1. Agreement; Acceptance of Terms; Scope
Please carefully read these terms and conditions (these “Terms”) because they are a legal agreement between you and any other person or entity on whose behalf you accept these terms (collectively “you” or “your”), and LeaseQuery, LLC (“LeaseQuery”). Please note that these terms include a LIMITATION OF LIABILITY provision in Section 8 and a MANDATORY ARBITRATION provision in Section 10. These terms govern each LeaseQuery website that references these terms (the “Website”). By accessing, browsing, or using the Website, you acknowledge that you have read, understood and agree to be bound by these Terms and comply with all applicable laws and regulations. If you do not agree to these terms, you may not use the Website.
Your use of the Website is subject to, and specifically conditioned upon, your acceptance of these Terms. LeaseQuery reserves the right to update these Terms and any Website content at any time without notice. By continuing to use the Website after these Terms have changed, you indicate your agreement to the revised Terms. If you do not agree to the changes, you should stop using or logging in to the Website.
LeaseQuery provides a software-as-a-service solution to assist with the administration of leases in accordance with currently effective generally accepted accounting standards in the United States (“U.S. GAAP”). LeaseQuery does not offer any service that purports to comply with any other accounting standard. All Website content, including all content of any automated email communicating the results of any calculator included on the Website (collectively, “Content”) should be read in the context of U.S. GAAP only, and such Content may not be accurate or complete with respect to any other accounting standard.
2. Intellectual Property
All Content, trademarks, logos and service marks are owned or licensed by LeaseQuery or its affiliates and are protected by copyright. Using the Website does not give you ownership of any intellectual property rights to the Content you access. You may not use Content from the Website unless you obtain permission from LeaseQuery. Nothing in these Terms or on the Website should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark, logo or service mark displayed on the Website, without prior written permission by LeaseQuery. In the event LeaseQuery grants permission to use any Content or other intellectual property of LeaseQuery, you are required to preserve any copyright notices therein. LeaseQuery reserves all rights not expressly granted under these Terms, and no other rights are granted under these Terms by implication or estoppel or otherwise.
3. Account and Security
You may be required to create an account and specify a password in order to use certain features of the Website. To create an account, you must be at least 18 years old and you must provide truthful, complete and accurate information about yourself. You may not impersonate anyone else when you create your account. If your information changes at any time, you are required to update your account to reflect those changes. The information you provide to LeaseQuery during the registration process will be governed by the terms of LeaseQuery’s privacy statement.
You are responsible for maintaining the confidentiality of passwords associated with any account you use to access any portion of the Website. You may not share your account credentials with anyone else. You are solely responsible for all unauthorized activities that occur with respect to your account, and you must notify LeaseQuery immediately if you think there has been any unauthorized use of your account, if you think your password has been compromised, or if you think there has been any other breach of security.
4. Content You Submit
LeaseQuery may provide opportunities for you to submit text, data (including data about leases), hyperlinks or other content on the Website, including in connection with your use of any calculators or online wizards (collectively, “User Content”). You are responsible for all User Content that you submit, and you must not submit any User Content that: (i) you do not own or have permission from the rights holder to submit; (ii) is offensive or otherwise objectionable to LeaseQuery in its sole discretion; (iii) includes unauthorized disclosure of personal information or other confidential information; (iv) violates or infringes any intellectual property rights of any third party; or (v) contains software viruses or any other harmful computer code. You may not use the Website to: (a) transmit spam, bulk or unsolicited communications; (b) pretend to be LeaseQuery or someone else, or spoof LeaseQuery’s or someone else’s identity; (c) manipulate identifiers (including URLs) in order to disguise the origin of any User Content transmitted through the Website; (d) misrepresent your affiliation with a person or entity; (e) disrupt the normal flow of dialogue or otherwise act in a manner that negatively affects other users’ ability to use the Website; (f) engage in activities that would violate any applicable law or regulation; or (g) collect or store personal data about other users unless specifically authorized by such users.
You do not transfer ownership of your User Content simply by submitting it through the Website. However, by submitting your User Content, you (i) grant LeaseQuery and its affiliates, sublicensees, agents and assigns a perpetual, irrevocable, transferable, worldwide, royalty-free and non-exclusive license to store, reproduce, adapt, modify, translate, publish, create derivative works of, publicly display, distribute and otherwise use any User Content which you submit, post or display on or through the Website, and (ii) represent and warrant that you have all the rights, power and authority necessary to grant such license. LeaseQuery is under no obligation to post or use any User Content you may provide, and LeaseQuery may remove any User Content at any time in its sole discretion. This license continues even if you stop using our Website. You agree to indemnify, release, and hold LeaseQuery harmless from any all liability, claims, actions, loss, harm, damage, injury, cost or expense arising out of any User Content you submit.
The Website may provide calculators and wizards that assist with lease accounting in accordance with U.S. GAAP (such as, without limitation, a tool that assists with the classification of leases as operating or capital leases) (“Calculators”). The calculations embedded within the Calculators are based solely on information provided by you. If the information you provide is inaccurate or incomplete, the analysis performed by the Calculator may be inaccurate or incomplete. The Calculator is provided “as is,” as a courtesy, without charge, and for your internal use only. Each lease is unique, and you are solely responsible for ensuring that you properly account for your leases. The results of the Calculator will be emailed to the address you provide and/or made available for viewing in a browser (the “Results Deliverable”). You may not share the Results Deliverable with any third party outside of your organization, and in the event that you share the Results Deliverable with another third party in violation of this requirement, you will indemnify and hold harmless LeaseQuery against any third-party claim arising out of such sharing. No representations, warranties or guarantees are made as to the accuracy of any Calculator. LeaseQuery is not liable for any damages or costs of any type arising out of or in any way connected with your use of any Calculator. Use these Calculators at your own risk, and verify all results with an appropriate professional before taking action.
The Website may include links to other websites or content or resources. LeaseQuery may have no control over any websites or resources which are provided by companies or persons other than LeaseQuery. Third-party sites are not under the control of LeaseQuery, and LeaseQuery is not responsible for, and hereby disclaims all liability for, the contents of any linked site or any link contained in a linked site, and any changes or updates to such sites. LeaseQuery is not responsible for, and hereby disclaims all liability for, any content received from any third-party site. LeaseQuery is providing these links to you only as a convenience, and the inclusion of any link does not imply LeaseQuery’s endorsement of the site.
7. NO WARRANTY
USE OF THE WEBSITE IS AT YOUR SOLE RISK. ALL WEBSITE CONTENT IS PROVIDED “AS IS,” WITH NO WARRANTIES OR GUARANTEES WHATSOEVER. LEASEQUERY MAKES NO WARRANTY WITH RESPECT TO THE ACCURACY, ADEQUACY OR COMPLETENESS OF ANY INFORMATION PROVIDED THROUGH THE WEBSITE OR BY AUTOMATED EMAIL IN CONNECTION WITH YOUR USE OF A CALCULATOR ON THE WEBSITE, AND EXPRESSLY DISCLAIMS LIABILITY FOR ERRORS OR OMISSIONS IN SUCH INFORMATION AND MATERIAL. LEASEQUERY EXPRESSLY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, GUARANTEES, OR REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY AND INTELLECTUAL PROPERTY RIGHTS, AND FREEDOM FROM COMPUTER VIRUS. WITHOUT LIMITATION, LEASEQUERY MAKES NO WARRANTY OR GUARANTEE THAT THE WEBSITE OR ANY CONTENT WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. YOU UNDERSTAND AND AGREE THAT IF YOU DOWNLOAD OR OTHERWISE OBTAIN WEBSITE CONTENT, YOU DO SO AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES THAT MAY RESULT, INCLUDING LOSS OF DATA OR DAMAGE TO YOUR COMPUTER SYSTEM. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
8. LIMITATION OF LIABILITY
IN NO EVENT WILL LEASEQUERY BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY TYPE WHATSOEVER RELATED TO OR ARISING FROM THE WEBSITE OR ANY USE OF THE WEBSITE, OR OF ANY SITE OR RESOURCE LINKED TO, REFERENCED, OR ACCESSED THROUGH THE WEBSITE, OR FOR THE USE OR DOWNLOADING OF, OR ACCESS TO, ANY MATERIALS, INFORMATION, PRODUCTS, OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOST SAVINGS OR LOSS OF PROGRAMS OR OTHER DATA, EVEN IF LEASEQUERY IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS EXCLUSION AND WAIVER OF LIABILITY APPLIES TO ALL CAUSES OF ACTION, WHETHER BASED ON CONTRACT, WARRANTY, TORT, OR ANY OTHER LEGAL THEORIES.
9. Governing Law
These Terms, and your relationship with LeaseQuery under these Terms, shall be governed by the laws of the State of Georgia without regard to its conflict of laws provisions. Subject to the mandatory arbitration below, you irrevocably and unconditionally consent to submit to the exclusive jurisdiction and venue of the state or federal courts in Atlanta, Fulton County, Georgia with respect to any dispute or litigation arising under these Terms or as a result of your use of or access to the Website.
10. MANDATORY ARBITRATION
ANY DISPUTE, CLAIM OR CONTROVERSY ARISING OUT OF OR RELATING TO THE WEBSITE, THESE TERMS OR THE BREACH, TERMINATION, ENFORCEMENT, INTERPRETATION OR VALIDITY THEREOF, INCLUDING THE DETERMINATION OF THE SCOPE OR APPLICABILITY OF THIS AGREEMENT TO ARBITRATE, SHALL BE DETERMINED BY BINDING ARBITRATION RATHER THAN A COURT IN ATLANTA, GEORGIA BEFORE A SINGLE ARBITRATOR. THE ARBITRATION SHALL BE CONDUCTED IN ACCORDANCE WITH THE COMMERCIAL DISPUTE RESOLUTION (“CDR”) RULES THAT ARE IN EFFECT AT THE TIME OF THE COMMENCEMENT OF THE ARBITRATION (THE “RULES”). THE ARBITRATOR SHALL APPLY THE LAWS OF THE STATE OF GEORGIA AND SHALL AWARD DAMAGES ONLY IN A MANNER THAT IS CONSISTENT WITH THESE TERMS. JUDGMENT ON THE AWARD MAY BE ENTERED IN ANY COURT HAVING JURISDICTION. ALL ASPECTS OF THE ARBITRATION SHALL BE TREATED AS CONFIDENTIAL, AS PROVIDED IN THE RULES. THIS CLAUSE SHALL NOT PRECLUDE PARTIES FROM SEEKING INJUNCTIONS OR OTHER FORMS OF EQUITABLE RELIEF OR PROVISIONAL REMEDIES IN AID OF ARBITRATION FROM A COURT OF APPROPRIATE JURISDICTION. YOU AGREE THAT ALL DISPUTES MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. BY ENTERING INTO THIS AGREEMENT AND AGREEING TO ARBITRATION, YOU AGREE THAT YOU ARE WAIVING THE RIGHT TO FILE A LAWSUIT AND THE RIGHT TO A TRIAL BY JURY. IN ADDITION, YOU AGREE TO WAIVE THE RIGHT TO PARTICIPATE IN A CLASS ACTION OR LITIGATE ON A CLASS-WIDE BASIS. YOU AGREE THAT YOU HAVE EXPRESSLY AND KNOWINGLY WAIVED THESE RIGHTS. EACH PARTY SHALL BEAR ITS OWN COSTS IN BOTH THE MEDIATION AND THE ARBITRATION; HOWEVER, THE PARTIES SHALL SHARE THE FEES AND EXPENSES OF THE ARBITRATOR EQUALLY.
- Entire Agreement. These Terms constitute the whole legal agreement between you and LeaseQuery and govern your use of the Website (but excluding any services which LeaseQuery may provide to you under a separate written agreement), and completely replace any prior agreements between you and LeaseQuery in relation to the Website.
- Additional or different terms, conditions, and notices, including without limitation a subscription agreement between you and LeaseQuery, may apply to specific materials, information, products, software, and services offered through the Website. In the event of any conflict, such additional or different terms, conditions, and notices will prevail over these Terms. Please see the applicable agreement or notice.
- No Waiver; Enforceability. You agree that if LeaseQuery does not exercise or enforce any legal right or remedy which is contained in these Terms (or which LeaseQuery has the benefit of under any applicable law), this will not be taken to be a waiver of LeaseQuery’s rights and that those rights or remedies will still be available to LeaseQuery. If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.
- Third-Party Beneficiaries. You acknowledge and agree that all LeaseQuery affiliates shall be third-party beneficiaries to these Terms and that such LeaseQuery affiliates shall be entitled to directly enforce, and rely upon, any provision of these Terms which confers a benefit on (or rights in favor of) them. Other than this, no other person or entity shall be third-party beneficiaries with respect to these Terms.
These Terms were last updated November 1, 2016.
© 2018 LeaseQuery, LLC. All rights reserved. LeaseQuery, the LeaseQuery logo, and all other LeaseQuery marks are all trademarks of LeaseQuery, LLC. All other brand and product names are trademarks or registered trademarks of their respective holders.