Terms of Use

Preamble

Welcome to the website (the “Website”) of Graham Partners, Inc. (the “Company”). Where appropriate, the term “Company” refers to both the Company and its affiliates, and the term “Website” refers to https://grahampartners.net, its subdomains, and any associated web-based and mobile applications.

These Terms of Use, along with our Privacy Policy, any mobile license agreement(s), and other posted guidelines within our Website (collectively, “Legal Terms”) constitute the entire and only agreement between you and Company, and supersede all other agreements, representations, warranties and understandings with respect to our Website and the subject matter contained herein. We may amend our Legal Terms at any time without specific notice to you. The latest copies of our Legal Terms will be posted on our Website, and you should review all Legal Terms prior to using our Website. After any revisions to our Legal Terms are posted, your continued access and use of the Website constitutes your agreement to be bound to the Legal Terms as modified. Therefore, it is important for you to periodically review our Legal Terms to make sure you still agree to them. Capitalized terms, unless otherwise defined, have the meaning specified within the Definitions section below.

By using our Website, you agree to fully comply with and be bound by our Legal Terms. Please review them carefully. The Legal Terms apply whether you are accessing the Website through a web browser, mobile device, or any other or future medium. If you do not accept our Legal Terms, do not access and use our Website. If you have already accessed our Website and do not accept our Legal Terms, you should immediately discontinue use of our Website. Please note that you may not use the Website and may not accept the Legal Terms if you are unable to form a legally binding contract or are a person barred from using the Website under the laws of the United States or other countries, including the country in which you are resident or from which you use the Website.

The last update to our Legal Terms was posted on September 10, 2019.

Definitions

  • The terms “us” or “we” or “our” mean Graham Partners, Inc., the owner of the Website and, where appropriate, its affiliates.
  • The terms “you” or “your” mean the individual accessing or using the Website.
  • “Content” means all text, information, photographs, graphics, audio, video, animations and data, offered through our Website, and all associated printed materials or online or electronic documentation.
  • “Services” means the collective functionality and features offered through our Website to our Users.
  • “Subscriber” means an individual who accesses our Website and has registered on our Website to receive emails from the Company.
  • “User” means a Visitor or a Subscriber.
  • “Visitor” means an individual who accesses our Website but has not registered as a Subscriber.

Legal Compliance

You agree to comply with all applicable domestic and international laws, statutes, ordinances, and regulations regarding your use of our Website. Company reserves the right to investigate complaints or reported violations of our Legal Terms and to take any action we deem appropriate, including but not limited to terminating your access to the Website, reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to your profile, email addresses, usage history, posted materials, IP addresses and traffic information, as allowed under our Privacy Policy.

Company reserves the right to fully cooperate with any law enforcement authorities or court orders requesting or directing the Company to disclose the identity of anyone accessing or using the Website or publishing or otherwise making available any materials that are believed to violate the Legal Terms. By accepting these Terms of Use, you waive and hold harmless Company from any claims resulting from any action taken by Company during or as a result of its investigations and/or from any actions taken as a consequence of investigations by either Company or law enforcement authorities.

Company reserves the right, in its sole discretion, to terminate your access to any or all of the Website, Services, or any portion thereof at any time, without notice. Upon termination, you shall cease to access and use the Website in its entirety.

Limited License; Use Restrictions

These Terms of Use grant you a limited, revocable, non-exclusive, non-sublicensable, and non-transferable license to access and use the Website solely for your internal business purposes, strictly in accordance with the Legal Terms. Except as expressly set forth in the Legal Terms, no license is granted to you and no rights are conveyed by virtue of your accessing or using the Website, and all rights not granted under the Legal Terms are reserved by Company.

You agree not to (directly or indirectly):

  • (i) copy, modify, translate or otherwise create derivative works of any part of the Website, including any Content thereon;
  • (ii) remove or obscure any notice of proprietary rights from the Website;
  • (iii) reverse engineer, decompile, disassemble, modify, translate, adapt or attempt to derive the source code or underlying ideas or algorithms of the Website, or any portion thereof (except to the limited extent applicable laws specifically prohibit such restriction), or attempt to recreate the Website, or use the Website for any competitive purpose;
  • (iv) sell, resell, encumber, rent, lease, time-share, distribute, transfer or otherwise use or exploit or make available the Website, including any Content thereon, to or for the benefit of any third party;
  • (v) remove, disable, circumvent or otherwise create or implement any workaround to any copy protection, rights management or security features in or protecting the Website;
  • (vi) use the Website to violate the legal rights (including the rights of publicity and privacy) of others or to violate the laws of any jurisdiction;
  • (vii) intercept or attempt to intercept Content or messages not intended for you;
  • (viii) use spiders, robots, data mining techniques or other automated devices or programs to catalog, download, scrape, mine, or otherwise reproduce, store or distribute content available on the Website without prior written consent from Company, or use any such automated means to manipulate the Website, such as automating what are otherwise manual or one-off procedures;
  • (ix) run or display the Website or any Content in frames or through similar means on another website without prior consent from Company;
  • (x) collect information about others (including e-mail addresses) without their consent; or
  • (xi) engage in any other conduct that restricts or inhibits any User’s use or enjoyment of the Website, or which, as determined by the Company, may harm the Company or Users or expose them to liability, including without limitation overloading, “flooding,” “mailbombing” or “crashing” the Website.

You agree that you will timely respond to our reasonable inquiries regarding your compliance with this Section.

You agree that any copies, derivative works or other intellectual property developed by you in violation of this Section: (a) are the property of Company and you hereby assign, and we hereby accept such assignment, any and all associated rights to Company without the need for any other action by a party; and (b) are excluded from any warranty or other obligation of Company hereunder.

Registrations

When accessing certain Services on the Website (including, without limitation, subscribing to receive emails from us), you may be required or invited to provide specific information. Any personally identifiable information that you provide to us will be processed and used in accordance with our Privacy Policy. All information you provide must be truthful, and you may not use any aliases or other means to mask your true identity.

Intellectual Property

You agree that, as between you and the Company, the Website, including all software, data and databases, and Content contained therein, and all updates, enhancements or derivatives of the foregoing, and all information and data generated, collected or derived by Company and all intellectual property rights in the foregoing, are owned by Company, and are protected by copyright and other intellectual property laws and international treaties. You acknowledge and agree that you do not acquire any ownership interest in the Website (including any Content), or any other rights thereto, including by implication or estoppel, other than the rights expressly granted, to use the Website subject to all terms, conditions and restrictions of the Legal Terms. Company and its licensors and service providers reserve and shall retain their entire right, title and interest in and to the Website including all copyrights, trademarks and other intellectual property rights therein or relating thereto, and Your use of our Website does not grant you ownership rights of any kind in our Website.

The Website may contain our service marks or trademarks as well as those of our affiliates or other companies, in the form of words, graphics, and logos. Your use of the Website does not constitute any right or license for you to use such service marks/trademarks, without the prior written permission of the corresponding service mark/trademark owner.

Disclaimer; Limitation of Liability

YOUR USE OF THE WEBSITE IS AT YOUR OWN RISK. THE CONTENT AND WEBSITE ARE PROVIDED “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. COMPANY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT TO THE FULLEST EXTENT PERMITTED BY LAW. TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY ALSO DISCLAIMS ANY WARRANTIES FOR THE SECURITY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE WEBSITE. COMPANY DOES NOT WARRANT THAT: (I) YOUR USE OF THE WEBSITE WILL MEET YOUR REQUIREMENTS; (II) YOUR USE OF THE WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR; (III) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE WEBSITE, INCLUDING ANY CONTENT, WILL BE ACCURATE OR RELIABLE; OR (IV) DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SERVICE PROVIDED TO YOU AS PART OF THE WEBSITE WILL BE CORRECTED. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. IN NO EVENT WILL COMPANY OR ITS LICENSORS, CONTRACTORS OR THIRD PARTY VENDORS BE LIABLE FOR ANY DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF, OR INABILITY TO USE, THE WEB SITE, THE CONTENT, ANY OTHER SERVICES PROVIDED ON OR THROUGH THE WEB SITE OR ANY LINKED SITE, INCLUDING ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOST PROFITS (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE OF GOODS OR SERVICES OR OTHER INTANGIBLE LOSS; OR DAMAGES RESULTING FROM DELAY, INTERRUPTION IN SERVICE, VIRUSES, DELETION OF FILES OR ELECTRONIC COMMUNICATIONS OR ERRORS, OMISSIONS OR OTHER INACCURACIES IN THE WEB SITE OR THE CONTENT OR SERVICES, WHETHER OR NOT THERE IS NEGLIGENCE BY COMPANY AND WHETHER OR NOT COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES.

You acknowledge and agree that nothing contained on the Website may be construed as a solicitation, offer, recommendation or representation of suitability or endorsement of any security or investment. You further acknowledge and agree that Content in this Website does not provide any tax, legal, accounting, investing or other professional advice.

Indemnification

You agree to indemnify, defend and hold harmless Company and its shareholders, officers, directors, employees and representatives against all claims, demands, causes of action, losses, expenses, damages and costs (including, without limitation, reasonable attorneys’ fees) resulting or arising from or relating to your use of or conduct on the Website, your breach of the Legal Terms, or your infringement, misappropriation or violation of any intellectual property rights.

Links to Other Websites

Our Website may contain links to third party websites. These links are provided solely as a convenience to you. By linking to these websites, we do not create or have an affiliation with, or sponsor such third party websites, and Company has not reviewed any such third party websites. The inclusion of links within our Website does not constitute any endorsement, guarantee, warranty, or recommendation of the quality, content, security, accuracy, products, availability services or practices of such third party websites. Company has no control over the legal documents and privacy practices of third party websites; as such, you access any such third party websites at your own risk, and you acknowledge that the Company has no responsibility or liability for the quality, content, security, accuracy, products, availability services or practices of such third party websites.

Unsolicited Content

Company does not knowingly accept unsolicited submissions of content from Users of the Website. Except for information you provide to us to subscribe to our email service, which shall be treated in accordance with our Privacy Policy, any comments or other submissions of content of any kind sent by you to us (“Unsolicited Content”) will be deemed non-confidential and shall not give rise to any contractual relationship or other obligation of Company to you with respect to the Unsolicited Content. Further, any Unsolicited Content, including, without limitation, all feedback concerning the Website or the products or services offered therein, shall become the sole property of Company, including, without limitation, worldwide intellectual property rights therein, and you hereby assign to Company all rights to use such Unsolicited Content in any manner whatsoever without any compensation, credit, or notice of any kind.

International Access

Company does not claim that this Website is appropriate for your specific jurisdiction. You agree that you are solely responsible for compliance with any laws of your specific jurisdiction and further agree that you shall not use this Website if you are restricted by any local, state, national or international laws.

General Terms

Our Legal Terms shall be treated as though it were executed and performed in Pennsylvania, United States, and shall be governed by and construed in accordance with the laws of Pennsylvania, United States, without regard to conflict of law principles. In addition, you agree to submit to the personal jurisdiction and venue of the state and federal courts located in Philadelphia, Pennsylvania for the purpose of any suit, action, proceeding or judgment relating to or arising out of these Terms of Use and the transactions contemplated hereby. Any cause of action by you with respect to our Website, must be instituted within one (1) year after the cause of action arose or be forever waived and barred. Should any part of our Legal Terms be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. To the extent that any Content in our Website conflicts or is inconsistent with our Legal Terms, our Legal Terms shall take precedence. Our failure to enforce any provision of our Legal Terms shall not be deemed a waiver of such provision nor of the right to enforce such provision.

These Terms of Use shall be binding upon and inure to the benefit of the parties and their respective successors and assigns. You may not assign or transfer these Terms of Use, in whole or part, or any rights or obligations thereunder, without the prior written consent of Company. In the event of any attempted assignment or transfer by you in violation of this Section, such purported assignment or transfer shall be void and without force or effect. Company may assign its rights and obligations, in whole or in part, under these Terms of Use to any person or entity.

Company shall not be liable to You for any delay, failure or inability to perform its obligations under these Terms of Use, or any losses arising in connection with the foregoing, due to any cause beyond its reasonable control, including utility failures, equipment breakdowns, fires, storms, accidents, acts of God, acts of war, acts of terrorism, labor shortages, telecommunications or Internet failures, or any act or omission by you.

These Terms of Use or your use of the Website shall not be construed to create any joint venture, partnership, or agency or employment relationship between you and us, or between you and our parent, subsidiaries and affiliates, and its and their shareholders, officers, directors, employees and representatives.

The section headings in these Terms of Use are for reference purposes only and shall not affect the meaning or interpretation of these Terms of Use. The words “include,” “includes,” and “including” shall be deemed to be followed by the phrase “without limitation.”

Conclusion

Graham Partners is happy to have you as a User of our Website. We hope that you find these Terms of Use acceptable and look forward to your interaction with us at https://grahampartners.net.

If there are any questions about the Legal Terms and how they apply to your use of the Website, please contact us at your convenience at partnersupport@grahampartners.net.