Terms of Use

Updated: May 25, 2018

 

Thank you for visiting KWP Markets Consulting, LLC (“KWP”). Please carefully read these Terms of Use and the KWP Privacy Policy located at https://kwpworks.com/privacy-policy/, which is incorporated into these Terms of Use by this reference. These Terms of Use apply to KWP’s services (the “Services”) and the KWP website located at www.kwpworks.com (the “Site”).

 

“You” means you in your individual capacity and the company or organization you represent. If you are entering into these Terms of Use on behalf of a company or other organization, you hereby represent and warrant that you are authorized to enter into this Terms of Use on behalf of such company or other organization.

 

The Site is the property of KWP and its licensors. By using the Site, you agree to these Terms of Use, our Privacy Policy and all applicable laws and regulations. If you do not agree to these Terms of Use, do not use the Site.

 

The Site is not intended for the use of children under 18 and no such person is authorized to use it. By using the Site, you are representing that you are at least 18 years old. You also represent, by accessing or using the Site, that you are of legal age to enter into legal agreements, or if you are not, that you have obtained your parent’s or legal guardian’s consent to accept these Terms of Use.

 

KWP reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms of Use, at any time. It is your responsibility to check these Terms of Use periodically for changes. Your continued use of the Site following the posting of changes indicates your agreement to and acceptance of the changes.

 

Privacy and Data Security

Please refer to KWP’s Privacy Policy at https://kwpworks.com/privacy-policy/ for information on how we collect, use and disclose information from our users. The Privacy Policy is incorporated into these Terms of Use by this reference. Additionally, by using the Site, you acknowledge and agree that Internet transmissions are never completely private or secure. You understand that any message or information you send to the Site may be intercepted by others, and users assume the risk of security breaches and all consequences resulting from them. Please do not send us any sensitive personal information.

 

Content

All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code (collectively, “Content”), including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such Content, contained on the Site is owned, controlled or licensed by or to KWP and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights.

 

Except as expressly provided in these Terms of Use, no part of the Site and no Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way to any other computer, server, website or other medium for publication or distribution or for any commercial enterprise, without KWP’s express prior written consent.

 

User Submissions, Feedback and Information

You acknowledge and agree that any submission, feedback, comments or suggestions you may provide regarding the Site either directly or indirectly (for example, through the use on a third-party social media site of a company-designated hashtag) (collectively, “Submissions”) is non-confidential and non-proprietary, shall be treated as public information, may be shared with others on other sites and platforms and be in compliance with these Terms of Use. Submissions that constitute feedback, comments or suggestions will be the sole and exclusive property of KWP and you hereby irrevocably assign to us all of your right, title and interest in and to all such Submissions, and KWP shall have an unrestricted, irrevocable, world-wide, royalty-free right to use, communicate, reproduce, publish, display, distribute and exploit such Submissions in any manner it chooses.   With respect to all other Submissions, you hereby grant KWP an irrevocable, worldwide and perpetual license to use such Submissions as contemplated in these Terms of Use.

 

Your submission constitutes a warranty and indemnity that you have sufficient license and/or other rights in the content to allow all desired use by KWP. User consents, for themselves and on behalf of any children whose information such User submits to KWP, to the use by KWP of the information in compliance with all applicable laws. You are responsible for any Submission you provide and for any consequences arising therefrom.  KWP shall not be liable for any damages resulting from the use or misuse by any third party of a Submission, including any personal data provided in a Submission.

 

We reserve the right in our sole discretion to: (a) review Submissions before allowing them to be posted on the Site; (b) to monitor, filter, edit or remove Submissions; and (c) post or not post Submissions provided to us.

 

Your Use of the Site

In connection with your use of the Site, you agree that you will not:

 

  • post, upload, publish, submit or transmit any material that: (a) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (b) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (c) is fraudulent, false, misleading or deceptive; (d) is defamatory, obscene, pornographic, vulgar or offensive; (e) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (f) is violent or threatening or promotes violence or actions that are threatening to any other person; or (g) promotes illegal or harmful activities or substances;
  • interfere with or damage the Site, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
  • use the Site to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, personal contact information or credit, debit, calling card or account numbers;
  • violate any local, state, provincial, national, or other law or regulation, or any order of a court;
  • use manual or automated software, devices, scripts robots, or other means or processes, including automated scripts, to collect information or otherwise interact with the Site or to access, “scrape,” “crawl” or “spider” any web pages or other Services contained in the Site;
  • use, display, mirror or frame the Site, or any individual element within the Site, KWP’s name, any KWP trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without KWP’S express written consent;
  • access, tamper with, or use non-public areas of the Site, KWP’s computer systems, or the technical delivery systems of KWP’s providers;
  • attempt to probe, scan, or test the vulnerability of any KWP system or network or breach any security or authentication measures;
  • avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by KWP or any of KWP’s providers or any other third party (including another user) to protect the Services or any of the content on the Services;
    attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site or Content; or
  • advocate, encourage, or assist any third party in doing any of the foregoing.
    Any conduct by a User that in our discretion restricts or inhibits any other user from using or enjoying the Site and the Services is expressly prohibited.

 

KWP reserves the right, at any time, without notice: (1) to modify, suspend or terminate operation of or access to the Site, or any portion of the Site, for any reason; (2) to modify or change the Site, or any portion of the Site, and any applicable policies or terms; and (3) to interrupt the operation of the Site, or any portion of the Site, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

 

Security

While KWP believes and intends that its information security practices reflect good practice, there is no such thing as perfect information security. As such, users assume the risk of security breaches and all consequences resulting from them.

 

Links to Other Sites

This Site may contain links to other independent third-party websites (“Linked Sites”). These Linked Sites are provided solely as a convenience to our visitors. Such Linked Sites are not under KWP’S control, and KWP is not responsible for and does not endorse the content of such Linked Sites, including any information or materials contained on such Linked Sites.

 

Disclaimer; Limitation of Liability

KWP’S SERVICES, THE SITE AND ALL TOOLS AND CONTENT OFFERED THROUGH THE SITE ARE PROVIDED “AS IS, AS AVAILABLE.” ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY EXCLUDED TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW.

 

The above disclaimer applies to any damages, liability or injuries, whether for breach of contract, tort, negligence or any other cause of action.

 

EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENT AND UNDER NO LEGAL THEORY, WHETHER TORT (INCLUDING NEGLIGENCE), CONTRACT OR OTHERWISE, WILL KWP BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL OR PUNITIVE DAMAGES, EVEN IF KWP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL KWP’S LIABILITY TO YOU FOR ANY DAMAGES (DIRECT OR OTHERWISE) OR PENALTIES OR LOSS, REGARDLESS OF THE FORM OF ACTION OR CLAIM, EXCEED THE AMOUNT OF FEES PAID OR OWED BY YOU TO KWP DURING THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM; PROVIDED THAT IF SUCH EVENT OCCURS BEFORE SIX (6) MONTHS HAVE PASSED SINCE THE EFFECTIVE DATE OF THE AGREEMENT BETWEEN THE PARTIES, THEN THE DAMAGES CAP SHALL EQUAL SIX TIMES THE AVERAGE AGGREGATE MONTHLY FEES PAID OR PAYABLE UNDER THE AGREEMENT.

 

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so these limitations may not apply to you.

 

Indemnity

You agree to indemnify and hold KWP harmless from any demands, loss, liability, claims or expenses (including attorneys’ fees), made against KWP by any third party due to or arising out of or in connection with (1) your access to, participation in or use of KWP’s Services or the Site; (2) your violation of these Terms of Use or any applicable law or regulation, (3) your violation of any rights of any third party; or (4) any disputes or issues between you and any third party.

 

Violation of These Terms of Use

KWP may disclose any information we have about you (including your identity) if we determine that such disclosure is necessary in connection with any investigation or complaint regarding your use of the Site, or to identify, contact or bring legal action against someone who may be causing injury to or interference with (either intentionally or unintentionally) KWP’s rights or property, or the rights or property of visitors to or users of the Site. KWP reserves the right at all times to disclose any information that KWP deems necessary to comply with any applicable law, regulation, legal process or governmental request. KWP also may disclose your information when KWP determines that applicable law requires or permits such disclosure, including exchanging information with other companies and organizations for fraud protection purposes.

 

You agree that KWP may, in its sole discretion and without prior notice, terminate your access to the Site and/or block your future access to the Site if we determine that you have violated these Terms of Use or other agreements or guidelines which may be associated with your use of the Site. You also agree that any violation by you of these Terms of Use will cause irreparable harm to KWP for which monetary damages would be inadequate, and you consent to KWP obtaining any injunctive or equitable relief that KWP deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies KWP may have at law or in equity.

 

Governing Law; Dispute Resolution

You agree that to the fullest extent permitted by law all matters relating to KWP’s Services and your access to or use of the Site, including all disputes, will be governed by the laws of the United States and by the laws of the State of Delaware excluding: (1) its conflicts of law principles; and (2) the United Nations Convention on Contracts for the International Sale of Goods. Any dispute arising hereunder or relating hereto shall be resolved by binding arbitration in Boston, Massachusetts. Any arbitration between you and KWP will be governed by the Commercial Dispute Resolution Procedures (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms of Use, and will be administered by the AAA. If you are a consumer, then the AAA Rules will include the Supplementary Procedures for Consumer Related Disputes.

 

Notwithstanding the paragraph above, we both agree that nothing herein will be deemed to waive, preclude, or otherwise limit either of our right to (i) bring an individual action in U.S. small claims court, (ii) pursue enforcement actions through applicable U.S. federal, state, or local agencies where such actions are available, (iii) seek injunctive relief in a U.S. court of law, or (iv) to file suit in a court of law to address intellectual property infringement claims.

 

To the extent that any lawsuit or court proceeding is permitted under the Terms, to the fullest extent permitted by law you agree to submit to the personal and exclusive jurisdiction of the state courts and federal courts located in Boston, Massachusetts for the purpose of litigating all such disputes.

 

Any claim under these Terms of Use must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred. You agree to the admissibility of computer records and electronic evidence in any dispute herein. YOU AGREE THAT NO CLASS ACTION MAY BE PURSUED OR MAINTAINED WITH RESPECT TO ANY DISPUTE REGARDING THESE TERMS OF USE.

 

Users Outside of the United States

KWP is a limited liability company based in the United States. Although the Site is accessible worldwide, not all features, products or services discussed, referenced, provided or offered through or on the Site are available to all persons or in all geographic locations, or appropriate or available for use outside the United States. If you choose to access the Site from outside the United States, you do so on your own initiative and you are solely responsible for complying with applicable local laws.

 

Miscellaneous

You may preserve these Terms of Use in written form by printing it for your records, and you waive any other requirement that these Terms of Use be evidenced by a written document. You may not use or export or re-export any Content or any copy or adaptation of such Content, or any product or service offered on the Site, in violation of any applicable laws or regulations, including without limitation United States export laws and regulations.

 

All provisions of these Terms of Use are severable, and the unenforceability or invalidity of any of the provisions will not affect the enforceability or validity of the remaining provisions. These Terms of Use, together with the Privacy Policy at https://kwpworks.com/privacy-policy/ and any other legal notices published by KWP, constitute the entire agreement between you and KWP with regard to your use of the Site. KWP’s failure to insist on or enforce strict performance of these Terms of Use shall not be deemed a waiver by KWP of any provision or any right it has to enforce these Terms of Use. Any such waiver must be in writing in order to be effective. These Terms of Use shall not be interpreted or construed to confer any rights or remedies on any third parties.

 

Canada

The parties declare that they have required that these Terms of Use and all documents related hereto, either present or future, be drawn up in the English language only. Les parties déclarent par les présentes qu’elles exigent que cette entente et tous les documents y afferents, soit pour le present ou le future, soient rédigés en langue anglaise seulement.

 

Notice for California Users

Under California Civil Code Section 1789.3, California website users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite N 112, Sacramento, California 95834, or by telephone at (800) 952-5210.

 

Questions and Contact Information

KWP Markets Consulting is located at:
625 Spring Hill Road

Wayzata, MN 55391

 

Please contact us if you have any questions about our Terms of Use. You may contact us by sending correspondence to the foregoing address or by emailing us at privacy@kwpworks.com.

 

About Us

A strategy that works. At KWP Consulting, our goal is to act as an extension of your team – giving you the experience, technical expertise and band-width organizations need to learn, build and grow.

© 2018 KWP Consulting, LLC. ALL RIGHTS RESERVED. PRIVACY POLICY / TERMS OF USE