Terms & Agreement
In using this website you are deemed to have read and agreed to the following terms and conditions:
The following terminology applies to these Terms and Conditions, Privacy Statement and Disclaimer Notice and any or all Agreements: “Client”, “You” and “Your” refers to you, the person accessing this website and accepting the Company’s terms and conditions. “The Company”, “Ourselves”, “We” and “Us”, refers to our Company, Experimental Designs Consulting, LLC. “Party”, “Parties”, or “Us”, refers to both the Client and ourselves, or either the Client or ourselves. All terms refer to the offer, acceptance and consideration of payment necessary to undertake the process of our assistance to the Client in the most appropriate manner, whether by formal meetings of a fixed duration, or any other means, for the express purpose of meeting the Client’s needs in respect of provision of the Company’s stated services/products, in accordance with and subject to, prevailing United States Law. Any use of the above terminology or other words in the singular, plural, capitalization and/or he/she or they, are taken as interchangeable and therefore as referring to same.
Privacy Statement
We are committed to protecting your privacy. Authorized employees within the company on a need to know basis only use any information collected from individual customers. We constantly review our systems and data to ensure the best possible service to our customers. Parliament has created specific offences for unauthorised actions against computer systems and data. We will investigate any such actions with a view to prosecuting and/or taking civil proceedings to recover damages against those responsible
Confidentiality
Client records are regarded as confidential and therefore will not be divulged to any third party, other than [our manufacturer/supplier(s) and] if legally required to do so to the appropriate authorities. Clients have the right to request sight of, and copies of any and all Client Records we keep, on the proviso that we are given reasonable notice of such a request. Clients are requested to retain copies of any literature issued in relation to the provision of our services. Where appropriate, we shall issue Client’s with appropriate written information, handouts or copies of records as part of an agreed contract, for the benefit of both parties.
We will not sell, share, or rent your personal information to any third party or use your e-mail address for unsolicited mail. Any emails sent by this Company will only be in connection with the provision of agreed services and products.
Disclaimer
Exclusions and Limitations
The information and/or content on this web site is provided on an “as is” basis. To the fullest extent permitted by law, this Company:
- excludes all representations and warranties relating to this website and its contents or which is or may be provided by any affiliates, invited guests, or any other third party, including in relation to any inaccuracies or omissions in this website and/or the Company’s literature; and
- excludes all liability for damages arising out of or in connection with your use of this website. This includes, without limitation, direct loss, loss of business or profits (whether or not the loss of such profits was foreseeable, arose in the normal course of things or you have advised this Company of the possibility of such potential loss), damage caused to your computer, computer software, systems and programs and the data thereon or any other direct or indirect, consequential and incidental damages.
This Company does not however exclude liability for death or personal injury caused by its negligence. The above exclusions and limitations apply only to the extent permitted by law. None of your statutory rights as a consumer are affected.
Payment
Cash or Personal Checks with Bank Card, all major Credit/Debit Cards, Travelers Checks are all acceptable methods of payment. Our Terms are payment in full within thirty days. All goods remain the property of the Company until paid for in full. Monies that remains outstanding by the due date will incur late payment interest at the rate of 2% above the prevailing Bank of England’s base rate on the outstanding balance until such time as the balance is paid in full and final settlement. We reserve the right to seek recovery of any monies remaining unpaid sixty days from the date of invoice via collection Agencies and/or through the Small Claims Court in the event that the outstanding balance does not exceed $3000. In such circumstances, you shall be liable for any and all additional administrative and/or court costs. [Amend as appropriate]
Returned cheques will incur a $45 charge to cover banking fees and administrative costs. In an instance of a second Returned cheque, we reserve the right to terminate the arrangement and, if agreed to, we shall insist on future cash transactions only. Consequently, all bookings and/or transactions and agreements entered into will cease with immediate effect until such time as any and all outstanding monies are recovered in full.
Cancellation Policy
Minimum 24 hours notice of cancellation required. Notification for instance, in person, via email, mobile phone ‘text message’ and/or fax, or any other means will be accepted subject to confirmation in writing. We reserve the right to levy a $45 charge to cover any subsequent administrative expenses.
Termination of Agreements and Refunds Policy
Both the Client and ourselves have the right to terminate any Services Agreement for any reason, including the ending of services that are already underway. No refunds shall be offered, where a Service is deemed to have begun and is, for all intents and purposes, underway. Any monies that have been paid to us which constitute payment in respect of the provision of unused Services, shall be refunded.
Availability
Unless otherwise stated, the services featured on this website are only available within the United States, or in relation to postings from the United States. All advertising is intended solely for the United States market. You are solely responsible for evaluating the fitness for a particular purpose of any downloads, programs and text available through this site. Redistribution or republication of any part of this site or its content is prohibited, including such by framing or other similar or any other means, without the express written consent of the Company. The Company does not warrant that the service from this site will be uninterrupted, timely or error free, although it is provided to the best ability. By using this service you thereby indemnify this Company, its employees, agents and affiliates against any loss or damage, in whatever manner, howsoever caused.
Log Files
We use IP addresses to analyse trends, administer the site, track user’s movement, and gather broad demographic information for aggregate use. IP addresses are not linked to personally identifiable information. Additionally, for systems administration, detecting usage patterns and troubleshooting purposes, our web servers automatically log standard access information including browser type, access times/open mail, URL requested, and referral URL. This information is not shared with third parties and is used only within this Company on a need-to-know basis. Any individually identifiable information related to this data will never be used in any way different to that stated above without your explicit permission.
Cookies
Like most interactive web sites this Company’s website uses cookies to enable us to retrieve user details for each visit. Cookies are used in some areas of our site to enable the functionality of this area and ease of use for those people visiting. Some of our affiliate partners may also use cookies.
Links to this website
You may not create a link to any page of this website without our prior written consent. If you do create a link to a page of this website you do so at your own risk and the exclusions and limitations set out above will apply to your use of this website by linking to it.
Links from this website
We do not monitor or review the content of other party’s websites which are linked to from this website. Opinions expressed or material appearing on such websites are not necessarily shared or endorsed by us and should not be regarded as the publisher of such opinions or material. Please be aware that we are not responsible for the privacy practices, or content, of these sites. We encourage our users to be aware when they leave our site & to read the privacy statements of these sites. You should evaluate the security and trustworthiness of any other site connected to this site or accessed through this site yourself, before disclosing any personal information to them. This Company will not accept any responsibility for any loss or damage in whatever manner, howsoever caused, resulting from your disclosure to third parties of personal information.
Copyright Notice
Copyright and other relevant intellectual property rights exists on all text relating to the Company’s services and the full content of this website.
This Company’s logo is a registered trademark of this Company in the United States and other countries. The brand names and specific services of this Company featured on this web site are trade marked.
Communication
We have several different e-mail addresses for different queries. These, & other contact information, can be found on our Contact Us link on our website or via Company literature or via the Company’s stated telephone, facsimile or mobile telephone numbers.
Consulting Service Agreement
1. The Term
This agreement will commence and terminate on the dates specified in Appendix 1.
2. The Services The Consultant will or will ensure that its employees will perform the services as described in Appendix 1 (“the Service”). Nothing contained in this contract will be construed as or have the effect of constituting a relationship of employer and employee between the parties to this agreement.
3. The Fee
The fee payable by Client to the Consultant will be the fee as is specified in Appendix 1. The fee will be payable at the frequency indicated in Appendix 1. All fees quoted are exclusive of Commonwealth of Massachusetts [ VAT / GST / SALES TAX ]. Where it is indicated in Appendix 1 that Invoices will be submitted by the Consultant the Consultant will submit to Client invoices for fees payable adding the appropriate rate of [ VAT / GST / SALES TAX ] from time to time to each invoice (if it is appropriate to do so). Client will pay each invoice within [30] days of the date of the invoice. The Consultant will submit invoices to the address specified in Appendix 1.
4. The Location
Client will intimate to the Consultant the location at which Client requires it or its employee’s or subcontractor’s attendance. The Consultant will or will ensure that its employees or subcontractors provide the Services at the location as stipulated by Client.
5. Timesheets
If case of billable hours, the Consultant will or will ensure that its employees or subcontractors complete a timesheet in respect of each day it provides the Service to Client and submit same to Client on a monthly basis. The Consultant will invoice Client upon receipt by Client of signed corresponding timesheets, a copy of which will accompany each invoice.
6. Meetings
The Consultant and the Client will attend meetings as required from time to time in order to discuss aspects of this agreement and the Services.
7. Expenses
Reasonable expenses when properly and necessarily incurred will be paid by the Client. The Consultant will ensure that expenses forms where appropriate and where provided by Client to the Consultant, are completed and delivered to Client as soon as practicably possible following upon the expense actually incurring.
8. Gifts or Commission
The Consultant will not, without the prior written consent of Client accept any gift, commission or other financial benefit or inducement from any person whatsoever and in whatever way connected directly or indirectly to the provision of the Service and will ensure that its employees, subcontractors and agents will not accept any such gift, commission, benefit or inducement and will provide Client with full details of any such gift, commission, benefit or inducement which may be offered.
9. Overtime
No minimum hours are promised and no overtime will be paid by Client to the Consultant.
The Consultant agrees to work within the agreed budget specified for the deliverables as set out in Appendix 1. At the discretion of the Consultant, the Consultant may work additional days as required to ensure the timely and complete delivery of the project, and, at own cost will carry out any steps necessary to make good the quality and suitability of the project deliverables.
By exception, and at the request of Client, the Consultant may be requested to work additional days to meet unforeseen requirements. In this circumstance additional days will be paid at the rate defined by Appendix 1, or on a pro rata basis.
10. Call-Out
In the event that a call-out service is required as indicated in Appendix 1 the Consultant will and will ensure that its employees or subcontractors will provide a call-out service. The call-out service will not be provided without the express written consent of the Client line manager.
11. Training
In circumstances where Client considers it necessary that the Consultant or its employees or subcontractors attend a training course before the Service commences, Client will notify the Consultant accordingly. The Consultant will and will ensure that its employees or subcontractors will attend the training course. The Client / Consultant will pay the fee for the training course.
12. Warranties
The Consultant warrants that it has and that its employees and subcontractors have the necessary expertise, skill and experience to provide the Service and will provide unbiased and independent advice in respect of the Service. The Consultant warrants that it will and its employees and subcontractors will comply with representations and descriptions in respect of the Service including, but not limited to capabilities, performance, completeness, accuracy, characteristics and specification.
The Consultant warrants that the Service and any material or materials supplied or obtained by the Consultant or its employees or subcontractors in connection with this agreement will not in any manner or way infringe or violate any third party proprietary rights including but not limited to any copyright, patent, trademark, trade name, registered design, trade secret, proprietary information, contractual, property, employment or non-disclosure rights.
13. Site Requirements
The Consultant will and will ensure that its employees and subcontractors will at all times comply with security regulations which are in force or which are generally or specifically imposed by Client from time to time and that its employees and subcontractors will comply with all statutory site requirements
14. Indemnity and Insurance
The Consultant will indemnify Client against professional loss, damage, costs and expenses which Client may incur as a consequence of any act, omission, negligence or default of the Consultant, its employees, subcontractors, assignees or agents in connection with or in performance of the Services.
Without having the effect of limiting the Consultant’s responsibilities in terms of this Agreement the Consultant will maintain in force Professional Indemnity Insurance with a reputable insurance company and if requested to do so by Client the Consultant will exhibit evidence of such insurance to Client.
15. Ownership
The Consultant nor its employees or subcontractors will not obtain rights in any data, materials, or systems otherwise utilized or provided by Client in connection with this agreement. At the request and expense of Client, the Consultant will do all such things and sign all documents or instruments reasonably necessary in the opinion of Client to enable Client to obtain, defend and enforce its rights in any such data, materials or systems. Upon request by Client and in any event promptly deliver to Client copies of such data, materials or systems that may be in the possession, custody or control of the Consultant.
All Intellectual Property Rights in and to any software, documentation, drawings, data, information, database or product created or produced by the Consultant in performing the Services under this Agreement will be the property of Client. The Consultant hereby assigns to Client absolutely its whole right, title and interest, present and future in and to such Intellectual Property Rights free from all liens, charges and encumbrances. The Consultant will provide Client with all information which Client may reasonably request for the purpose of allowing Client to fully exercise its proprietary rights in any jurisdiction.
The Consultant will at Client’s request and expense undertake and execute all acts, deeds, documents and steps necessary to effectively vest such Intellectual Property Rights in Client and will, at Client’s request and expense provide Client with all reasonable assistance required to vest the same in Client in any part of the world.
The provisions and requirements of this clause will survive the expiration or termination of this Agreement.
16. Confidentiality
The Consultant will maintain as confidential all information obtained under or in connection with this Agreement and will not divulge such information to any person (except to their own employees or subcontractors and then only to those employees or subcontractors who need to know same) without Client prior written consent.
This clause will not extend to information which was rightfully in the possession of the Consultant prior to the commencement of the negotiations that led to this Agreement, which was already in the public domain or becomes so at a future date (otherwise than as a result of a breach of this clause or any other confidentiality agreement signed by the Consultant or which is trivial or obvious).
The Consultant will ensure that its employees, subcontractors, assignees or agents are aware of and comply with the requirements of this clause. If requested, the Consultant or its employees or subcontractors will sign a confidentiality agreement in a form specified and provided by Client. These obligations of confidentiality will survive the expiry or any termination of this agreement.
17. Offers of Employment
The Consultant will not and will ensure that its employees or subcontractors will not make any approach to any member of staff of Client, nor will the Consultant offer employment to any of Client employees or contractors either during this Agreement or for a period of 90 days from the termination or expiry of the Agreement.
Client will make no approach or offer relating to employment to any employees or subcontractors of the Consultant during this agreement. Client will not accept the services of any such employee or subcontractor for a period of 90 days immediately following the termination or expiry of this Agreement except (a) on further assignment from the Consultant or (b) as a permanent recruit in which event a fee of 15% (fifteen percent) of his or her initial base salary will be payable by Client to the Consultant at the discretion of the Consultant.
18. Independence
The Consultant and its employees and subcontractors are independent contractors and nothing in this Agreement will render them an agent or partner of Client and the Consultant will not and will ensure that its employees and subcontractors will not hold themselves out as such. The Consultant and its employees and subcontractors will not have any right or power to bind Client to any obligation.
The Consultant is retained or engaged by Client only for the purposes and to the extent set forth in this Agreement. The Consultant’s relation to Client will, during the period or periods of this Agreement, be that of an independent contractor and as such the Consultant will be free to dispose of such portion of its time, energy and skill when the Consultant is not obligated under this Agreement in such a manner as Consultant sees fit.
This Agreement will not establish a joint venture, agency or partnership between Client and the Consultant.
The Consultant will not be considered under this Agreement or otherwise or in any way as having the status of employee or being entitled to participate in any plans, schemes, arrangements or distributions by Client pertaining to or in connection with any person, stock, bonus, profit sharing or other benefits provided ordinarily by Client to its employees.
19. Publicity
The Consultant will not and will ensure that its employees or subcontractors will not publicize or advertise this Agreement or any of the terms of this Agreement without the prior written consent of Client.
20. Termination
(a) This agreement may be terminated by Client by giving 28 days notice in writing of its intention to terminate. Client will have no liability in respect of costs incurred following the expiration of such notice.
(b) This agreement may be terminated immediately by either party on giving notice in writing to the other, if the other party has a receiver or administrative receiver appointed or passes a resolution for winding up (otherwise than for a bona fide scheme of solvent amalgamation or reconstruction) or a court of competent jurisdiction makes an order to that effect or if the other party becomes subject to an administration order or enters into a voluntary arrangement with its creditors or ceases or threatens to cease to carry on business.
(c) In the event that either party or any employee or subcontractor of the Consultant is in breach of this Agreement and that such breach is rectifiable, that party will have the opportunity to rectify said breach within 14 days of the occurrence of the breach. If the party in breach fails to rectify the breach within 14 days the other party will be entitled to terminate this agreement immediately.
(d) Should the Consultant or any of its employees or subcontractors or agents commit, in the sole opinion of Client a gross breach of contract or be guilty of gross misconduct Client will be entitled to terminate this agreement immediately.
(e) In the event that the Consultant or its employees or subcontractors are absent during the Service and in the sole opinion of Client, that Consultant, employee or subcontractor has been or will be absent for a period of time unacceptable to Client, Client will be entitled to terminate this agreement immediately.
(f) Any termination of this agreement, however occasioned will not affect any accrued rights or liabilities of the other party, nor will it affect the coming into force, or the continuance in force, of any provision hereof which is expressly or by implication intended to come into or continue in force on or after such termination.
(g) Upon termination of this agreement each party will promptly return to the other all materials, data and other property of the other held by it. The Consultant will ensure that all such property held in possession by it or any of its employees or subcontractors are promptly returned to Client provided however that if the contract terminates as a result of a breach or breaches by the Consultant or its employees or subcontractors Client will be entitled to retain any such material, data or other property until Client has located a suitable and comparable replacement to perform the services performed by such material, data or other property.
21. Absence and substitution
Where the Consultant wishes to meet other commitments, which will require absence from the project, the Consultant will ensure that:
(a) The Consultant gives Client reasonable notice (not less than 30 working days);
(b)The Consultant’s absence does not interfere with the performance and schedule of completion of the services as detailed in Appendix 1;
(c) If appropriate, the Consultant offers substitute resources in accordance with the following terms to continue the project.
Where the Consultant is unable to perform the whole or any part of the project for whatever reason the Consultant will offer a substitute of equivalent expertise to work in the Consultant’s place. Client has the right on reasonable grounds to refuse to accept the proposed substitute Consultant and the right to review the Agreement and if appropriate, terminate the Agreement.
22. Force Majeure
Notwithstanding anything else contained in this Agreement neither party will be liable for any delay in performing its obligations herein, if such delay is caused by circumstances beyond its reasonable control (including without limitation any delay caused by an act or omission of the other party).
Subject to the party so delaying promptly notifying the other party in writing of the reason for the delay and the likely duration of the delay, the performance of such party’s obligations will be suspended during the period that the said circumstances persist, and such party will be granted an extension of a time period for performance of duties and obligations under this agreement equal to the period of the delay.
This to be the case except where said delay is caused by the act or omission of the other party, in which event the rights, remedies and liabilities of the parties will be as conferred by the other clauses and terms of this Agreement and by law:
(a)Any costs arising from such delay will be borne by the party incurring the same, and
(b) either party may, if such delay continues for more than 2 weeks terminate this Agreement on giving notice in writing to the other in which event neither party will be liable to the other by reason of such termination.
23. Waiver of Remedies
No forbearance, indulgence or delay by either party in enforcing the provisions of this Agreement will prejudice or restrict the rights of that party, nor will any waiver of its rights operate as a waiver of any subsequent breach. No right, power or remedy in the Agreement conferred upon or reserved for either party is exclusive of all other right, power or remedy available to that party and each such right, power or remedy will be cumulative.
24. Entire Agreement
This Agreement supersedes all prior arrangements, agreements and understandings between the parties. No addition to or modification of any provision of this Agreement will be binding upon the parties unless made by written instrument and signed by an authorized representative of each of the parties.
25. Assignment
Neither party will assign or transfer this Agreement or any of its rights or obligations herein, whether in whole or in part without the prior written consent of the other.
26. Notices
All notices that are required to be given under this agreement will be in writing and will be sent to the address of the appropriate party as set out in this Agreement or such alternative address in the Commonwealth of Massachusetts of USA as the recipient may designate by notice given in accordance with the provisions of this clause. Any such notice may be delivered personally, by first class pre paid letter, telex or facsimile transmission and will be deemed to have been served if by hand when delivered, if by first class post 48 hours after posting and if by telex or facsimile transmission when dispatched.
27. Headings
The headings to and numbering of the clauses of this Agreement are for ease of reference only and will not affect the interpretation, application or construction of this Agreement.
28. Compliance by Employees
The Consultant will ensure that its employees, subcontractors or agents if any are aware of and comply with the terms of this Agreement.
29. Law
This Agreement will be governed by and construed in accordance with the Laws of Massachusetts. The Massachusetts Courts will determine any dispute, which may arise between the parties concerning this Agreement, and the parties hereby submit to the exclusive jurisdiction of the Massachusetts courts for such purpose.
End User License Agreement
This copy of Experimental Designs Consulting – Start-up Budget Worksheet (“the Software Product”) and accompanying documentation is licensed and not sold. This Software Product is protected by copyright laws and treaties, as well as laws and treaties related to other forms of intellectual property. Experimental Designs Consulting, Inc. or its subsidiaries, affiliates, and suppliers (collectively “EDC”) own intellectual property rights in the Software Product. The Licensee’s (“you” or “your”) license to download, use, copy, or change the Software Product is subject to these rights and to all the terms and conditions of this End User License Agreement (“Agreement”).
Acceptance
YOU ACCEPT AND AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT BY SELECTING THE “ACCEPT” OPTION AND DOWNLOADING THE SOFTWARE PRODUCT OR BY INSTALLING, USING, OR COPYING THE SOFTWARE PRODUCT. YOU MUST AGREE TO ALL OF THE TERMS OF THIS AGREEMENT BEFORE YOU WILL BE ALLOWED TO DOWNLOAD THE SOFTWARE PRODUCT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, YOU MUST SELECT “DECLINE” AND YOU MUST NOT INSTALL, USE, OR COPY THE SOFTWARE PRODUCT.
License Grant
This Agreement entitles you to install and use one copy of the Software Product. In addition, you may make one archival copy of the Software Product. The archival copy must be on a storage medium other than a hard drive, and may only be used for the reinstallation of the Software Product. This Agreement does not permit the installation or use of multiple copies of the Software Product, or the installation of the Software Product on more than one computer at any given time, on a system that allows shared used of applications, on a multi-user network, or on any configuration or system of computers that allows multiple users. Multiple copy use or installation is only allowed if you obtain an appropriate licensing agreement for each user and each copy of the Software Product.
Restrictions on Transfer
Without first obtaining the express written consent of EDC, you may not assign your rights and obligations under this Agreement, or redistribute, encumber, sell, rent, lease, sublicense, or otherwise transfer your rights to the Software Product.
Restrictions on Use
You may not use, copy, or install the Software Product on any system with more than one computer, or permit the use, copying, or installation of the Software Product by more than one user or on more than one computer. If you hold multiple, validly licensed copies, you may not use, copy, or install the Software Product on any system with more than the number of computers permitted by license, or permit the use, copying, or installation by more users, or on more computers than the number permitted by license.
You may not decompile, “reverse-engineer”, disassemble, or otherwise attempt to derive the source code for the Software Product.
Restrictions on Alteration
You may not modify the Software Product or create any derivative work of the Software Product or its accompanying documentation. Derivative works include but are not limited to translations. You may not alter any files or libraries in any portion of the Software Product.
Restrictions on Copying
You may not copy any part of the Software Product except to the extent that licensed use inherently demands the creation of a temporary copy stored in computer memory and not permanently affixed on storage medium. You may make one archival copy which must be stored on a medium other than a computer hard drive.
Disclaimer of Warranties and Limitation of Liability
UNLESS OTHERWISE EXPLICITLY AGREED TO IN WRITING BY EDC, EDC MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, IN FACT OR IN LAW, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OTHER THAN AS SET FORTH IN THIS AGREEMENT OR IN THE LIMITED WARRANTY DOCUMENTS PROVIDED WITH THE SOFTWARE PRODUCT.
EDC makes no warranty that the Software Product will meet your requirements or operate under your specific conditions of use. EDC makes no warranty that operation of the Software Product will be secure, error free, or free from interruption. YOU MUST DETERMINE WHETHER THE SOFTWARE PRODUCT SUFFICIENTLY MEETS YOUR REQUIREMENTS FOR SECURITY AND UNINTERRUPTABILITY. YOU BEAR SOLE RESPONSIBILITY AND ALL LIABILITY FOR ANY LOSS INCURRED DUE TO FAILURE OF THE SOFTWARE PRODUCT TO MEET YOUR REQUIREMENTS. EDC WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE FOR THE LOSS OF DATA ON ANY COMPUTER OR INFORMATION STORAGE DEVICE.
UNDER NO CIRCUMSTANCES SHALL EDC, ITS DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY OTHER PARTY FOR INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND (INCLUDING LOST REVENUES OR PROFITS OR LOSS OF BUSINESS) RESULTING FROM THIS AGREEMENT, OR FROM THE FURNISHING, PERFORMANCE, INSTALLATION, OR USE OF THE SOFTWARE PRODUCT, WHETHER DUE TO A BREACH OF CONTRACT, BREACH OF WARRANTY, OR THE NEGLIGENCE OF EDC OR ANY OTHER PARTY, EVEN IF EDC IS ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THAT THE APPLICABLE JURISDICTION LIMITS EDC’S ABILITY TO DISCLAIM ANY IMPLIED WARRANTIES, THIS DISCLAIMER SHALL BE EFFECTIVE TO THE MAXIMUM EXTENT PERMITTED.
Limitation of Remedies and Damages
| Your remedy for a breach of this Agreement or of any warranty included in this Agreement is the correction or replacement of the Software Product. Selection of whether to correct or replace shall be solely at the discretion of EDC. EDC reserves the right to substitute a functionally equivalent copy of the Software Product as a replacement. If EDC is unable to provide a replacement or substitute Software Product or corrections to the Software Product, your sole alternate remedy shall be a refund of the purchase price for the Software Product exclusive of any costs for shipping and handling. |
Any claim must be made within the applicable warranty period. All warranties cover only defects arising under normal use and do not include malfunctions or failure resulting from misuse, abuse, neglect, alteration, problems with electrical power, acts of nature, unusual temperatures or humidity, improper installation, or damage determined by EDC to have been caused by you. All limited warranties on the Software Product are granted only to you and are non-transferable. You agree to indemnify and hold EDC harmless from all claims, judgments, liabilities, expenses, or costs arising from your breach of this Agreement and/or acts or omissions.
Governing Law, Jurisdiction, and Costs
This Agreement is governed by the laws of Massachusetts, without regard to Massachusetts’s conflict or choice of law provisions.
Severability
If any provision of this Agreement shall be held to be invalid or unenforceable, the remainder of this Agreement shall remain in full force and effect. To the extent any express or implied restrictions are not permitted by applicable laws, these express or implied restrictions shall remain in force and effect to the maximum extent permitted by such applicable laws.
LIMITED WARRANTY
NO WARRANTIES.
The Author of this Software expressly disclaims any warranty for the SOFTWARE PRODUCT. The SOFTWARE PRODUCT and any related documentation are provided “as is” without warranty of any kind, either express or implied, including, without limitation, the implied warranties or merchantability, fitness for a particular purpose, or noninfringement. The entire risk arising out of use or performance of the SOFTWARE PRODUCT remains with you.
NO LIABILITY FOR DAMAGES.
In no event shall the author of this Software be liable for any special, consequential, incidental or indirect damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use this product, even if the Author of this Software is aware of the possibility of such damages and known defects.
All products(software, documentations, media) produced using third party software or enterprise platforms are subjected to the third party’s end user license agreement. A limited list of party’s end user agreements, but not limited; Google, Microsoft, Apple, Facebook, LinkedIn, etc., can be found online at their end user terms and conditions web page or can be sent by inquiring directly to their customer service teams.
Force Majeure
While Experimental Designs Consulting, Inc. makes every effort to provide the best available consulting services based off of current and available client information, actual management results depend on the client’s actions and the interested affiliated parties.
Neither party shall be liable to the other for any failure to perform any obligation under any Agreement which is due to an event beyond the control of such party including but not limited to any Act of God, terrorism, war, Political insurgence, insurrection, riot, civil unrest, act of civil or military authority, uprising, earthquake, flood or any other natural or man made eventuality outside of our control, which causes the termination of an agreement or contract entered into, nor which could have been reasonably foreseen. Any Party affected by such event shall forthwith inform the other Party of the same and shall use all reasonable endeavors to comply with the terms and conditions of any Agreement contained herein.
Waiver
Failure of either Party to insist upon strict performance of any provision of this or any Agreement or the failure of either Party to exercise any right or remedy to which it, he or they are entitled hereunder shall not constitute a waiver thereof and shall not cause a diminution of the obligations under this or any Agreement. No waiver of any of the provisions of this or any Agreement shall be effective unless it is expressly stated to be such and signed by both Parties.
General
The laws of Massachusetts and the US Federal Government govern these terms and conditions. By accessing this website [and using our services/buying our products] you consent to these terms and conditions and to the exclusive jurisdiction of the English courts in all disputes arising out of such access. If any of these terms are deemed invalid or unenforceable for any reason (including, but not limited to the exclusions and limitations set out above), then the invalid or unenforceable provision will be severed from these terms and the remaining terms will continue to apply. Failure of the Company to enforce any of the provisions set out in these Terms and Conditions and any Agreement, or failure to exercise any option to terminate, shall not be construed as waiver of such provisions and shall not affect the validity of these Terms and Conditions or of any Agreement or any part thereof, or the right thereafter to enforce each and every provision. These Terms and Conditions shall not be amended, modified, varied or supplemented except in writing and signed by duly authorized representatives of the Company.
Notification of Changes
The Company reserves the right to change these conditions from time to time as it sees fit and your continued use of the site will signify your acceptance of any adjustment to these terms. If there are any changes to our privacy policy, we will announce that these changes have been made on our home page and on other key pages on our site. If there are any changes in how we use our site customers’ Personally Identifiable Information, notification by e-mail or postal mail will be made to those affected by this change. Any changes to our privacy policy will be posted on our website 30 days prior to these changes taking place. You are therefore advised to re-read this statement on a regular basis
These terms and conditions form part of the Agreement between the Client and ourselves. Your accessing of this website and/or undertaking of a booking or Agreement indicates your understanding, agreement to and acceptance, of the Disclaimer Notice and the full Terms and Conditions contained herein. Your statutory Consumer Rights are unaffected.