This Agreement states the “Terms and Conditions” under which you may use the website and services of Fairfield Capital Group, LLC (“FCG”) and www.fairfieldcapital.net (the “Website”). Please read this Agreement carefully. Your use and access to the information, contents and services on this Website, as further defined below, is conditioned upon your acceptance of these Terms and Conditions of Use (“Agreement”). In continuing to access or use this Website and/or services, you intend to be bound by the terms of this Agreement and by so doing indicate that you have had an opportunity to review the terms of this Agreement and understand and intend that this Agreement is a legally binding contract and the equivalent of a signed, written contract. The terms “You” and “User” as used herein refer to all individuals and/or entities accessing this Website for any reason.
You agree to conduct this and all future transactions with FCG by electronic means until you provide FCG with written notice of your refusal to conduct further transactions by electronic means. You agree to use this Website in a manner consistent with applicable laws and regulations in accordance with the terms and conditions of this Agreement and any other applicable FCG rules and guidelines, as amended from time to time.
This Agreement applies to all portions of the Website, and the defined term “Website” includes all information, content, text, graphics, logos, button icons, images and the selection and arrangement of the content, whether from FCG, FCG’s computers and networks which are accessible externally, products and services accessible through FCG, its licensors and affiliates, or third party providers used by FCG, the actual web pages and related computer programs, including all source code and object code, and any other electronic, computer, telephonic or wireless products, services or information system provided by FCG now or in the future.
PROPRIETARY RIGHTS NOTICES
The Website, including the computer programs used to generate web pages and the Website, is the exclusive property of FCG, its licensors and or affiliates, and is protected by U.S. and international copyright, trademark, patent and other laws, and may not be used or copied without the express written permission of FCG. FCG reserves all rights, in all media and technologies existing now or later developed, not expressly granted in this Agreement. The deletion or alteration of any copyright or other proprietary notices from this Website is strictly forbidden. The trademarks, service marks, designs and logos (collectively, “Trademarks”) displayed on this Website are the registered and unregistered trademarks of FCG, its licensors and affiliates. The Trademarks include, but are not limited to Fairfield Capital GroupTM. Your use of the Trademarks displayed on this Website, except as provided in this Agreement, is strictly prohibited. Nothing in this Agreement shall be construed as granting to you a license under any copyright, trademark, patent or other right of FCG. Copyright © 2015 Fairfield Capital Group, LLC.
Pursuant to Section 512(c)(2) of the Copyright Revision Act, as enacted through the Digital Millennium Copyright Act, FCG has designated Porter Wright Morris & Arthur LLP, Attention: Theodore R. Walters, 9132 Strada Place, 3rd Floor, Naples, FL 34108, 239-593-2965, Copyright Agent of FCG, to receive notifications of claimed infringement. If you believe that your work has been copied and is accessible on the Website, in a way that constitutes copyright infringement, you may notify FCG by providing its Copyright Agent with the following information: (1) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) A description of the copyrighted work that you claim has been infringed, including the URL (i.e., web page address) of the location where the copyrighted work exists or a copy of the copyrighted work; (3) Identification of the URL or other specific location on the Website where the allegedly infringing material is located; (4) Your address, telephone number and email address; (5) A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (6) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized agent to act on behalf of the copyright owner.
USE OF INFORMATION
You are granted a non-exclusive, non-assignable, and non-transferable license to use the Website only under this Agreement. This license is not a sale of any of FCG’s rights. The Website may be used only by you, and you may not rent, lease, lend or sub-license its use or any data on the Website or any of your rights under this Agreement. You agree to use this Website only for personal, non-commercial, lawful purposes, unless expressly authorized to do so by FCG. No part of the Website may be copied, modified, distributed, transmitted, displayed, performed, reproduced, used, published, licensed, derived from, transferred or sold without the express written consent of FCG. Access to this Website with the intent to download information for other than personal use will be considered an infringement of copyright and prosecuted accordingly. Any other reproduction is strictly prohibited. If you obtain permission by written consent from FCG to download material, you must retain all copyright and other proprietary notices displayed on the materials. Accordingly, as one of the terms of this Agreement, you represent, warrant and agree that you will not use the Website for any purpose or in any manner that is prohibited by this Agreement or by applicable law. It is your responsibility to ensure that your use of the Website complies with this Agreement and to seek prior written permission for any uses not permitted or not expressly specified herein.
In connection with your use of the Website, you will not: (1) post, transmit, or promote any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, hateful, racially, ethnically or otherwise objectionable content; (2) harass, threaten, embarrass, or cause distress, unwanted attention or discomfort upon another user of the this Website or other person or entity; (3) post, transmit, promote, link, or facilitate the distribution of sexually explicit or other content which is deemed by FCG to be offensive; (4) upload files that contain software or other material protected by intellectual property laws or other applicable laws unless the user owns or controls the rights thereto or has received all necessary consents; (5) upload files that contain corrupted files, viruses or any other similar software files the intent of which is to damage the operation of another’s computer; (6) post or transmit, or cause to be posted or transmitted, chain letters, pyramid schemes, “junk mail,” “spam,” “club membership,” distributorship or sales representative agency arrangement, any unsolicited advertising, promotional materials, or other forms of solicitation to other users, individuals or entities, except in those areas that are expressly designated for such a purpose, or collect or harvest screen names of other users, without written permission of FCG; (7) impersonate any person or entity, including but not limited to, an FCG official, or falsely state or otherwise misrepresent your affiliation with a person or entity; (8) falsify the origin or source of software or other material contained in a file that is uploaded; (9) violate any operating rule, policy or guideline of any other interactive service offered by FCG, its licensors and/or affiliates; (10) intentionally or unintentionally violate any applicable local, state, national, international or foreign law, including, but not limited to, any rules or regulations having the force of law; (11) modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Website; (12) distribute, modify, transmit, post, or otherwise use the information, content or services on the Website for public or commercial purposes without FCG ’s written permission; (13) delete any author attributions, legal notices or proprietary designations or labels that you upload to any Website or communication feature; (14) respond to any employment opportunity on the Website for any reason other than to apply for the job; or (15) print out or otherwise copy or use any personally identifiable information about employees or business information about FCG .
SPECIFIC PROHIBITED USES
In connection with your use of the Website under this Agreement, FCG specifically prohibits and you agree not to: (1) use any device, software or routine to interfere or attempt to interfere with the proper working of the Website or any activity being conducted on the Website; (2) take any action which imposes an unreasonable or disproportionately large load on this Website’s infrastructure; (3) if you have a password allowing access to nonpublic areas of the Website, disclosing or sharing your password with any third party or using your password for any unauthorized purpose; (4) notwithstanding anything to the contrary contained herein, using or attempting to use any engine, software, tool, agent or other device or mechanism (including browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Website other than the search engine and search agents provided for your use by FCG and other than generally available third party web browsers (e.g., Netscape Navigator, Microsoft Internet Explorer); and/or (5) attempt to decipher, decompile, disassemble or reverse engineer any software comprising or in any way making up a part of the Website.
WEBSITE SECURITY RULES
You agree not to violate or attempt to violate, the security of this Website, including: (i) accessing data not intended for your use or logging into a server or account which you are not authorized to access; (ii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (iii) attempting to interfere with service to any user, host or network, including, without limitation, via means of overloading, “flooding,” “mailbombing” or “crashing”; (iv) sending unsolicited e-mail, including promotions or advertising of products or services; or (v) forging any TCP/IP packet header or any part of the header information in any e-mail. Any of the above described violations are strictly prohibited. FCG will investigate occurrences that involve such violations and may involve law enforcement authorities in prosecuting such violations. Violations, and attempted violations, of network security may result in civil and/or criminal liability and will be prosecuted to the fullest extent of the law.
SECURITY OF DATA TRANSMISSION AND STORAGE
Electronic communications with FCG may not be encrypted. You acknowledge that there is a risk that data, including email, electronic communications and personal data, may not be secure and may be accessed by unauthorized third parties when communicated between you and FCG or between you and other parties. FCG is not responsible for, does not control, and disclaims all liability for, the loss of any information, data or other assets resulting from the inadequacy, failure, or mere lack or security of any network or other computer system owned and or operated by you or other parties. Further, FCG does not guarantee the security or integrity of the Website or services and shall not be liable for the consequences of any breach of security of the Website or services, other than due to its intentional act. FCG strongly recommends to all users that basic security measures such as firewalls and password and registration information protections be maintained at all times, as required by this Agreement, to protect proprietary and sensitive information. You hereby grant a perpetual, royalty-free license to FCG to reproduce, disclose, transmit, publish, broadcast, or post your communications either on the Website or elsewhere with no liability or obligation to you. FCG is free to use any ideas, concepts, know-how, or techniques contained in your communications for any purpose including, but not limited to, developing and marketing products using such information.
ADEQUATE HARDWARE, SOFTWARE
You understand that in order for the Website to perform properly, or at all, you are solely responsible for the hardware, software or other technology you use to access the Website. FCG will not be responsible for any service difficulties resulting from your failure to possess technology adequate to use the Website.
FCG and its licensors or affiliates are entitled, but not obligated, to review or retain your communications. We may monitor your communications to evaluate the quality of service you receive, your compliance with this Agreement, the security of the Website, or for other reasons. You agree that such monitoring will not entitle you to any cause of action or other right with respect to the manner in which FCG monitors your communications and enforces or fails to enforce this Agreement or rules and guidelines of any FCG service. In no event will FCG be liable for any costs, damages, expenses or any other liabilities incurred by you as a result of FCG’ monitoring.
CHANGES AND OTHER AGREEMENTS
FCG may revise this Agreement at any time, without notice, and you agree to be bound by any such future revisions. It is your responsibility to visit the Terms and Conditions link at the bottom of the FCG home page periodically to review the most current version of this Agreement. FCG may also offer other services that may be governed by different or additional terms and conditions, rules or guidelines which are incorporated herein by reference.
VALIDITY AND ENFORCEABILITY
You agree to be bound by any affirmation, assent or agreement you transmit through the Website, including any consent to receipt of communications through electronic transmission. You agree that, when in the future you click on an “I Agree,” “I Consent” or other similarly worded “button” or entry field with your mouse, keystroke or other computer device, your agreement or consent will be legally binding and enforceable and the legal equivalent of your handwritten signature. You agree not to contest the validity or enforceability of such agreement on the grounds that it is not in writing or that it does not contain an original signature. You agree that such agreement, if introduced as evidence on paper in any judicial, arbitration, mediation or administrative proceedings, will be admissible as between the parties to the same extent and under the same conditions as other business records originated and maintained in documentary form. You agree not to contest the admissibility of copies of such agreement under either the business records exception to the hearsay rule or the best evidence rule on the basis that the agreement was not originated or maintained in documentary form.
TERMINATION OF ACCESS OR SERVICES
FCG reserves the right to modify, discontinue, or terminate your access to this Website or any portion of it, or any services in its sole discretion, without notice and without limitation, for any reason whatsoever. FCG may terminate your access to the Website for reasons including (1) unauthorized use of your account access information; (2) breach of this Agreement; (3) discontinuance of FCG ’s access to Third Party Information or any other data or service from any Third Party Provider; or (4) termination of one or more agreements between FCG and Third Party Providers or third party service providers. FCG , Third Party Providers and the third party service providers shall have no liability to you for terminating your access to the Website; provided, however, that if FCG ’s termination is without cause, FCG will refund the pro rata portion of any fee you may have paid for the portion of any Service not furnished to you as of the date of termination. You agree that FCG will not be liable to you or to any third party for any modification, suspension or discontinuance of any Service.
YOU EXPRESSLY AGREE THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK. THE WEBSITE IS PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR PERSONAL USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, UNLESS SUCH WARRANTIES ARE LEGALLY INCAPABLE OF EXCLUSION. IN NO EVENT SHALL FCG BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THIS WEBSITE (OR ANY LINKED, HOSTED OR CO-LOCATED WEBSITES) EVEN IF YOU ADVISE FCG OF THE POSSIBILITY OF SUCH DAMAGES. THIS INCLUDES, BUT IS NOT LIMITED TO, CLAIMS FOR LOSS OF PROFITS AND DAMAGES THAT MAY RESULT FROM THE USE, INCONVENIENCE, DELAY OR LOSS OF USE OF THE INFORMATION OR FOR OMISSIONS OR INACCURACIES IN THE CONTENT OR INFORMATION OR WITH THE DELAY OR INABILITY TO USE THIS WEBSITE. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, FCG’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. FCG DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY PRODUCT OR SERVICE OFFERED THROUGH THIS WEBSITE, EXCEPT AS EXPRESSLY PROVIDED ELSEWHERE. THE CONTENT PUBLISHED ON THE WEBSITE MAY INCLUDE INACCURACIES, TYPOGRAPHICAL ERRORS OR OUT-OF-DATE INFORMATION. NEITHER FCG, ITS LICENSORS OR AFFILIATES, OR THIRD PARTY PROVIDERS GUARANTEE THE ACCURACY, QUALITY, TIMELINESS, COMPLETENESS OR CORRECT SEQUENCING OF THE INFORMATION OR WARRANT ANY RESULTS FROM USE OF THE INFORMATION. YOU ACKNOWLEDGE THAT NEITHER FCG, ITS LICENSORS AND OR AFFILIATES, NOR THIRD PARTY PROVIDERS SHALL HAVE ANY LIABILITY FOR ANY ACTION OR INACTION WITH RESPECT TO INFORMATION, CONTENT, OR CHANGES IN THE WEBSITE.
You agree to defend, indemnify and hold harmless FCG, its licensors and or affiliates, third party providers, and each of their employees, contractors, officers and directors from all liabilities, claims and expenses, including attorney fees that arise from your use of the Website. FCG reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you hereunder. In such event, you shall have no further obligation to provide indemnification for such matter. You agree that no joint venture, partnership, employment or agency relationship exists between you and FCG as a result of this Agreement or your use of the Website.
FCG may provide links to other websites as part of our services. FCG does not control these other websites, is not responsible for them, and makes no representations as to their availability, accuracy, content, quality, nature and copyright compliance or any viruses accessed through them. The fact that FCG provides any such links is not an endorsement, authorization, sponsorship, or affiliation with respect to such website, its owners, or its providers. There are risks in using any information, software, or products found on the Internet, and FCG cautions you to make sure you understand these risks before retrieving, using, relying upon, or purchasing anything via the Internet. YOU AGREE THAT UNDER NO CIRCUMSTANCES WILL YOU HOLD FCG LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY USE OF OR RELIANCE ON ANY CONTENT, GOODS OR SERVICES AVAILABLE ON OTHER WEBSITES.
This Agreement represents the entire binding agreement between us, and our respective successors and assigns, and supersedes any and all prior understandings, statements or representations, whether electronic, oral or written, regarding FCG, the Website or the information thereon. No waiver of any obligation or right of either party shall be effective unless in writing, executed by the party against whom it is being enforced. You acknowledge that, in providing you with access to the Website, FCG has relied upon your consent to be bound by the terms of this Agreement and any user or license agreement(s) related to or accompanying the Website. You further acknowledge that you have read, understand and agree to be bound by the terms of this Agreement or any other agreement with FCG that applies to your use of the Website, as currently in effect and as amended from time to time. This Agreement, and all future agreements you shall enter into with FCG, unless otherwise indicated, shall be governed by the laws of the state of Florida, without regard to conflicts of law principles thereof. This is the case regardless of whether you reside or transact business with FCG in Florida or elsewhere. Unless a dispute would be governed by an applicable arbitration clause, you agree to submit to the personal and exclusive jurisdiction of the courts located within Collier County, Florida. This Website is controlled, operated and administered from the United States of America. FCG makes no representation that the information on the Website is appropriate, available or legal for use outside the United States. You may not use the Website or export the same from or through this Website in violation of U.S. export laws and regulations. If you access this Website from a location outside the United States, you are solely responsible for compliance with local laws. Any provision of this Agreement that is determined to be invalid or unenforceable will be ineffective to the extent of such determination without invalidating the remaining provision of this Agreement or affecting the validity or enforceability of such remaining provisions. FCG shall not be liable for any failure to perform its obligations in connection with any Services or access to the Website, where such failure results from any act of God or other cause beyond its reasonable control (including, without limitation, any mechanical, electronic or communications failure) which prevents such party from transmitting or receiving any documents, accessing information, the Website. Headings or titles of the provisions hereof are for convenience only and shall have no effect on the provisions of this Agreement.