Click-Wrap End User License Agreement

 Infinite Ties

End User License Agreement

BY CLICKING THE ACCEPTANCE BUTTON AND/OR USING OR ACCESSING THE SYSTEM, YOU ARE CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS OR USE THE SYSTEM.

This End User License Agreement (this “Agreement”) sets forth the terms and conditions of your use of the System, owned and operated by Infinite Society, LLC, a Colorado limited liability company d/b/a Infinite Ties (the “Company”). For the purposes of this Agreement, “you” or “End User” refers to you, the individual or entity accessing the System, and “Licensor” refers to the Company and its subsidiaries and affiliates. The “System” includes the website, community forum, videos, downloadable forms, webinars, and any related content or services provided through the Company's platform. This Agreement is in conjunction with the separate Software as a Service Agreement (the “SaaS Agreement”) governing the subscription terms, payment, and additional terms related to your use of the System.

I. LICENSE GRANT

Licensor hereby grants to you a non-exclusive and non-transferable license to use the System and related documentation (“Documentation”) solely for the intended purposes of the System as set forth in the Documentation, according to the provisions contained herein, and subject to payment of applicable fees pursuant to the SaaS Agreement. You are not permitted to lease, rent, distribute or sublicense the System or any rights therein. You also may use the System in a time-sharing arrangement or in any other unauthorized manner. Further, no license is granted to you in the human readable code of the System (source code). Except as provided below, this Agreement does not grant you any rights to patents, copyrights, trade secrets, trademarks, or any other rights in the System and Documentation. This Agreement does not entitle you to receive any upgrades to or newer versions of this System.

II. NO ASSIGNMENT; NO TRANSFER

You may not assign, transfer, or otherwise provide access to the System or this Agreement to any other party without prior written consent from Licensor. Any unauthorized assignment or transfer is void and may result in termination of this Agreement. In the event of any authorized transfer, you agree to cease using and destroy all copies of the System and Documentation in your possession.

III. NO MODIFICATION; NO REVERSE ENGINEERING

You agree not to modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works of the System, nor assist or encourage any third party in doing so. Any attempt to do so is a violation of this Agreement and may result in immediate termination of your license.

IV. ACCEPTABLE USE AND USER GENERATED CONTENT

You agree to use the System in accordance with all applicable laws and regulations and in a manner that does not violate the rights of others. You are solely responsible for any content that you post, upload, or share on the community forum or other interactive features of the System. Licensor reserves the right to monitor and remove content that it deems inappropriate, unlawful, or in violation of this Agreement. Further, in addition to the language set forth in this Section V, you agree to be bound by Company’s Online Community Terms and Conditions (the “Community Terms and Conditions”). Company makes no representations or warranties with respect to user generated content on the System.

V. PRIVACY AND DATA OWNERSHIP

Licensor respects your privacy. The use of any personal data you provide through the System is governed by the Company's Privacy Policy which can be found at the following url [insert url to privacy policy]. You acknowledge that your data and information uploaded to the System, including any user-generated content, may be stored, processed, and used by Licensor as necessary to provide the System and improve services. Licensor does not claim ownership of your data; however, by uploading content to the System, you grant Licensor a limited, royalty-free license to use, modify, and display such content solely for the purposes of providing and improving the System.

VI. TITLE AND INTELLECTUAL PROPERTY RIGHTS

You agree that Licensor owns and holds title to the System and Documentation and all content therein and all subsequent copies thereof regardless of the form or media. Furthermore, title, ownership rights, and intellectual property rights in the System and Documentation and content therein shall remain with Licensor. The System and Documentation are protected by copyright and other intellectual property laws and by international treaties.

VII. TERM AND TERMINATION

This Agreement is effective upon your first use of the System and will remain in effect until terminated. You may terminate this Agreement at any time by ceasing to use the System and destroying any copies of the System in your possession. Licensor may terminate this Agreement immediately if you breach any terms of this Agreement, violate any applicable laws, or fail to comply with the SaaS Agreement. Upon termination of the SaaS Agreement this Agreement shall automatically terminate, your access to the System will be revoked, and you must destroy all copies of any materials obtained from the System. Notwithstanding, the aforementioned requirement to destroy materials shall not apply to any forms purchased through the System. 

VIII. GOVERNING LAW

The laws of the State of Colorado shall govern the construction of this Agreement and you shall be subject to personal jurisdiction in the State of Colorado, County of Denver, for the purposes of enforcing the provisions of this Agreement.

IX. DISCLAIMER OF WARRANTIES

THE SYSTEM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED. THE ONLINE COMMUNITY PORTION OF THE SYSTEM IS A PLATFORM THAT FACILITATES THE EXCHANGE OF INFORMATION AND DISCUSSIONS BETWEEN ACCOUNTING PROFESSIONALS, INCLUDING BUT NOT LIMITED TO ACCOUNTANTS, ACCOUNTING FIRMS, AND OTHER SIMILAR USERS (COLLECTIVELY, “PARTICIPANTS”). ANY OPINIONS, ADVICE, STATEMENTS, OR OTHER INFORMATION SHARED BY PARTICIPANTS WITHIN THE ONLINE COMMUNITY ARE SOLELY THOSE OF THE RESPECTIVE PARTICIPANTS AND DO NOT REFLECT THE OPINIONS, ADVICE, OR ENDORSEMENTS OF COMPANY.

COMPANY DOES NOT WARRANT OR GUARANTEE THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY INFORMATION PROVIDED BY PARTICIPANTS WITHIN THE SYSTEM. THE CONTENT SHARED BY PARTICIPANTS IS NOT VETTED, ENDORSED, OR VERIFIED BY COMPANY, AND COMPANY EXPRESSLY DISCLAIMS ALL RESPONSIBILITY FOR SUCH CONTENT. YOU ACKNOWLEDGE AND AGREE THAT ANY RELIANCE ON INFORMATION OR CONTENT POSTED BY PARTICIPANTS WITHIN THE SYSTEM IS AT YOUR OWN RISK. THE SYSTEM IS NOT INTENDED TO SERVE AS A SUBSTITUTE FOR PROFESSIONAL ADVICE, INCLUDING BUT NOT LIMITED TO LEGAL, ACCOUNTING, OR TAX ADVICE. YOU ARE ENCOURAGED TO SEEK INDEPENDENT LEGAL, ACCOUNTING, OR OTHER PROFESSIONAL ADVICE BEFORE MAKING ANY DECISIONS OR TAKING ACTIONS BASED ON INFORMATION OBTAINED FROM THE SYSTEM.

COMPANY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. COMPANY MAKES NO WARRANTY THAT THE SYSTEM WILL MEET YOUR REQUIREMENTS OR THAT IT WILL BE AVAILABLE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. YOU ASSUME FULL RESPONSIBILITY FOR ANY DECISIONS YOU MAKE BASED ON THE INFORMATION OBTAINED THROUGH THE SYSTEM.

X. LIMITATION OF REMEDIES

UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY SHALL LICENSOR, OR ITS AFFILIATES, BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, LOST PROFITS, BUSINESS INTERRUPTIONS, WORK STOPPAGE, PERSONAL INJURY, PHYSICAL OR EMOTIONAL IMPAIRMENT, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER PERSONAL OR COMMERCIAL DAMAGES OR LOSSES ARISING FROM THE USE OR INABILITY TO USE THE SYSTEM (WHETHER OR NOT DUE TO ANY DEFECTS THEREIN) OR FOR ANY CLAIM BY ANY OTHER PARTY, EVEN IF LICENSOR SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES OR CLAIMS BY THIRD PARTIES. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY SHALL LICENSOR, OR ITS AFFILIATES, BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY AMOUNTS IN EXCESS OF THE AMOUNT OF THE LICENSE FEE PAID BY YOU FOR THE LICENSE GRANTED UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRIOR THE EVENT GIVING RISE TO SUCH LIABILITY. THE FOREGOING LIMITATIONS OF LIABILITY SHALL NOT APPLY TO THE EXTENT APPLICABLE LAW PROHIBITS SUCH LIMITATION.

XI. INDEMNIFICATION

You shall defend, indemnify and hold harmless Licensor, its suppliers and its resellers from and against liabilities, costs, damages and expenses (including settlement costs and reasonable attorneys’ fees) arising from any claims from anybody that result from or relate to your use, reproduction or distribution of the System or your breach of any representation, warranty or obligation under this Agreement.

XII. SEVERABILITY

In the event any provision of this Agreement is found to be invalid, illegal or unenforceable, the validity, legality and enforceability of any of the remaining provisions shall not in any way be affected or impaired.

XIII. ENTIRE AGREEMENT

You further agree that this Agreement is the complete and exclusive statement of the agreement between you and Licensor which supersedes all proposals or prior agreements, oral or written, and all other communications between you and Licensor relating to the subject matter of this Agreement. This Agreement may only be modified by a written agreement signed by both you and Licensor.

XIV. ACKNOWLEDGEMENT

By accessing or using any part of this System, you indicate that you have read this Agreement, understand it, and shall be bound by its terms and conditions.