These Terms were last updated on August 13th, 2020. These Terms cover visiting our website, using our client portal, and any actions you take or communications you make to us through our website, mobile application, or through email (the “Services”). By continuing to use the Services you agree to the Terms and any updates to the Terms. If you do not agree to the Terms or any updates to the Terms, you may not use the Services and must terminate your engagement with Kellerman Consulting.
- Content and License to Use Services.
In these Terms, the content on the Services, including all information, writings, methods, data, logos, marks, designs, graphics, pictures, sound files, digital download files, other files, and their selection and arrangement, is called “Content.” All Content and all software available on the Service or used to create and operate the Services is the property of Kellerman Consulting or its licensors, and is protected by domestic and international copyright laws, and all rights to the Services, such as Content and such software are expressly reserved. All trademarks, registered trademarks, product names and company names or logos mentioned in the Services are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by Kellerman Consulting.
Kellerman Consulting grants you a limited, revocable, non-exclusive, non-sublicensable license to access the Services and to view, copy and print the portions of the Content available to you on the Services for personal use only or for use by your specific business; provided, however, that no Content may be distributed by you to any third parties without our express permission. Such license is subject to these Terms and specifically conditioned upon your compliance with these Terms. Except as expressly permitted above, any use of any portion of the Content without the prior written permission of its owner is strictly prohibited and will terminate the license granted in this Section, these Terms and your account with us. Any such unauthorized use may also violate applicable laws, including without limitation copyright and trademark laws. Unless explicitly stated herein, nothing in these Terms may be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. The license in this Section is revocable by us at any time.
- Your Content
The information collected when you provide information of any kind to Kellerman Consulting is known as the “User Content.” By providing any User Content to Kellerman Consulting, whether directly through your use of the Services, you grant Kellerman Consulting and Kellerman Consulting’s affiliates and service providers, and each of their and Kellerman Consulting’s respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for the purpose of providing the Services and for other purposes expressed herein. Kellerman Consulting does not claim any ownership in any User Content, including any text, data, information, images, photographs, music, sound, video, or other material, that you upload, transmit, or store through the Services. You understand and acknowledge that you are responsible for any User Content submitted by you and have full responsibility for such User Content, including its legality, reliability, accuracy, and appropriateness. Kellerman Consulting is not responsible, or liable to any third party, for the content or accuracy of any User Content submitted by you.
Kellerman Consulting disclaims any and all liability in connection with or arising from User Content uploaded, stored, transmitted or otherwise distributed by you. By uploading, storing, transmitting or otherwise distributing User Content, you affirm, represent, and warrant that the User Content does not and will not: (i) violate these Terms , (ii) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right or (iii) slander, defame, or libel any other person; or (iv) contain any viruses, adware, spyware, worms, or other malicious code. Violators of any third-party rights may be subject to criminal and civil liability. Kellerman Consulting reserves all rights and remedies against any Users who violate these Terms.
In the event Kellerman Consulting receives any information or notice that any User Content uploaded, stored, transmitted or otherwise distributed by user violates these Terms or infringes any copyright, trademark, or patent, or is alleged to infringe any copyright, trademark, or patent, Kellerman Consulting reserves the right to immediately remove the User Content without notice to you and without any obligation to investigate an allegation of infringement. Kellerman Consulting further reserves the right in its sole and unfettered discretion to remove for any reason whatsoever and at any time, any User Content uploaded, stored, transmitted or otherwise distributed by you, without prior notice to you.
- Your Limited License of User Content to Us.
Therefore, by posting or distributing User Content to or through the Services, you (a) grant Kellerman Consulting and its affiliates and subsidiaries a non-exclusive, royalty-free, sub-licensable, transferable right to use, display, perform, reproduce, distribute, publish, modify, adapt, translate, and create derivative works from such User Content on the Services, in the manner in and for the purposes for which the Services from time to time uses such User Content; and (b) represent and warrant that (i) you own and control all of the rights to the User Content that you post or otherwise distribute, or you otherwise have the lawful right to post and distribute that User Content, to or through the Services; and (ii) the use and posting or other transmission of such User Content does not violate these Terms and will not violate any rights of or cause injury to any person or entity.
If your User Content is intended for the use of other users on the Services, you also grant us and our affiliates and subsidiaries a non-exclusive, royalty-free, transferable right to sublicense such User Content to such users for their use in connection with their use of the Services.
These licenses from you are non-exclusive because you have the right to use your User Content elsewhere. They are royalty-free because we are not required to pay you for the use of your User Content on the Services. And they are transferable because we need the right to transfer these licenses to any successor operator of the Services. We reserve the right to sell or otherwise transfer aggregate data generated from the Services to third parties. We have the right to “modify, adapt, translate, and create derivative works from such User Content because the normal operation of the Services does this to your User Content when it processes it for use on the Services and any such modified, adapted, or translated derivative work is the property of Kellerman Consulting’s property.
- Prohibited Activities; Enforcement of Policies
By agreeing to these Terms, you agree not to (or authorize or encourage any third party to) use the Services to (a) upload, store, transmit or otherwise distribute any content that is unlawful, defamatory, harassing, abusive, fraudulent, obscene, contains viruses, or is otherwise objectionable as reasonably determined by Kellerman Consulting; (b) upload, store, transmit or otherwise distribute content that infringes upon another party’s intellectual property rights or other proprietary, contractual or fiduciary rights or obligations; (c) use the Services for any fraudulent or inappropriate purpose, (d) impersonate any person or entity, falsely claim an affiliation with any person or entity, or access accounts of others without permission, forge another persons’ digital signature or identity, misrepresent the source, identity, or content of information transmitted via the Services, or perform any other similar fraudulent activity; or (e) use the Services for any illegal purpose, or in violation of any local, state, national, or international law, including, without limitation, laws governing intellectual property and other proprietary rights, and data protection and privacy.
Kellerman Consulting reserves the right to scan all User Content to ensure compliance with these Terms. In the event Kellerman Consulting determines, in its sole discretion, that your use of the Services is in violation of these Terms, Kellerman Consulting shall have the right without recourse by the user to immediately terminate your account.
- Linking to the Services.
You may provide links to the Services, provided that (a) you do not remove or obscure, by framing or otherwise, advertisements, the copyright notice, or other notices on the Services, (b) your service does not engage in illegal or pornographic activities, and (c) you discontinue providing links to the Services immediately upon request by us.
To use certain portions of the Services requires you to register. When registering you agree to provide us with accurate, complete registration information. You must be at least 18 years old to use the Services. Your registration must be done using your real name and accurate information. You are responsible for preventing any unauthorized use, and you agree to accept all risks of unauthorized access to your registration data. Kellerman Consulting shall not be liable for any consequences that may result from incorrect, incomplete, false, stole, or lost information.
You agree to keep all user IDs and access codes/passwords confidential. Sharing of account information and passwords is strictly forbidden. If you believe that you user ID or password has been compromised, you agree to contact Kellerman Consulting immediately via email or telephone.
- Inactive Accounts; Cancellation; Termination.
You and/or Kellerman Consulting may terminate your use of the Services at any time. Specifically, we reserve the right to terminate your user account and your use of the Services without prior notice if we believe in our discretion that you have violated or acted inconsistently with these Terms. When your account is terminated, we may retain an archival copy of your User Content after termination for up to sixty (60) days; however, we do not make any guarantee that we will do so.
The Services may contain advertising and sponsorships. Advertisers and sponsors are responsible for ensuring that material submitted for inclusion on the Services is accurate and complies with applicable laws. We are not responsible for the illegality or any error, inaccuracy or problem in the advertiser’s or sponsor’s materials.
- Errors, Corrections and Changes.
We do not represent or warrant that the Services will be error-free, free of viruses or other harmful components, or that defects will be corrected. We do not represent or warrant that the information available on or through the Services will be correct, accurate, timely or otherwise reliable. We may make changes to the features, functionality or content of the Services at any time. We reserve the right in our sole discretion to edit or delete any documents, information or other content appearing on the Services. We are not obligated to create or provide support, corrections, upgrades, bug fixes and/or enhancements to the Services.
- Unlawful Activity.
We reserve the right to investigate complaints or reported violations of this Agreement and to take any action we deem appropriate, including but not limited to 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.
- Legal Compliance.
You agree to comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of the Services and the content and materials provided therein.
- Electronic Communications.
When you visit the Services or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on this Services. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
- Service Interruptions
Kellerman Consulting is not responsible for interruptions of the Services beyond its control. This includes interruptions by its suppliers and natural disasters.
- Third Party Services
Kellerman Consulting uses third-party vendors to deliver some of its Services. By using the Services, you agree to Kellerman Consulting using such third-party vendors and sharing your User Content and information with these vendors. Kellerman Consulting is not liable for any damages or liabilities caused by the use of any third-party vendor.
- Data Confidentiality and Security
Kellerman Consulting has taken commercially reasonable measures to ensure the safety of User Content when it is being stored and transmitted.
- Modification of These Terms
When using the Services, any additional posted guidelines or rules applicable to specific services and features which may be posted from time to time. All such guidelines and rules are hereby incorporated by reference into these Terms. Kellerman Consulting may, at its sole discretion, modify or revise these Terms and policies at any time; by using the Services you agree to be bound by such modifications or revisions. If you do not accept and abide by these Terms, you may not use the Services.
When the Terms have been modified, we will, at our discretion, send you a notification or post an announcement on our website which will be displayed for a period of seven (7) days from the date the Terms were modified.
- Indemnifications and Hold Harmless
You agree to defend, indemnify and hold harmless Kellerman Consulting, its affiliated companies, officers, directors, employees and agents from and against all claims, demands, suits, costs, damages, and expenses, including but not limited to attorneys’ fees and reasonable settlements that Kellerman Consulting may sustain or incur by reason of (a) your use of the Services, (b) breach, alleged breach or violation of the foregoing warranties, representations and covenants, (c) any violation of any third party right arising from Content submitted by you, (d) any claim that any User Content submitted by you caused damage to a third party, or (e) any other violation of these Terms. Your obligation to defend, indemnify and hold harmless Kellerman Consulting shall survive these the termination of any license between you and Kellerman Consulting, including these Terms.
- Disclaimer of Warranties; Limitations of Liability
YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE AND THE SERVICES SHALL BE AT YOUR OWN RISK AND THAT THIS SITE AND THE SERVICES FOUND AT THIS SITE ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”. KELLERMAN CONSULTING, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD-PARTY SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. KELLERMAN CONSULTING, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THE SITE OR SERVICES, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES AND PRODUCTS FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND KELLERMAN CONSULTING ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME.
THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THESE TERMS OR YOUR USE OF THIS SITE OR THE SERVICES.
- Limitation of Damages
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL KELLERMAN CONSULTING OR ITS SUPPLIERS BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE OR OTHER DAMAGES WHATSOEVER ARISING OUT OF OR IN ANY WAY RELATED TO ANY CLAIM RELATED TO THE SERVICES, THE USE OF OR INABILITY TO USE THE SERVICES AND WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF Kellerman Consulting OR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS EXCLUSION OF DAMAGES WILL BE EFFECTIVE EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
ANY CAUSE OF ACTION OR CLAIM LICENSEE MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE APPLICATION MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED
- Miscellaneous Terms
These Terms shall be governed by and construed in accordance with the laws of the State of Ohio, except for its conflicts of laws principles. You consent to the exclusive jurisdiction and venue in the state and federal courts in Franklin County, Ohio. Kellerman Consulting may transfer and assign these Terms and ownership of the Services without restriction. You may not transfer or assign any of these Terms or any Services. You affirm and warrant that you are legally competent to enter into these Terms, and the conditions, obligations, affirmations, representations, covenants and warranties set forth herein. If any provision of these Terms is found illegal or unenforceable, it will be enforced to the maximum extent permissible, and the legality and enforceability of the remaining provisions of these Terms shall not be affected. No waiver of any term of these Terms shall be deemed to constitute a continuing waiver of such term. By accepting these Terms, you agree to allow Kellerman Consulting to send you periodic emails including but not limited to system maintenance announcements, newsletter, and other marketing materials. You may unsubscribe from these communications at any time.
The Service is offered by Kellerman Consulting, located at:
Kellerman Consulting Inc
448 Clinton Heights Ave
Columbus, OH 43202
Date last updated: August 13th, 2020