Wednesday, September 30, 2020

TERMS OF USE AGREEMENT

Effective Date: April 10, 2020

Welcome to WorkAnswers (“WA”). WorkAnswers is owned and operated by Scherzer International Corporation. By using our site (the “Site”), you agree to comply with and be bound by the terms of use set forth below. The term “WorkAnswers” or “WA” or “us” or “we” or “our” refers to WorkAnswers. The term “you” refers to the user or visitor of the Site. If you disagree with any part of these terms and conditions, please do not use the Site. ALL CONTENT OF THE SITE IS FOR GENERAL INFORMATION AND USE ONLY BY YOU OR YOUR BUSINESS AND IS SUBJECT TO CHANGE WITHOUT NOTICE.

Acceptance of Agreement

You agree to the terms and conditions outlined in this Terms of Use Agreement (“Agreement”), which constitutes the entire and only agreement between you and us. It supersedes all prior or contemporaneous agreements, representations, warranties, and understandings regarding the Site, the content, products or services provided by or through the Site, and the subject matter of this Agreement. We may amend this Agreement from time to time without specific notice to you and will always post the latest Agreement on the Site. Your use of the Site means you reviewed this Agreement before using the Site.

Intellectual Property Rights

We retain all intellectual property rights to the products and services on the Site, including, without limitation, images, text, page headers, custom graphics, button icons, software, illustrations, logos, service marks and trademarks, copyrights, photographs, video and audio, design, compilation, magnetic translation, and digital conversion. The design, text, graphics, and selection and arrangement thereof and services and the legal forms, documents, guidance, and all other content found on the Site are the copyright © Scherzer International Incorporated. All rights reserved.

Limited License; Permitted Uses

You are granted a non-exclusive, non-transferable, revocable license (a) to access and use the Site strictly in accordance with this Agreement; and (b) to use the Site solely for your internal and personal or business purposes.

Prohibited Uses

Your license for the use of the Site and any information, materials or documents (collectively “Content and Materials”) are subject to the following restrictions and prohibitions on use: you may not (a) copy, print (except for the express limited purpose permitted above), republish, display, distribute, transmit, sell, rent, lease, loan or otherwise make available in any form or by any means all or any portion of the Site or any Content and Materials retrieved therefrom; b) use any Content and Materials in any manner that may infringe on our copyright, intellectual property right, proprietary right, or property right or infringe on such rights of any third parties; (c) remove, change or obscure any copyright notice or other proprietary notice or terms of use contained on the Site; (d) use any Content and Materials from the Site in any manner in any arbitration or litigation proceeding; e) remove, decompile, disassemble or reverse engineer any Site software or use any network monitoring or discovery software to determine the Site architecture; (h) use any automatic or manual process to harvest information from the Site; (i) use the Site for the purpose of gathering information for or transmitting (1) unsolicited commercial email; (2) email that makes use of headers, invalid or nonexistent domain names, or other means of deceptive addressing; and (3) unsolicited telephone calls or facsimile transmissions; (j) use the Site in a manner that violates any state or federal law regulating email, facsimile transmissions or telephone solicitations; and (k) export or re-export the Site or any portion thereof, or any software available on or through the Site, in violation of the export control laws or regulations of the United States.

Documents

We may make available through the Site or other websites sample and actual forms, checklists, presentations, training portals, and business documents (collectively, “Documents”). All Documents are provided on a non-exclusive license basis only for your personal or your business’s use, without any right to re-license, sublicense, distribute, assign, or transfer such license. Some Documents are provided as part of your membership in WA or otherwise may be available for a charge. All Documents are provided without any representations or warranties, express or implied, as to their suitability for a particular purpose, legal effect, completeness, currency, accuracy, or appropriateness. THE DOCUMENTS ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND WITH “ALL FAULTS,” AND WE AND ANY PROVIDER OF THE DOCUMENTS DISCLAIM ANY WARRANTIES, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. You should consult with legal counsel to determine the appropriate legal or business documents necessary for your particular transaction, as the Documents are only samples and may not apply to a specific situation.

No Legal Advice

Information contained on or made available through the Site is not intended to and does not constitute legal advice, recommendation, mediation or counseling under any circumstance. We do not warrant or guarantee the accurateness, completeness, adequacy, or currency of the information contained in or linked to the Site. Your use of information on the Site or materials linked to the Site is entirely at your own risk. We are not a law firm, and the Site is not an attorney referral service.

Third-Party Content

The Site may contain links to websites controlled by parties other than WA (each a “Third-Party Site”). We may also provide links to citations or resources that are not affiliated with us. We are not responsible for and do not endorse or accept any responsibility for the availability, content, products, services, or use of any Third-Party Site, any website accessed from a Third-Party Site, or any changes or updates to such sites. We make no guarantees about the content or quality of the products or services by a Third-Party Site. These links are provided on our Site only as a convenience, and their inclusion on the Site does not imply that WA endorses the Third-Party Site. Neither does the inclusion of any link mean that WA sponsors, is affiliated or otherwise associated with the Third-Party Site. Furthermore, WA makes no guarantees or claims that it is legally authorized to use any trade name, registered trademark, logo, legal or official seal, or copyrighted symbol that may be reflected in the links. You acknowledge that you bear all risks associated with access to and use of the content provided on a Third-Party Site and agree that we are not responsible for any loss or damage you may incur from dealing with a third party. You should contact the site administrator of the applicable Third-Party Site if you have any concerns regarding such links or the content located on any Third-Party Site.

Linking to the Site

You may provide links to the Site, provided that: (a) you do not remove or obscure, by framing or otherwise, advertisements, the copyright notice, or other notices on the Site; (b) your site does not engage in illegal or pornographic activities or otherwise harm the reputation of WA or Scherzer International Corporation; (c) you discontinue providing links to the Site immediately upon request by us.

Advertisers and Third-Party Services

The Site may contain advertising and sponsorships. Advertisers and sponsors are responsible for ensuring that material submitted for inclusion on the Site is accurate and complies with applicable laws. We are not responsible for any error, inaccuracy, or problem in the advertiser’s or sponsor’s materials. You understand that we do not operate or control the products or services offered by these third parties (“Merchants.”) Merchants are responsible for all aspects of order processing, fulfillment, billing and customer service. We are not a party to the transactions entered into between you and Merchants. You agree that use of or purchase from such Merchants is AT YOUR SOLE RISK AND IS WITHOUT WARRANTIES OF ANY KIND BY US, EXPRESSED, IMPLIED OR OTHERWISE INCLUDING WARRANTIES OF TITLE, FITNESS FOR PURPOSE, MERCHANTABILITY OR NON-INFRINGEMENT. UNDER NO CIRCUMSTANCES ARE WE LIABLE FOR ANY DAMAGES ARISING FROM THE TRANSACTIONS BETWEEN YOU AND MERCHANTS OR FOR ANY INFORMATION APPEARING ON MERCHANT SITES OR ANY OTHER SITE LINKED TO OUR SITE.

Errors, Corrections and Changes

We do not represent or warrant that the Site will be error-free, free of viruses or other harmful components, or that defects will be corrected. We do not represent or warrant that the information available on or through the Site will be correct, accurate, timely, or otherwise reliable. We may make changes to the features, functionality, or content of the Site at any time. We reserve the right in our sole discretion to edit or delete any documents, information, or other content appearing on the Site without notice.

Unlawful Activity

We reserve the right to investigate complaints or reported violations of this Agreement and to take any action we deem appropriate, including but not limited to reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties. We will disclose any information necessary or appropriate to such persons or entities relating to your profile, email addresses, usage history, posted materials, IP addresses, and traffic information.

Indemnification

You agree to indemnify, defend and hold us and our partners, agents, officers, directors, employees, subcontractors, successors, assigns, third party suppliers of information and documents, attorneys, advertisers, product and service providers, and affiliates (collectively, “Affiliated Parties”) harmless from any liability, loss, claim and expense, including reasonable attorney’s fees, related to your violation of this Agreement or use of the Site.

Disclaimer

THE INFORMATION, CONTENT, AND DOCUMENTS FROM OR THROUGH THE SITE ARE PROVIDED “AS-IS,” “AS AVAILABLE,” WITH “ALL FAULTS,” AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED (INCLUDING BUT NOT LIMITED TO THE DISCLAIMER OF ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE). THE INFORMATION AND SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. WE AND OUR AFFILIATED PARTIES HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF ANY INFORMATION OR SERVICE. IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, WE AND OUR AFFILIATED PARTIES ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE NEGATION AND LIMITATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU. THIS SITE AND THE PRODUCTS, SERVICES, DOCUMENTS, AND INFORMATION PRESENTED WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US THROUGH THE SITE OR OTHERWISE SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THIS AGREEMENT. ALL RESPONSIBILITY OR LIABILITY FOR ANY DAMAGES CAUSED BY VIRUSES CONTAINED WITHIN THE ELECTRONIC FILE CONTAINING A FORM OR DOCUMENT IS DISCLAIMED.

Limitation of Liability

(a) We and any Affiliated Party shall not be liable for any loss, injury, claim, liability, or damage of any kind resulting in any way from (a) any errors in or omissions from the Site or any services or products obtainable therefrom, (b) the unavailability or interruption of the Site or any features thereof, (c) your use of the Site, (d) the content contained on the Site, or (e) any delay or failure in performance beyond the control of a Covered Party. (b) THE AGGREGATE LIABILITY OF US AND THE AFFILIATED PARTIES IN CONNECTION WITH ANY CLAIM ARISING OUT OF OR RELATING TO THE SITE AND/OR THE PRODUCTS, INFORMATION, DOCUMENTS, AND SERVICES PROVIDED HEREIN OR HEREBY SHALL NOT EXCEED $100 AND THAT AMOUNT SHALL BE IN LIEU OF ALL OTHER REMEDIES WHICH YOU MAY HAVE AGAINST US AND ANY AFFILIATED PARTY.

Use of Your Information

We reserve the right, and you authorize us, to the use and assignment of all information regarding Site uses by you and all information provided by you in any manner consistent with our Privacy Policy. All remarks, suggestions, ideas, graphics, or other information communicated by you to us (collectively, a “Submission”) will forever be our property. We will not be required to treat any Submission as confidential, and will not be liable for any ideas (including without limitation, product, service, or advertising ideas) and will not incur any liability as a result of any similarities that may appear in our future products, services, or operations. Without limitation, we will have exclusive ownership of all present and future existing rights to the Submission of every kind and nature everywhere. We will be entitled to use the Submission for any commercial or other purposes whatsoever without compensation to you or any other person sending the Submission. You acknowledge that you are responsible for whatever material you submit, and you, not us, have full responsibility for the message, including its legality, reliability, appropriateness, originality, and copyright.

Registration

Certain sections of, or offerings from, the Site may require you to register. When you open an account to use or access certain portions of the Site, you must provide complete and accurate information as requested on the registration form. You will also be asked to provide a user name and password. You are solely responsible for maintaining the confidentiality of your password. You may not use a third party’s account, user name, or password at any time. You agree to notify us immediately of any unauthorized use of your account, user name or password. We will not be liable for any losses you incur as a result of someone else’s use of your account or password, either with or without your knowledge. With regard to the use of certain WA services, you may be asked to provide personal information in a questionnaire, application, form, or similar document. This information will be protected in accordance with our Privacy Policy.

Payments

You represent and warrant that if you are purchasing something from us or that: (i) any credit information you supply is true and complete, (ii) charges incurred by you will be honored by your credit card company, and (iii) you will pay the charges incurred by you at the posted prices, including any applicable taxes.

Legal Compliance

You agree to comply with all applicable domestic and international laws, statutes, ordinances, and regulations regarding your use of the Site and the Content and Materials provided therein.

Privacy Policy

Our Privacy Policy is incorporated by reference into this Agreement.