Terms of service

DISCLAIMERS

ACA Platform Terms of Use (the “Platform Terms”)

In addition to the Terms of Use and Privacy Policy applicable to the Atzert Contracts & Analytics, LLC. (“ACA”) website generally (available at https://atzertcontracts.com/policies/privacy-policy), which are incorporated herein by reference, the following Platform Terms apply to your use of the ACA community platform and document template system (the “ACA Platform”) and your agreement to these Platform Terms is required before you are permitted to use the ACA Platform. In the event of a conflict between these Platform Terms and the Terms of Use and Privacy Policy, these Platform Terms shall control. By using the ACA Platform, or by clicking to accept or agree to these Platform Terms when the option is made available to you, you accept and agree to be bound by these Platform Terms.  Atzert Contracts & Analytics, LLC. reserves the right to modify or replace any of these Platform Terms at any time at its sole discretion, and your continued use of the ACA Platform shall be deemed your agreement to any such modifications or replacement.

The ACA Docs (as defined below) are provided for your reference only and have been developed for use where the State of Washington’s law applies.

You acknowledge and agree that the making available of any forms, templates, or sample documents on the ACA Platform (collectively, the “ACA Docs”) to you by Atzert Composition & Analytics, LLC (“[ACA”) shall not create any attorney-client or other confidential or special relationship between you and ACA and does not constitute the provision of legal advice, financial advice, investment advice, or other professional advice by ACA. ACA, including its employees, contractors, and agents, does not offer any legal, financial, or investment advice, recommendations, opinions, representation, referrals, or counseling.

The ACA Platform is for general informational purposes only and may not reflect the most current legal or regulatory developments and should not be relied upon or used absent a review of your specific circumstances by a qualified professional. Therefore, you should seek advice from an attorney licensed in the relevant jurisdiction(s), as well as a tax professional, before signing, using, or relying on the ACA Platform. The documents produced by the ACA Platform may be considered attorney advertising under the ethical rules of certain jurisdictions.

Additionally, the information provided in the ACA Platform does not constitute tax advice. Any discussion of tax matters is not intended or written to be used, and cannot be used, for the purpose of avoiding penalties under the Internal Revenue Code (or equivalent in the relevant jurisdiction) or promoting, marketing or recommending to another party any transaction or matter.

You further agree and acknowledge that the ACA Platform has not been prepared with your or your businesses’ specific circumstances in mind, may not be suitable for use in your business or for your intended use, and do not constitute tax, accounting or legal advice. By relying on any of the ACA Docs, you assume all risk and liability that may result. You are solely responsible for evaluating the suitability, applicability, and legality of any information, content, instructions, advice, or template that you access on this site or in any ACA Docs for your particular business or transaction.

You hereby agree to review all ACA Docs carefully for accuracy before signing, using, or relying on them. ACA Docs may include suggestions or instructions for completing the applicable ACA Doc in YELLOW HIGHLIGHTED, BOLD, or BRACKETED TEXT that require your attention. Any suggestions or instructions are not legal advice and are intended only to assist you in completing the ACA Docs. You acknowledge that any part of the ACA Docs regardless of whether they are YELLOW HIGHLIGHTED, BOLD, or BRACKETED TEXT potentially have significant legal, financial and/or tax consequences and therefore you should carefully review the entire document. You are solely responsible for evaluating the suitability, applicability, and legality of any information, advice, or ACA Docs you access, use, or rely upon on the ACA Platform for your particular business or transaction. Always seek advice from qualified professionals licensed in your jurisdiction with experience in the relevant subject matter.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, YOUR USE OF THE ACA PLATFORM, INCLUDING THE ACA DOCUMENT TEMPLATE SYSTEM AND THE ACA DOCS, IS AT YOUR SOLE RISK AND ACA PROVIDES THE ACA DOCS ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND SPECIFICALLY DISCLAIMS ALL WARRANTIES, TERMS, REPRESENTATIONS AND CONDITIONS WHETHER EXPRESS, IMPLIED, OR STATUTORY, AND INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES, TERMS, REPRESENTATIONS AND CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NONINFRINGEMENT. WHILE WE TAKE PRECAUTIONS TO PROTECT THE SECURITY OF YOUR INFORMATION, WE CANNOT GUARANTEE IT. WITHOUT LIMITING THE FOREGOING, NEITHER Atzert Composition & Analytics, LLC. NOR ANYONE ASSOCIATED WITH ACA INCLUDING ITS AFFILIATES, AND EACH OF THEIR DIRECTORS, OFFICERS, SHAREHOLDERS, REPRESENTATIVES, AGENTS, CONTRACTORS, AND EMPLOYEES (“ACA PARTIES”) REPRESENTS OR WARRANTS THAT THE ACA DOCS, OR ANY ITEMS OR CONTENT OBTAINED THROUGH THE ACA PLATFORM WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE ACA PLATFORM IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE [PLATFORM NAME] DOCS OR ANY CONTENT OR ITEMS OBTAINED THROUGH THE ACA PLATFORM WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

NOTWITHSTANDING ANYTHING TO THE CONTRARY, ACA PARTIES SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY DAMAGES RESULTING FROM LOSS OF USE, DATA, OR PROFITS WHETHER DIRECT OR INDIRECT OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE ACA DOCS WHETHER OR NOT ACA PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

You agree to indemnify, defend, and hold harmless the ACA Parties, from and against any and all claims, suits, actions, causes of action, demands, obligations, losses, and liabilities of any nature whatsoever, and all related costs and expenses (including reasonable attorney’s fees), arising out of or resulting from your use of or reliance upon the ACA Platform or violation of these Platform Terms.

Any references or links to third-party websites or resources are provided for convenience only. We are not responsible for the content, accuracy, or availability of those external sites.

You confirm that you have the authority to share any information that you provide about any entity or other individuals. In the ordinary course of the software powering the ACA Platform, the software may temporarily store on our servers and locally cache data you enter (including copies of the resulting documents generated). You further confirm that any information you provide is non-confidential and not covered by the attorney-client or any other privileges. We cannot and do not guarantee the confidentiality or security of any data you provide. These Platform Terms and the operations or availability of the ACA Platform may be updated or changed by ACA, with or without notice, at its sole discretion.

ACA grants you a limited, personal, non-exclusive, non-transferable license to use ACA Docs for your own personal internal business use. Except as otherwise provided and to the extent permitted under applicable law, you acknowledge and agree that you have no right to modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the ACA Docs or ACA Platform in any manner, except for modifications in filling out the ACA Docs for your authorized use. You shall not remove any copyright notice from any ACA Docs.

All matters relating to the ACA Platform or these Platform Terms and any dispute or claim arising therefrom or related thereto shall be governed by and construed in accordance with the internal laws of the State of Washington without giving effect to any choice or conflict of law provisions or rules. Any legal suit, action or proceeding arising out of, or related to, these Platform Terms, the ACA Platform or any ACA Doc shall be submitted to final and binding arbitration located in Dallas, Washington under the Rules of Arbitration of the American Arbitration Association applying Washington law.

Prohibited Uses

You may use the ACA Platform only for lawful purposes and in accordance with these Platform Terms. You agree not to use the ACA Platform:

• In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
• For the purpose of exploiting, harming, or attempting to exploit or harm minors or any other individuals in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
• To send, knowingly receive, upload, download, use, or re-use any material that does not comply with these Platform Terms.
• To transmit, or procure the sending of, any advertising or promotional material including any "junk mail," "chain letter," "spam," or any other similar solicitation.
• To impersonate or attempt to impersonate ACA, an ACA employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
• To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which, as determined by us, may harm ACA or users of the ACA Platform, or expose them to liability.

Additionally, you agree not to:

• Use the ACA Platform in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the ACA Platform, including their ability to engage in real time activities through the ACA Platform.
• Use any robot, spider, or other automatic device, process, or means to access the ACA Platform for any purpose, including monitoring or copying any of the material on the ACA Platform.
• Use any manual process to monitor or copy any of the material on the ACA Platform, or for any other purpose not expressly authorized in these Platform Terms, without our prior written consent.
• Use any device, software, or routine that interferes with the proper working of the ACA Platform.
• Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the ACA Platform, the server on which the ACA Platform is stored, or any server, computer, or database connected to the ACA Platform.
• Attack the ACA Platform via a denial-of-service attack or a distributed denial-of-service attack.
• Otherwise attempt to interfere with the proper working of the ACA Platform.