Content (as defined below) made available on or through the Site. PLEASE READ THESE TERMS AND CONDITIONS OF USE (“TERMS OF USE”) CAREFULLY BEFORE ACCESSING AND USING THE SITE AS THEY CONSTITUTE A LEGALLY BINDING CONTRACT BETWEEN YOU AND OVESTO AND GOVERN YOUR ACCESS TO AND USE OF THE SITE. BY ACCESSING OR USING THE SITE IN ANY MANNER, YOU INDICATE YOUR UNCONDITIONAL ACCEPTANCE OF (1) THESE TERMS OF USE, (2) OUR PRIVACY STATEMENT [LINK TO PRIVACY STATEMENT] (“THE PRIVACY STATEMENT”); AND (3) ANY OTHER LEGAL NOTICES, CONDITIONS, OR GUIDELINES LOCATED ON THE SITE (COLLECTIVELY, THE “AGREEMENT. WE RESERVE THE RIGHT, IN OUR SOLE DISCRETION, TO UPDATE OR REVISE THESE TERMS OF USE FROM TIME TO TIME. YOUR CONTINUED USE OF THE SITE FOLLOWING THE POSTING OR NOTICE OF ANY CHANGES TO THIS AGREEMENT WILL INDICATE YOUR ACCEPTANCE OF THOSE CHANGES.

1. CONTENT MADE AVAILABLE ON OR THROUGH THE SITE AND YOUR USE OF CONTENT.

• Description of Content. The Site contains a wide variety of Content (defined below), whether (1) proprietary to Ovesto or (2) proprietary to third parties. “Content” includes, but is not limited to text, data, files, images, documents, white papers, templates, studies, business methods, tools, methodologies, processes, techniques, solutions or construction frames, analytical frameworks, know-how, slides, presentations, abstracts, summaries, software, scripts, layout, design, function, “look and feel,” graphics, audio, videos, audiovisual combinations, interactive features and any other materials that you may view or access through the Site. Content is made available for general informational purposes only and should not be considered to be specific professional advice.
• Proprietary Rights. You acknowledge and agree that all Content, whether publicly posted or privately transmitted, as well as all derivative works thereof, are owned by Ovesto or other parties that have licensed their material to Ovesto, and are protected by copyright, trademark, and other intellectual property laws. Except as specifically permitted in this Agreement, Content may not be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way, including by e-mail or other electronic means, without the prior consent of Ovesto or such third party that owns the Content. Nothing contained in this Agreement shall be construed as granting any license or right to any intellectual property right without the express written grant from Ovesto or such third party that may own the intellectual property right. All rights not expressly granted herein by Ovesto and/or its licensors to you are reserved by Ovesto and/or its licensors
• Restrictions on Your Use of Content. You may access and use Content solely for your information, as permitted under this Agreement. Any modification of the Content, use of the Content on any web site, or use of the Content for any purpose other than as specifically permitted herein, without the prior consent of Ovesto or its licensors, as applicable, is a violation of the copyright, trademark, and other proprietary rights in the Content and is expressly prohibited. You agree not to circumvent, disable or otherwise interfere with security-related features of the Site that prevent or restrict the use or copying of any Content and not to alter, remove, or falsify any attributions or other proprietary designations of origin or source of any Content appearing on the Site. You agree that all copies shall retain all copyright, other proprietary notices, and disclaimers contained on the original Content.

2. RESTRICTIONS ON YOUR USE OF THE SITE. You agree that you shall not (and you agree not to allow any third party to): (i) access or use the Site in an unlawful way or for an unlawful or illegitimate purpose or in any manner that contravenes this Agreement; (ii) attempt to disrupt the operation of the Site through use of methods such as viruses, Trojan horses, worms, time bombs, denial of service attacks, flooding or spamming; (iii) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; or (iv) use any robot, spider, site search/retrieval application, or another device to access, retrieve, screen scrape, screen surf or employ any other data scraping method, or index any portion of the Site/Content for any purpose. Systematic retrieval of data or other content from the Site to create or compile, directly or indirectly, a collection, compilation, database or directory without our prior written permission is prohibited.

3. TRADEMARKS/SERVICE MARKS. All Ovesto trade and service names are trademarks of Ovesto. All other brands and trade names are the property of their respective owners. Nothing contained in this Agreement should be construed as granting any license or right to use any trademark or trade name displayed on the Site without the express written permission of Ovesto or such third party that may own the trademark or trade name.

4. TERMINATION/EXCLUSION. We reserve the right, in our sole discretion, to revoke, terminate or suspend any privileges associated with accessing our Site for any reason or for no reason whatsoever, including improper use of the Site/Content or failure to comply with this Agreement and to take any other action we deem appropriate. You agree that Ovesto shall not be liable to you or any third party for any termination of your access to the Site/Content.

5. TOOLS and SOFTWARE. As permitted, if you download, install or use any tools or software from the Site, you further agree to the license terms that accompany or are provided with such tool or software.
COMMENTS. As a visitor to the Site, you may submit questions, comments, suggestions, ideas, or feedback via the Site or email (collectively, “Comments”) and you hereby acknowledge and agree that Comments are not confidential and you hereby grant to Ovesto a worldwide, perpetual, irrevocable, royalty-free license to reproduce, display, perform, distribute, publish, modify, edit or otherwise use such Comments as it deems appropriate, for any and all-purpose, in its sole discretion.

6. OTHER WEBSITES. The provision of links to other web sites on the Site is for your convenience and does not signify our endorsement of such other web sites or their content. Ovesto has no control over, does not review, and is not responsible or liable for these third-party web sites or their content. You agree that Ovesto shall not be responsible for any loss or damage of any sort incurred as a result of any such links or as the result of the presence of such links on our Site.

7. DISCLAIMER OF WARRANTY. YOU ACKNOWLEDGE AND AGREE THAT ANY CONTENT MADE AVAILABLE VIA THE SITE IS NOT INTENDED AS A SUBSTITUTE FOR, THE KNOWLEDGE, EXPERTISE, SKILL, AND JUDGMENT OF PROFESSIONALS IN MAKING DECISIONS. OVESTO AND ITS LICENSORS HEREBY DISCLAIM ALL RESPONSIBILITY FOR THE USE OR MISUSE OF THE SITE AND THE CONTENT THEREON. ACCESS TO THE SITE AND CONTENT CONTAINED THEREIN IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, OVESTO DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, THE ACCURACY OR COMPLETENESS OF ANY INFORMATION, OR THE ABSENCE OF LATENT OR OTHER DEFECTS, WHETHER OR NOT DISCOVERABLE. OVESTO DOES NOT WARRANT THAT THE SITE WILL BE ERROR-FREE OR BE PROVIDED (OR BE AVAILABLE) WITHOUT INTERRUPTION. OVESTO DISCLAIMS LIABILITY RESULTING FROM THE ACTIONS OF ANY SITE USER OR ANY THIRD PARTY ACTIONS OR SUCH PARTY(S) FAILURES TO ACT. NEITHER OVESTO NOR ANY THIRD PARTY PROVIDERS, PARTNERS OR AFFILIATES WARRANT THAT THIS SITE, ITS SERVERS OR ANY E-MAIL SENT FROM OVESTO OR ANY THIRD PARTY PROVIDERS, PARTNERS OR AFFILIATES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

8. LIMITATION OF LIABILITY. IN NO EVENT WILL OVESTO BE LIABLE (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE, PRODUCT LIABILITY OR OTHER THEORY, WARRANTY, OR OTHERWISE) TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY DAMAGES ARISING FROM LOSS OF USE OR LOST BUSINESS, REVENUE, PROFITS, INCOME, DATA OR GOODWILL) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITE, EVEN IF OVESTO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. you HEREBY WAIVE THE PROVISIONS OF ANY STATE OR LOCAL LAW LIMITING OR PROHIBITING A GENERAL RELEASE.

9. INDEMNIFICATION. Without limiting the generality or effect of other provisions of this Agreement, as a condition of use of the Site, you agree to indemnify, hold harmless, and defend Ovesto, and its parents, subsidiaries, affiliates, licensors, suppliers and their officers, directors, affiliates, subcontractors, agents, and employees (collectively, “Indemnified Parties” and each, individually, an “Indemnified Party”) against all costs, expenses, liabilities and damages (including reasonable attorney’s fees) incurred by any Indemnified Party in connection with any third-party claims arising out of: (i) your use or misuse of the Site or any information or data derived therefrom; (ii) your failure to comply with any applicable laws and regulations; and (iii) your breach of any of your obligations set forth in this Agreement. You shall not settle any such claim without the written consent of the applicable Indemnified Party.

10.MISCELLANEOUS. This Agreement shall be governed by the laws of the State of Florida without regard to its rules on conflicts or choice of law. You hereby consent to the exclusive jurisdiction of the courts of the State of Florida for the resolution of any dispute based upon or relating to this Agreement. The Parties hereby irrevocably waive any and all rights to trial by jury in any legal proceeding arising out of or relating to this Agreement. This Agreement constitutes the sole agreement between you and Ovesto relating to your use and our provision of the Site and the subject matter hereof. Any of the terms of this Agreement which are determined to be invalid or unenforceable shall be ineffective to the extent of such invalidity or unenforceability, without rendering invalid or unenforceable any of the remaining terms of this Agreement or affecting the validity or enforceability of the Agreement as a whole. Failure to insist on performance of any of the terms of the Agreement will not operate as a waiver of any subsequent default. No waiver by Ovesto of any right under this Agreement will be deemed to be either a waiver of any other right or provision or a waiver of that same right or provision at any other time. You may not assign, transfer or delegate your rights or obligations hereunder, in whole or in part. This Agreement shall be binding upon and inure to the benefit of each of the parties and the parties’ respective successors and permitted assigns.