Last Revised: January 12, 2017
The terms “we”, “us” or “our” shall refer to AuditGenie. The terms “you”, “your”, “User” or “customer” shall refer to any individual or entity who accepts this Agreement, has access to your account or uses the Services. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
AuditGenie may, in its sole and absolute discretion, change or modify this Agreement, and any policies or agreements which are incorporated herein, at any time, and such changes or modifications shall be effective immediately upon posting to this Site. You agree to review the Agreement periodically to be aware of such modifications. Your use of this Site or the Services after such changes or modifications have been made shall constitute your acceptance of this Agreement as last revised. If you do not agree to be bound by this Agreement as last revised, do not use (or continue to use) this Site or the Services. In addition, AuditGenie may occasionally notify you of changes or modifications to this Agreement by email. It is therefore very important that you keep your contact information current. AuditGenie assumes no liability or responsibility for your failure to receive an email notification if such failure results from an inaccurate email address.
2. ELIGIBILITY; AUTHORITY
This Site and the Services are available only to Users who can form legally binding contracts under applicable law. By using this Site or the Services, you represent and warrant that you are (i) at least eighteen (18) years of age, (ii) otherwise recognized as being able to form legally binding contracts under applicable law, or (iii) are not a person barred from purchasing or receiving the Services found under the laws of the United States or other applicable jurisdiction.
If you are entering into this Agreement on behalf of a corporate entity, you represent and warrant that you have the legal authority to bind such corporate entity to the terms and conditions contained in this Agreement, in which case the terms “you”, “your”, “User” or “customer” shall refer to such corporate entity. If, after your electronic acceptance of this Agreement, AuditGenie finds that you do not have the legal authority to bind such corporate entity, you will be personally responsible for the obligations contained in this Agreement, including, but not limited to, the payment obligations. AuditGenie shall not be liable for any loss or damage resulting from AuditGenie’s reliance on any instruction, notice, document or communication reasonably believed by AuditGenie to be genuine and originating from an authorized representative of your corporate entity. If there is reasonable doubt about the authenticity of any such instruction, notice, document or communication, AuditGenie reserves the right (but undertakes no duty) to require additional authentication from you. You further agree to be bound by the terms of this Agreement for transactions entered into by you, anyone acting as your agent and anyone who uses your account or the Services, whether or not authorized by you.
3. ACCOUNTS; TRANSFER OF DATA ABROAD Accounts.
In order to access some of the features of this Site or use some of the Services, you will have to create an Account. You represent and warrant to AuditGenie that all information you submit when at the time of creation of your Account and during the use of your account, is accurate, current and complete. Should AuditGenie have reason to believe that your Account information is inaccurate, falsified, out-of-date or incomplete, AuditGenie reserves the right, in its sole and absolute discretion, to terminate or suspend your Account.
The use of AuditGenie™ is restricted to companies located in the United States of America and Canada, should AuditGenie™ determine that the website is being used by a third party web development company outside of the United States and Canada, additional details of use and company information will be requested; based on this information AuditGenie™, at it’s sole discretion, may or may not allow access to the site by an entity outside the United States or Canada.
Transfer of Data Abroad. If you are visiting this Site from a country other than the country in which our servers are located, your communications with us may result in the transfer of information (including your Account information) across international boundaries. By visiting this Site and communicating electronically with us, you consent to such transfers.
4. AVAILABILITY OF WEBSITE/SERVICES
Subject to the terms and conditions of this Agreement and our other policies and procedures, AuditGenie shall use commercially reasonable efforts to attempt to provide this Site and the Services on a twenty-four (24) hours a day, seven (7) days a week basis. You acknowledge and agree that from time to time this Site may be inaccessible or inoperable for any reason including, but not limited to, equipment malfunctions; periodic maintenance, repairs or replacements that we undertake from time to time; or causes beyond our reasonable control or that are not reasonably foreseeable including, but not limited to, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures. You acknowledge and agree that we have no control over the availability of this Site or the Service on a continuous or uninterrupted basis, and that we assume no liability to you or any other party with regard thereto.
5. YOUR USE OF AuditGenie CONTENT AND USER CONTENT
AuditGenie reserves the right to modify, change, or discontinue any aspect of this Site or the Services, including without limitation prices and fees for the same, at any time.
Your use of AuditGenie Content and User Content posted to AuditGenie’s website do not have the effect of transferring any ownership or licensed rights (including intellectual property rights) you may have in content posted to your hosted websites.
The entire content on this Site and the Services, including without limitation the text, software, scripts, source code, API, graphics, photos, sounds, music, videos and interactive features, software, copyrights and the trademarks, service marks and logos contained therein (“AuditGenie Content”), are owned by AuditGenie in perpetuity, and are subject to copyright, trademark, and/or patent protection in the United States and international copyright and trademark laws, and other intellectual property rights under United States and foreign laws. AuditGenie Content is provided to you “as is”, “as available” and “with all faults” for your information and personal, non-commercial use only and MAY NOT MODIFY, COPY, REPRODUCE, REPUBLISH, UPLOAD, POST, TRANSMIT, BROADCAST, DISPLAY, SELL, EXPLOIT, LICENSE OR DISTRIBUTE, IN ANY MANNER, THE MATERIAL ON THE SITE, INCLUDING TEXT, GRAPHICS, CODE AND/OR SOFTWARE. You may print and download portions of material from the different areas of the Site solely for your own non-commercial use provided that you agree not to change or delete any copyright or proprietary notices from the materials.
No right or license under any copyright, trademark, patent, or other proprietary right or license is granted by this Agreement. AuditGenie reserves all rights not expressly granted in and to the AuditGenie Content, this Site and the Services, and this Agreement do not transfer ownership of any of these rights.
User Content. Some of the features of this Site may allow users to view, post, publish, or share, (a) ideas, opinions, recommendations, or advice. By posting or publishing User Content to this Site or to the Services, you represent and warrant to AuditGenie that (i) you have all acquired all necessary rights to distribute User Content via this Site either because you are the author of the User Content and have the right to distribute the content, or you have the appropriate distribution rights, licenses, consents, and/or permissions to use, in writing, from the copyright or other owner of the User Content, and (ii) the User Content does not violate the rights of any third party.
Security. You agree not to circumvent, disable or otherwise interfere with the security-related features of this Site or the Services found at this Site (including without limitation those features that prevent or restrict use or copying of any AuditGenie Content or User Content) or enforce limitations on the use of this Site or the Services found at this Site, the AuditGenie Content or the User Content therein.
6. LINKS TO THIRD-PARTY WEBSITES
This Site and the Services found at this Site may contain links to third-party websites that are not owned or controlled by AuditGenie. AuditGenie assumes no responsibility for the content, terms and conditions, privacy policies, or practices of any third-party websites. In addition, AuditGenie does not censor or edit the content of any third-party websites. By using this Site or the Services found at this Site, you expressly release AuditGenie from any and all liability arising from your use of any third-party website. Accordingly, AuditGenie encourages you to be aware when you leave this Site or the Services found at this Site and to review the terms and conditions, privacy policies, and other governing documents of each other website that you may visit.
Publications, products, content or services referenced herein or on the Site are the exclusive trademarks or service marks of AuditGenie™ . Other product and company names mentioned in the Site may be the trademarks of their respective owners.
8. LIMITATION OF LIABILITY
YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE AND THE SERVICES FOUND AT THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE AND THE SERVICES FOUND AT THIS SITE ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”. IN NO EVENT WILL AuditGenie BE LIABLE FOR (I) ANY INCIDENTAL, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE, OR ANY INFORMATION, OR TRANSACTIONS PROVIDED ON THE SERVICE, OR DOWNLOADED FROM THE SERVICE, OR ANY DELAY OF SUCH INFORMATION OR SERVICE. EVEN IF AuditGenie OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SERVICE AND/OR MATERIALS OR INFORMATION DOWNLOADED THROUGH THE SERVICE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, AuditGenie LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY AuditGenie, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS (INCLUDING WITHOUT LIMITATION ITS CALL CENTER OR CUSTOMER SERVICE REPRESENTATIVES), AND THIRD PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE.
THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE.
9. DISCLAIMER OF ANALYSIS RESULTS
THE GUIDELINES AND STANDARDS TO EVALUATE WEBSITE ACCESSIBILITY CHANGE CONSTANTLY AND NO AUTOMATED VALIDATION CAN COMPLETELY VALIDATE CONTENT FOR ACCESSIBILITY WITHOUT ASSOCIATED HUMAN REVIEW. AS A RESULT, WE DO NOT AND CANNOT GUARANTEE THAT YOUR RESULTS WILL BE COMPLETE OR ACCURATE UNLESS YOU FULLY REVIEW THEM AND YOU ALSO PERFORM THE ASSOCIATED MANUAL QUALITY CHECKS. MANUAL QUALITY CHECKS SHOULD INCLUDE AUDIO, VISUAL, ANIMATION OR VIDEOS FOR CLOSED CAPTION, SLIDERS, BANNERS AND CAROUSELS FOR SPEED AND READABILITY. WEBSITE ACCESSIBILITY SCANNING SHOULD BE CONDUCTED PERIODICALLY AS WEBSITE CONTENT CHANGES.
You expressly understand and agree that AuditGenie shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if AuditGenie has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; (v) or any other matter relating to the service.
The failure of AuditGenie to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and AuditGenie and govern your use of the Service, superceding any prior agreements between you and AuditGenie (including, but not limited to, any prior versions of the Agreement).
Your use of the service is at your sole risk. The service is provided on an “as is” and “as Your use of the service is at your sole risk. The service is provided on an “as is” and “as available” basis. Any rights not expressly granted herein are reserved.
You agree to indemnify, defend and hold harmless AuditGenie, its officers, directors, employees, agents, licensors, suppliers and any third party information providers to the Service from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any violation of this Agreement (including negligent or wrongful conduct) by you or any other person accessing the Service.
12. DISCONTINUED SERVICES; END OF LIFE POLICY
AuditGenie reserves the right to cease offering or providing any of the Services at any time, for any or no reason, and without prior notice. Although AuditGenie makes great effort to maximize the lifespan of all its Services, there are times when a Service we offer will be discontinued or reach its End-of-Life (“EOL”). If that is the case, that product or service will no longer be supported by AuditGenie, in any way, effective on the EOL date.
13. COMPLIANCE WITH LOCAL LAWS
AuditGenie makes no representation or warranty that the content available on this Site or the Services found at this Site are appropriate in every country or jurisdiction, and access to this Site or the Services found at this Site from countries or jurisdictions where its content is illegal is prohibited. Users who choose to access this Site or the Services found at this Site are responsible for compliance with all local laws, rules and regulations.
14. GOVERNING LAW; JURISDICTION; VENUE; WAIVER OF TRIAL BY JURY
This Agreement shall be governed by and construed in accordance with the federal law of the United States and the state law of Nevada, whichever is applicable, without regard to conflict of laws principles. You agree that any action relating to or arising out of this Agreement shall be brought in the state or federal courts of Clark County, Nevada, and you hereby consent to (and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to) jurisdiction and venue in the state and federal courts of Clark County, Nevada. You agree to waive the right to trial by jury in any action or proceeding that takes place relating to or arising out of this Agreement.
15. CONTACT INFORMATION
You can direct any questions concerning these Terms to:
5550 Painted Mirage Road
Las Vegas, NV 89149