Citadel Insurance Services, LC
We reserve the right to change theseTOUat any time and from time-to-time with or without notice. You acknowledge and agree that it is your responsibility to review the TOU periodically to familiarize yourself with the then-current version of the TOU and any modifications thereto. Your continued use of this Website after such modifications have been made to the TOU will constitute your acknowledgment, consent and agreement tocomply with the then-current TOU as so modified.
Responsible Use and Conduct
By visiting thisWebsite and/or accessing any of the Resources, you agree to access and use these Resources only for the purposes intended as permitted by (a) the terms of theseTOU, and (b) applicable laws, rules, and regulations.
You understand and hereby agree that:
a. In order to access our Resources, you may be required to provide certain information about yourself (such as identification, contact details, etc.) as part of the registration process, or as part of your ability to use the Resources. You agree that any information you provide to us will always be maintained by you as accurate, correct, and up to date.
b. You are responsible for maintaining the confidentiality of any login information associated with any account you use to access our Resources. Accordingly, you are responsible for all activities that occur under any of your accounts with us.
c. You shall not access or attempt to access any of our Resources by any means other than those we provide on or through this Website, and any access or attempted access by any other means is strictly prohibited. In addition, you agree that you shall not directly or indirectly access or attempt to access any of our Resources through any automated or illegal means.
d. You shall not engage in any activity that disrupts or interferes in any way with our Resources, including the software, hardware, equipment, servers, networks,and systems we utilize in connection withthe Resources.
e. You shall not copy, duplicate, reproduce, create derivative works of, sell, resell, trade, or distribute any of our Resources in any manner whatsoever without our express prior written consent in each instance.
f. You are solely responsible and liable for any and all consequences, losses, costs, expenses, liabilities, and/or damages that you may directly or indirectly incur or suffer by accessing or attempting to access this Website or any of our Resources, including those due to your breach of these TOU or any activities conducted by you of any illegal nature.
g. We may provide various open communication tools on or through thisWebsite, such as blog comments, blog posts, public chat, forums, message boards, bulletin boards, newsgroups, product ratings and reviews, various social media services, etc. You understand and agree that we have the right but not the obligation and generally we do not pre-screen or monitor any of the information or content posted by users of these various communication tools, which means that if you choose to access or use any of these communication tools to submit any type of information or content to our Website then you do so at your sole risk and liability and it is your responsibility to use these tools in a legal, responsible, and ethical manner. By posting any information or content to this Website, or otherwise accessing or using any of the open communication tools on or through this Website you agree that you will not upload, post, share, or otherwise distribute any information or content that:
i. is illegal, threatening, defamatory, abusive, harassing, pornographic, obscene, illicit, degrading, intimidating, fraudulent, deceptive, invasive, racist, or that contains any type of suggestive, inappropriate, or explicit language;
ii. infringes, misappropriates,or otherwise violates any patent, copyright, trademark, trade secret, or other any other intellectual or proprietary rights of any person or entity;
iii. contains any unauthorized, unsolicited or otherwise illegal advertising or promotion;
iv. impersonates any person or entity, including any of our employees, contractors or representatives.
h. We have the right at our sole and absolute discretion to edit, modify, replace, remove or delete any information or content from our Website and/or Resources that we conclude does not comply with theseTOU, along with any information or content that we conclude is otherwise illegal, offensive, harmful, objectionable, inaccurate, or infringes, misappropriates, or otherwise violates any patents, copyrights, trademarks, trade secrets, or any other any other intellectual or proprietary rights of any person or entity. You acknowledge and agree that we are not responsible or liable in any manner for or in connection with any such editing, modification, replacement, removal or deletion of any such information or content, or for any delay or failure in editing, modifying, replacing, removing or deleting any such information or content. If you post any information or content that we choose to edit, modify, replace, remove or delete, you hereby consent to such editing, modification, replacement, removal or deletion, and you hereby consent and agree to waive any and all claimsof any nature against us in connection with any such editing, modification, replacement, removal or deletion.
j. You hereby agree to defend, indemnify and hold harmless Citadeland its affiliates, and their respective directors, officers, managers, shareholders, employees, contractors, donors, agents, suppliers, and licensors, from and against any and all claims, demands, suits, actions, proceedings, losses, costs, expenses, damages, awards and liabilities, including reasonable attorneys’ fees, resulting from or in connection with (i) any violation of theseTOUby you, (ii) any information or content posted by you to our Website, including that posted using any open communication tools on our Website,and/or (iii) your failure to fulfill any obligations relating to your account with us incurred by you or any other person or entity accessing or using your account with us. We reserve the right to take over the exclusive defense of any claim for which we are entitled to indemnification under theseTOU. In such event, you shall provide us with such cooperation as is reasonably requested by us.
Links to Third Party Websites
Disclaimer of Warranties
By accessing or using our Website or any of the Resources, you understand and agree that this Website and any and all Resources we provide or make available on or through this Website are provided or made available strictly on an ”AS IS” and ”AS AVAILABLE” basis without any representations, warranties, guarantees, or conditions of any kind whatsoever. This means that we do not represent, warrant or guarantee to you that:
i) the use of our Website or Resources will meet your needs or requirements;
ii) the access to or use of our Website or Resources will be uninterrupted, timely, secure or free from errors;
iii) the information or content obtained by accessing or using our Website or Resources will be accurate or reliable, or that it will be non-infringing of any intellectual or proprietary rights of any person or entity; or
iv) any defects or errors in the operation or functionality of our Website or any Resources we provide or make available will be repaired or corrected.
Furthermore, you understand and agree that:
v) any information or content downloaded or otherwise obtained by or through your access toor use of our Website or Resources is done solely at your own discretion, risk, and liability, and that you are solely responsible and liable for any damage or loss to your computer or other devices,software or systems, andfor any loss of data, that may result from such download of such information or content;
vi) no information, content, or advice, whether expressed, implied, oral or written, obtained by you from us, our Website or through any Resources shall create any representation, warranty, guarantee, or conditions of any kind; And
vii) we makes no representations, warranties or guarantees to you that the Resourceswe provide or make available on or through this Website are appropriate, legal or available for access or use in all countries, locations or territories, and access to or use of theResources from such countries, locations or territories where such Resources are illegal is strictly prohibited.
THIS WEBSITE AND ANY AND ALL RESOURCES PROVIDED OR MADE AVAILABLE ON, BY OR THROUGH THIS WEBSITE ARE PROVIDED OR MADE AVAILABLE STRICTLY ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATIONS, WARRANTIES, GUARANTEES, OR CONDITIONS OF ANY KIND WHATSOEVER, ANDCITADEL, AND ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, MANAGERS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, DONORS, AGENTS, SUPPLIERS, AND LICENSORS, EXPRESSLY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES, GUARANTEES, AND CONDITIONS OFANY KINDWHATSOEVER WITH RESPECT TO OR IN CONNECTION WITH OUR WEBSITE OR THE RESOURCES, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, INCLUDING, BUT NOT LIMITED TO ANY IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTEES,OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLEOR NON-INFRINGEMENT.
Limitation of Liability
ANY AND ALL LIABILITY OFCITADEL, AND ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, MANAGERS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, DONORS, AGENTS, SUPPLIERS, AND LICENSORS, ARISING FROM OR IN CONNECTION WITH THIS WEBSITE AND/OR ANY OF THE RESOURCES SHALL BE LIMITEDIN ALL CASES TO DIRECT DAMAGES ONLY WHICH IN THE AGGREGATE SHALLNOT EXCEED THE AMOUNT YOU PAID TO CITADEL, IF ANY, FOR ANY OF OUR PRODUCTS AND/OR SERVICES. CITADEL, AND ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, MANAGERS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, DONORS, AGENTS, SUPPLIERS, AND LICENSORS, WILL NOT BE LIABLE FOR AND HEREBY EXPRESSLY DISCLAIM ANY AND ALL INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY LOSS OR DAMAGES WHICH MAY BE SUFFERRED OR INCURRED BY YOU AS A RESULT OF YOUR ACCESS TO OR USE OF OUR WEBSITE AND/OR ANY OF OUR RESOURCES, OR AS A RESULT OF OR IN CONNECTION WITH ANY DATA LOSS OR CORRUPTION, TERMINATION OR CANCELLATION OR LOSS OF ACCESS, OR DOWNTIME OF OUR WEBSITE AND/OR THE RESOURCES, TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW.
All information, content and materials provided or made available on or through our Website or the Resources, including but not limited to any and all text, graphics, website name, software, code, images and logos are the intellectual property of Citadel or its affiliates, or their respective directors, officers, managers, shareholders, employees, contractors, donors, agents, suppliers, and licensors, and are protected by applicable intellectual property laws, including those applicable to patent, copyright, trademark, and trade secret. Any copying, reproduction, distribution, display or transmission of any information, contentor materials on this Website or through the Resources is strictly prohibited, unless expressly authorized in writing by Citadel in each instance. All rights and licenses not expressly granted are reserved.
Citadel takes claims of copyright infringement seriously. We reserve the right to disable and/or terminate any access to or use of our Website or any Resources by users who we in our sole discretion determine are infringers or repeat infringers. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any Resources accessible on or through our Website infringes your copyright, you may request removal of such Resources(or access thereto) by submitting written notification to our copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. §512) (“DMCA”), your written notice of alleged copyright infringement must include substantially the following:
· your physical or electronic signature;
· identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on our Website, a representative list of such works;
· identification of the Resources you believe to be infringing in a sufficiently precise manner to allow us to identify and locate such Resources;
· adequate information by which we can contact you (including your name, postal address, telephone number and, if available, email address);
· a statement that you have a good faith belief that use of the copyrighted material on our Website is not authorized by the copyright owner, its agent or the law;
· a statement that the information in your written notice is accurate; and
· a statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
Our designated agent to receive DMCA notices is:
Citadel Copyright Notice Agent
2600 West Executive Parkway, Suite 500, Lehi, Utah 84043
*NOTE: This contact information is for inquiries regarding potential copyright infringement only.
If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA notice may not be effective. Please be aware that if you knowingly materially misrepresent that any Resources on our Website infringes copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.
Suspension/Termination of Access and Use
You acknowledge and agree that we may, at our sole discretion, suspend or terminate your access to all or any part of our Website and/or Resources with or without notice and for any reason, including, without limitation, your breach of theseTOU or your engagement in any illegal activity. Any suspected illegal, fraudulent or abusive activity shall be grounds for suspending or terminating youraccess to all or any part of our Website and/or Resources, and such activity may be referred to appropriate law enforcement authorities. Upon any such suspension or termination of your access to all or any part of our Website and/or Resources, your right to access or use our Website and the Resources we provide or make available will immediately cease, and we reserve the right to remove or delete any information or content that you may have provided to us or we which may be on file with us, including any account or login information.
This Website is controlled by Citadel from our offices located in the State of Utah, United States. By accessing our Website or any of the Resources, you agree that the laws of the State of Utah, and applicable Federal laws of the United States, shall govern and apply to these TOU,without regard to or application of any conflict of laws rules or principles. The United Nations Convention on Contracts for the International Sales of Goods shallnot apply to any matters relating to or arising from these TOU or youraccess to or use of this Website, the Resources,or the purchase of any of products or services made available on or through this Website or the Resources.Furthermore, any legal action or proceeding to enforce or interpret theseTOU,or any matters relating to or arising from these TOU or your access to or use of this Website, the Resources, or the purchase of any of products or services made available on or through this Website or the Resources, shall be brought by you strictly in the State or Federal courts located in Salt Lake City, State of Utah, United States, andyou hereby irrevocably agree and attorn to personal jurisdiction of or by such courts, and waive any jurisdictional, venue, or inconvenient forum objections you may have to such courts. Our failure or delay to enforce any right(s) or provision(s) contained within these TOU shall not constitute or be deemed to be our waiver of such right(s) or provision(s) nor prevent us from enforcing such right(s) or provision(s) at any time thereafter.
U.S. Government Restricted Rights
If you are accessing or using the Resources on this Website on behalf of the U.S. Government, then the Resources are provided with “RESTRICTED RIGHTS”. Use, duplication, or disclosure of the Resources by the U.S. Government is subject to restrictions as set forth in FAR52.227-14 and DFAR252.227-7013 et seq. or its successor. Access to or use of the Resources by the U.S. Government constitutes acknowledgment of our proprietary rights in the Resources.