Terms and Conditions

2.1. Scope of Agreement
This Agreement constitutes the entire and only agreement between us and you, and supersedes all prior or contemporaneous agreements, representations, warranties, and understandings with respect to the Site; the content, products, or services provided by or through the Site; and the subject matter of this Agreement. E4S reserves the right, in its sole discretion, to change this Agreement ("Updated Agreement") from time to time.  Notwithstanding the foregoing, these Terms of Use do not apply to the provision, purchase, or use of or access to the E4S products or services, which are governed by our Terms and Conditions of our services. Unless we make a change for legal or administrative reasons, we will provide reasonable advance notice before the Updated Agreement becomes effective.  You agree that we may notify you of the Updated Agreement by posting it on the Site, and that your use of the Site after the effective date of the Updated Agreement (or engaging in such other conduct as we may reasonably specify) constitutes your agreement to the Updated Agreement.  Therefore, you should review this Agreement and any Updated Agreement before using the Site.  The Updated Agreement will be effective as of the time of posting, or such later date as may be specified in the Updated Agreement and will apply to your use of the Site from that point forward.  This Agreement will govern any disputes arising before the effective date of the Updated Agreement. We reserve the right to modify, suspend, or terminate access to the Site, including deleting any content, for any reason, without notice, at any time, and without liability to you. If we terminate your access to the Site, your User Content may no longer be accessible, but it may persist and appear on the Site (e.g., if your User Content has been reshared by others).

2.2. E4S Content and User Content
E4S Content.  The Site contains content owned or licensed by E4S ("E4S Content").  E4S Content is protected by copyright, trademark, patent, trade secret and other laws, and, as between you and E4S, E4S and its third-party providers owns and retains all rights in the E4S Content and the Site. There is one type of E4S Content: (a) downloadable assets.

Downloadable Assets.  An example of a downloadable asset is a PowerPoint presentation, video, or training materials that E4S provides. All other rights are reserved.  As a user, you are authorized only to view, copy, print, and distribute documents from E4S so long as (1) the asset is used for informational purposes only, and (2) any copy of the document (or portion thereof) includes the following copyright notice: Copyright © 2020 E4S Consulting Services, LLC.  All rights reserved.  Accordingly, you may not distribute, modify, or host downloadable assets as your own content (or permit any third party to do so).

There are no implied licenses hereunder, and any right not expressly granted are reserved by E4S and its licensors.  Without limiting the generality of the foregoing, you will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the E4S Content, and you will not reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, sell, license or otherwise exploit the E4S Content.  If you post User Content to the Site, then the following terms apply.

User Content.  E4S does not claim ownership of any User Content that you post on or through the Site.  Instead, you hereby grant to E4S a non-exclusive, fully paid and royalty-free, transferable, sub-licensable, worldwide license to use the User Content that you post on or through the Site, for all purposes described in and contemplated by this Agreement, as well as for E4S' publicity purposes (including as part of a user testimonial on the Site).  You represent and warrant that: (i) you own the User Content posted by you on or through the Site, or otherwise have the right to grant the rights and licenses set forth in this Agreement; (ii) the posting and use of your User Content on or through the Site does not violate, misappropriate or infringe on the rights of any third party, including privacy rights, publicity rights, copyrights, trademark and/or other intellectual property rights; (iii) you agree to pay for all royalties, fees, and any other monies owed by reason of User Content you post on or through the Site; (iv) you have the legal right and capacity to enter into this Agreement in your jurisdiction; and (v) you will comply with all applicable laws.  The copying, redistribution, use, or publication by you of any such matters or any part of the Site, except as allowed in this Agreement, is strictly prohibited.  You do not acquire ownership rights to any E4S Content, or other user content, document, or other materials that you view (but do not post) through the Site.  The posting of User Content on the Site does not constitute a waiver of any right in such information and materials.

3. Trademarks
All brand, product, service, and process names appearing on this Web site are trademarks of their respective holders.  Reference to or use of a product, service, or process does not imply recommendation, approval, affiliation, or sponsorship of that product, service, or process by E4S.  Nothing contained herein shall be construed as conferring by implication, estoppel, or otherwise any license or right under any patent, copyright, trademark, or other intellectual property right of E4S Consulting Services, LLC or any third party, except as expressly granted herein.

4. License Termination
Upon termination of this Agreement, all licenses and other rights granted to you under this Agreement will immediately cease.

5. Editing, Deleting, and Modification
You agree that E4S is not responsible for, and does not endorse, User Content or Feedback (defined below) posted within the Site. E4S does not have any obligation to prescreen, monitor, edit, or remove any User Content.  If your User Content violates this Agreement, you may bear legal responsibility for that User Content.  You agree that any User Content will be non-confidential and non-proprietary, and we will not be liable for any use or disclosure of User Content.  You acknowledge and agree that your relationship with E4S is not a confidential, fiduciary, or other type of special relationship, and that your decision to submit any User Content or Feedback does not place E4S in a position that is any different from the position held by members of the general public, including with regard to your User Content or Feedback.  None of your User Content will be subject to any obligation of confidence on the part of E4S, and E4S will not be liable for any use or disclosure of any User Content you provide.  Without limiting the generality of the foregoing, we reserve the right in our sole discretion to edit or delete any documents, information, or other content appearing on the Site.

6. Indemnification
You (and also any third party for whom you operate an account or activity on the Site) agree to defend (at E4S' request), indemnify and hold E4S and its affiliates and their employees, officers, directors, agents, successors and assigns (collectively, the "E4S Parties") harmless from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorney's fees and costs, arising out of or in any way connected with any of the following (including as a result of your direct activities on the Site or those conducted on your behalf): (i) your User Content or your access to or use of the Site; (ii) your breach or alleged breach of this Agreement; (iii) your violation of any third-party right, including any intellectual property right, publicity, confidentiality, property or privacy right; (iv) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental and quasi-governmental authorities, including all regulatory, administrative and legislative authorities; or (v) any misrepresentation made by you. You will cooperate as fully required by E4S in the defense of any claim.  E4S reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you will not in any event settle any claim without the prior written consent of E4S.

7. Assignment
Your right to use the Site and/or any licenses granted under this Agreement are not assignable or transferable, including by operation of law or otherwise. Any attempted assignment or transfer in violation of the foregoing is null and void.

8. Warranty Disclaimer
THE INFORMATION FROM OR THROUGH THE PUBLIC AREAS OF THIS SITE IS PROVIDED "AS-IS" AND "AS AVAILABLE" TO THE FULLEST EXTENT POSSIBLE BY LAW. TO THE FULLEST EXTENT POSSIBLE BY LAW, THE E4S PARTIES, ON BEHALF OF THEMSELVES AND ANY AND ALL THIRD PARTY USER CONTENT PROVIDERS, DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED OR STATUTORY AS TO THE SITE, E4S CONTENT, ANY THIRD PARTY USER CONTENT, OR ANY SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO E4S OR VIA THE SITE, ALL OF WHICH ARE HEREBY DISCLAIMED (INCLUDING THE DISCLAIMER OF ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION, AND FREEDOM FROM COMPUTER VIRUS). THE INFORMATION AND SITE MAY CONTAIN BUGS, ERRORS, PROBLEMS, OR OTHER LIMITATIONS. THE E4S PARTIES ON BEHALF OF THEMSELVES AND ANY AND ALL THIRD PARTY USER CONTENT PROVIDERS, DO NOT REPRESENT OR WARRANT THAT THE SITE OR THIRD PARTY USER CONTENT WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SITE OR THE SERVER THAT MAKES THE SITE AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING VIRUSES AND OTHER FORMS OF MALWARE. THE E4S PARTIES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS AND/OR THIRD PARTY USER CONTENT) ON THE SITE IS ACCURATE, COMPLETE, OR USEFUL. YOU ACKNOWLEDGE THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK. YOU SHALL NOT RELY ON ANY INFORMATION FOUND ON THE SITE FOR ANY MEDICAL, LEGAL, FINANCIAL, OR PROFESSIONAL ADVICE. ANY CONTENT REGARDING THOSE TOPICS IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND IS NOT A SUBSTITUTE FOR ADVICE FROM A QUALIFIED PROFESSIONAL. E4S MAKES NO COMMITMENTS ABOUT ANY CONTENT ON THE SITE, THE OPERATION OF SITE, OR THE INFORMATION, IMAGES, VIDEO, TEXT, OR CONTENT, INCLUDING, WITHOUT LIMITATION, THE ACCURACY OF THE CONTENT, AVAILABILITY, SUITABILITY, RELIABILITY, OR CONTENT OF ANY INFORMATION. TO THE EXTENT PERMITTED BY LAW, E4S FURTHER DISCLAIMS ANY WARRANTY THAT (A) THE SITE WILL MEET YOUR REQUIREMENTS OR WILL BE CONSTANTLY AVAILABLE, UNINTERRUPTED, TIMELY, OR ERROR-FREE; OR (B) THE QUALITY OF THE SITE WILL MEET YOUR EXPECTATIONS. THE E4S PARTIES ON BEHALF OF THEMSELVES AND ANY AND ALL THIRD PARTY USER CONTENT PROVIDERS, DO NOT WARRANT THAT YOUR USE OF THE SITE OR THIRD PARTY USER CONTENT IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND THE E4S PARTIES, ON BEHALF OF THEMSELVES AND ANY AND ALL THIRD PARTY USER CONTENT PROVIDERS, SPECIFICALLY DISCLAIM SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES, SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU TO THE EXTENT SUCH JURISDICTION'S LAW IS APPLICABLE TO YOU AND THIS AGREEMENT.

BY ACCESSING OR USING THE SITE, YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SITE.

THE E4S PARTIES DO NOT ENDORSE THIRD PARTY USER CONTENT AND SPECIFICALLY DISCLAIM ANY RESPONSIBILITY OR LIABILITY TO ANY PERSON OR ENTITY FOR ANY LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL, PUNITIVE OR OTHERWISE), INJURY, CLAIM, LIABILITY OR OTHER CAUSE OF ANY KIND OR CHARACTER BASED UPON OR RESULTING FROM ANY THIRD PARTY USER CONTENT.

9. Limitation of Liability
UNDER NO CIRCUMSTANCES WILL THE E4S PARTIES BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND (INCLUDING FOR ANY DIRECT, INDIRECT, ECONOMIC, EXEMPLARY, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES) THAT ARE DIRECTLY OR INDIRECTLY RELATED TO: (A) THE SITE; (B) THE E4S CONTENT; (C) USER CONTENT; (D) YOUR USE OF, INABILITY TO USE, OR THE PERFORMANCE OF THE SITE; (E) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY THE E4S PARTIES OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR OR ANY OTHER PARTY'S USE OF THE SITE; (F) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS; (G) ANY ERRORS OR OMISSIONS IN THE SITE'S OPERATION; OR (H) ANY DAMAGE TO ANY USER'S COMPUTER, MOBILE DEVICE, OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF FORESEEABLE OR EVEN IF THE E4S PARTIES HAVE BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR TORT (INCLUDING WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE SITE). IN NO EVENT WILL THE E4S PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS, DAMAGE OR INJURY, INCLUDING DEATH OR PERSONAL INJURY. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT WILL THE E4S PARTIES' TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OR ACTION EXCEED ONE HUNDRED UNITED STATES DOLLARS ($100.00).

YOU AGREE THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES, OR INJURIES THAT ARISE OUT OF E4S' ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU ARE NOT IRREPARABLE OR SO INSUFFICIENT THAT THEY MIGHT ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF ANY SITE, SERVICE, PROPERTY, PRODUCT OR OTHER CONTENT OWNED OR CONTROLLED BY THE E4S PARTIES, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION OR EXPLOITATION OF ANY SITE, PROPERTY, PRODUCT, SERVICE, OR OTHER CONTENT OWNED OR CONTROLLED BY THE E4S PARTIES.

E4S IS NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU RELEASE ALL E4S PARTIES FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES.

10. Use of Information; Feedback
We reserve the right, and you authorize us, to use and assign all information regarding Site uses by you and all information provided by you in any manner, consistent with our Privacy Notice. It is E4S' policy not to accept or consider content, information, ideas, suggestions or other materials other than those we have specifically requested and to which certain specific terms, conditions and requirements may apply.  This is to avoid any misunderstandings if your ideas are similar to those we have developed or are developing independently.  Accordingly, E4S does not accept unsolicited materials or ideas, and takes no responsibility for any materials or ideas so transmitted.  If you choose to send us content (other than User Content), information, ideas, suggestions, or other materials (“Feedback”), whether solicited or unsolicited, you agree that E4S is free to use any such Feedback, for any purposes whatsoever, including developing and marketing products and services, without any liability or obligation of payment or other compensation of any kind to you.  E4S may use Feedback without any restriction and without any obligation to keep such Feedback confidential.