Employee Benefit Solutions, Inc. “WEB SITE” Terms of Service
This page states the terms and conditions (the “Terms” or the “Agreement”) under which a user may use this Web Site. “User” refers to any individual, company, or legal entity that accesses or otherwise uses this Web Site.
By accessing this Web Site you accept and agree to be bound by these Terms. If you do not accept the Terms stated herein, please do not use the Web Site. Employee Benefit Solutions, Inc. (EBS) may, at its sole discretion, modify or revise these Terms at any time by updating this page. Users are bound by any such modifications. EBS reserves the right to revoke the authorization to view, download and print the documents and information available on the Web Site at any time, and any such use shall be discontinued immediately upon written notice to EBS.
A. WEB SITE MATERIALS
The contents of this Web Site, including but not limited to: text, graphics, illustrations, logos, software, trademarks, service marks and other material (“Material”) are protected by copyright and other laws.
EBS authorizes you to view the Material on the Web Site only if you agree with these Terms.
EBS grants to Users a limited, non-transferable, non-exclusive, revocable license to access and use the Materials on the Web Site for internal business use, upon the terms and subject to the conditions set forth in this Agreement.
B. DISCLAIMER OF WARRANTIES, DISCLAIMER OF DAMAGES & LIMITATIONS OF LIABILITY
IN NO EVENT WILL EBS BE LIABLE TO ANY USER OR OTHER THIRD PARTY FOR ANY DAMAGES RESULTING FROM THE USE OR INABILITY TO USE THE WEB SITE OR THE MATERIALS CONTAINED THEREIN. THIS DISCLAIMER AND LIMITATION INCLUDES DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES OR LOST PROFITS, AND APPLIES WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, REGARDLESS OF WHETHER EBS IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THE EBS WEB SITE AND MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN “AS IS” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. EBS, TO THE EXTENT PERMITTED BY LAW, DISCLAIMS ALL WARRANTIES, INCLUDED BUT NOT LIMITED TO: WARRANTIES OF TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. EBS MAKES NO WARRANTIES ABOUT THE ACCURACY, COMPLETENESS, RELIABILITY, OR TIMELINESS OF THE MATERIAL AND LINKS PRESENTED ON THE WEB SITE.
EBS makes every attempt to secure its network, but given the nature of the risks associated with file transfer technologies is unable to warrant that the Web Site will always operate without error or that the Web Site and its server are free of computer viruses or other harmful code. EBS is not responsible for any costs associated with servicing or replacing your equipment or data due to your use of this Web Site. EBS contains materials provided by third parties, and will likewise not be held responsible for any such third party material.
Ultimately, your use of EBS’ Web Site is for your convenience and at your own risk. If you are dissatisfied with any of the Materials or other contents of the Web Site or with these Terms and Conditions, your sole remedy is to discontinue use of the Web Site.
C. PUBLIC & USER SUBMISSIONS - GENERAL
EBS’ Web Site includes postings, listings, graphics, stories, and articles from third parties. Such content is the responsibility of the third party creator of the content. EBS has no responsibility for such content and is merely providing access to such content as a service to you. While EBS will endeavor to remove any offensive or harmful content from the Web Site as soon as it comes to our attention, third party materials may include offensive, inappropriate, harmful, or deceptive information.
D. USER RESPONSIBILITIES & PRIVILEGES
You agree that you are responsible for your own submissions and postings and for any consequences thereof. You agree to use EBS’ Web Site only to Post materials that are legal, proper and related to mutual business purposes. By way of example, and not as a limitation, you agree that when using this Web Site, you will not:
Defame abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others;
Publish, Post, upload, make available, distribute or disseminate or offer to do the same (hereinafter “Post”) any vulgar, hateful, malicious, racially or ethnically slanderous, harmful, inappropriate, defamatory, infringing, abusive, libelous, threatening, obscene, false, or unlawful material or information;
Post any material that infringes any patent, trademark, copyright, trade secret, intellectual property or other proprietary right of any party (the “Rights”), unless you are the owner of the Rights or have the permission of the owner to Post or transmit such material;
Post any files that contain viruses, corrupted files, or any other similar software or programs that may damage, interrupt, or functionally limit the operation of another’s computer software, hardware or telecommunications equipment;
Post spam, chain letters, promotional materials or any form of solicitation, advertise or offer to sell any goods or services for any commercial purpose, other than in areas of the Web Site intended for such uses;
Impersonate another person or entity, or falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that has been posted.
Restrict or inhibit any other user from using and enjoying the use of the Web Site
Collect or store personal data about other users;
Hack into any part of the Web Site.
E. OUR OBLIGATION TO MONITOR CONTENT
EBS reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to Post or to remove any information or materials, in whole or in part, for any reason whatsoever, in EBS sole discretion.
EBS does not endorse, support, represent, or guarantee the truthfulness, accuracy, or reliability of any information posted by third parties, or endorses any opinions expressed by them. You acknowledge that any reliance on material Posted will be at your own risk.
F. COPYRIGHT INFRINGEMENT
EBS may, in appropriate circumstances and at its sole discretion, remove or disable access to material on the Web Site that infringes on the rights of others. If you believe that your work has been used on the Web Site in a manner that constitutes copyright infringement, please provide EBS with a written notice - by postal mail, e-mail, or Fax - that includes the following information:
1. The signature (electronic or physical) of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.
2. Identification of the copyrighted work claimed to have been infringed.
3. A description of or actual page link to where the material in question is located on the Web Site.
4. Your mailing address, telephone number, and email address.
5. A statement by you that you believe in good faith that the disputed use is not authorized by the copyright owner, its agent, or the law.
6. A statement by you, under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Address for purposes of such notice is as follows:
Employee Benefit Solutions, Inc.
2700 Post Oak Blvd. 25th Floor
Houston, TX 77056
Phone: 713-629-9666
Fax: 713-629-8666
E-Mail: support@ebenefitsolutions.com
G. INDEMNITY
YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS EBS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS FROM AND AGAINST ANY CLAIMS, ACTIONS OR DEMANDS, INCLUDING WITHOUT LIMITATION REASONABLE LEGAL FEES, ALLEGING OR RESULTING FROM YOUR USE OF THE MATERIAL OR YOUR BREACH OF THE TERMS OF THIS AGREEMENT.
H. GOVERNING LAW AND BINDING ARBITRATION
EBS is headquartered in Houston, Texas. All legal issues arising from or related to the use of the Web Site shall be construed in accordance with and determined by the laws of the State of Texas. Any dispute or other controversy arising under or in connection with this Agreement (a “Dispute”) shall be finally and solely resolved by binding arbitration, administered by the American Arbitration Association (the “AAA”) in accordance with the Commercial Arbitration Rules of the AAA, and, to the maximum extent applicable, the Federal Arbitration Act. Such arbitration shall be conducted by a single arbitrator (the “Arbitrator”). If EBS and User (the “Parties”) cannot agree on the choice of an Arbitrator within 30 days following receipt by one Party of the other Party’s notice of desire to arbitrate, then the Arbitrator shall be selected pursuant to the Commercial Arbitration Rules of the AAA. The Arbitrator may proceed to an award notwithstanding the failure of any Party to participate in such proceedings. The prevailing Party in the arbitration proceeding shall be entitled to an award of reasonable attorneys’ fees incurred in connection with the arbitration in such amount, if any, as determined by the Arbitrator. The costs of the arbitration, including the fees of the arbitrator and AAA, shall be paid equally by the Parties unless otherwise determined by the Arbitrator in his award. To the maximum extent practicable, an arbitration proceeding hereunder shall be concluded within 180 days of the filing of the Dispute with the AAA. The Arbitrator shall be empowered to impose sanctions and to take such other actions as the Arbitrator deems necessary to the same extent a judge could impose sanctions or take such other actions pursuant to the Federal Rules of Civil Procedure and applicable law. Each Party agrees to keep all Disputes and arbitration proceedings strictly confidential except for disclosure of information required by law. The award of the Arbitrator shall be (a) the sole and exclusive remedy of the Parties, and (b) final and binding (absent manifest error) on the Parties; provided, however, notwithstanding any provision hereof to the contrary, either Party at any time may seek injunctive relief in a court of competent jurisdiction. Only the district courts of Houston, Texas, shall have jurisdiction to enter a judgment upon any award rendered by the Arbitrator, and the Parties hereby consent to the personal jurisdiction of such courts and waive any objection that such forum is inconvenient. The provisions of this Paragraph H shall not preclude the Parties from mutually agreeing to mediate any dispute at any time and, in the event that the mediation is unsuccessful, the arbitration provisions hereof shall remain fully available to each Party. Notwithstanding the preceding provisions of this Paragraph H, in the event of an actual or impending breach of this Agreement, the non-breaching Party will be entitled to seek equitable relief in the form of a temporary restraining order or injunction in any court of competent jurisdiction.
I. SEVERABILITY AND NON-WAIVER
If any term, provision, covenant or restriction of this Agreement is held by a court of competent jurisdiction or other authority to be invalid, void, unenforceable or against its regulatory policy, the remainder of this Agreement shall remain in full force and effect and shall in no way be affected, impaired or invalidated. The failure of EBS to enforce the User’s strict performance of any provision of this Agreement will not constitute a waiver of its right to subsequently enforce such provision or any other provision of this Agreement.