ACCEPTANCE OF TERMS
MODIFICATION OF TERMS
Resource Consulting Group reserves the right to change the Terms under which the Virtual Vault are offered in its sole discretion at any time; however, Resource Consulting Group will notify you of any material changes to the Terms. Resource Consulting Group reserves the right to notify you on-line, by e-mail or conventional mail, at its discretion. You agree that if you continue to use the Virtual Vault after we notify you of any change, you thereby accept the changes to the Terms and agree to be bound by these Terms, as amended. If you do not accept and agree to the changes to the Terms, you will not be entitled to use the Virtual Vault. You can review, download and print the most current version of this Agreement at any time by clicking User Agreement.
CANCELLATION OF VIRTUAL VAULTS
If you do not agree to the changes, or if at any time you wish to discontinue your use of the Virtual Vault, you can unsubscribe by contacting the client services department at Resource Consulting Group. Once your account with Resource Consulting Group has terminated for any reason, you will have no further right or access to use the Resource Consulting Group Virtual Vault.
PASSWORDS AND SECURITY
To enable you, and only you, to access your information and use the Virtual Vault, you will be asked to choose a Password when you register with us. You are responsible for maintaining the confidentiality of your Password. You are responsible for all uses of your account, whether or not actually or expressly authorized by you. Therefore, it is important that you DO NOT SHARE YOUR PASSWORD WITH ANYONE FOR ANY REASON. No one at Resource Consulting Group will know or will need to know your Password, and Resource Consulting Group team members will never ask you for your Password. You further acknowledge and understand that Resource Consulting Group has taken commercially reasonable precautions to safeguard the documents and information contained in the Virtual Vault; however, you acknowledge and understand that no website or online Virtual Vault is 100% secure. Except as prohibited by law, Resource Consulting Group shall not be liable to you if and to the extent a third party breaches the commercially reasonable security systems used by Resource Consulting Group. You agree that you will comply with any security processes and procedures (such as passwords) specified by Resource Consulting Group from time to time with respect to access to or use of the Virtual Vaults. You agree that you will not disrupt, or attempt to disrupt, the functioning of the Virtual Vault or otherwise act in a way that interferes with our, other users’, use of the Virtual Vault. You are solely responsible for maintaining adequate security, including firewalls, passwords, anti-virus software or other online security software on your own personal computer, at your own expense. If you receive an email, telephone call, or other solicitation or communication that purports to be from Resource Consulting Group that appears suspicious or otherwise fraudulent, promptly notify and report such solicitations and communications to Resource Consulting Group.
You represent and warrant that you have provided us with true, accurate, current, and complete information (including an accurate email address or alternate means of contacting you) in your registration for the Virtual Vault.
The Resource Consulting Group Virtual Vault is an electronic, Internet based-Virtual Vault. Therefore, you understand and agree that this Agreement will be entered into electronically, and that information (“Communications”) may be provided by electronic means: Although Resource Consulting Group reserves the right to provide Communications in paper format at any time, you agree that we are under no obligation to do so. All Communications in either electronic or paper format will be considered to be “in writing.” You should print a paper copy of this Agreement and any electronic Communication that is important to you and retain the copy for your records. If you do not wish to receive this Agreement or the Communications electronically, you may not use the Virtual Vault. Communications may be posted on the pages of the Virtual Vault website and/or delivered to the e-mail address you provide. All electronic Communications sent by e-mail will be deemed to have been received by you when Resource Consulting Group sends it to you, whether or not you received the e-mail. If the Communications is posted on the Virtual Vault, then it will be deemed to have been received by you no later than five (5) business days after Resource Consulting Group posts the Communication on the pages of the Virtual Vault, whether or not you retrieved the Communication. An electronic Communication by e-mail is considered to be sent at the time that it is directed by Resource Consulting Group’s e-mail server to the appropriate e-mail address. An electronic Communication by posting to the pages of the Virtual Vault is considered to be sent at the time it is publicly available. You agree that these are reasonable procedures for sending and receiving electronic Communications.
VIRTUAL VAULT CHANGES AND DISCONTINUATION
Resource Consulting Group may modify or discontinue the Virtual Vault or your account with Resource Consulting Group, with or without notice, without liability to you, any other user or any third party. Resource Consulting Group reserves the right to terminate your account at any time and for any reason, including without limitation if Resource Consulting Group, in its sole judgment, believes you have engaged in conduct or activities that violate any of the Terms or the rights of Resource Consulting Group, or if you provide Resource Consulting Group with false or misleading registration information or interfere with other users or the administration of the Virtual Vault. You may terminate your account with Resource Consulting Group at any time by contacting your adviser at Resource Consulting Group. Once your account with Resource Consulting Group has terminated for any reason, you will have no further right or access to use the Virtual Vault.
In no event shall we have liability or be deemed to be in breach hereof for any failure or delay of performance resulting from any governmental action, fire, flood, insurrection, earthquake, power failure, network failure, riot, explosion, embargo, strikes (whether legal or illegal), terrorist act, labor or material shortage, transportation interruption of any kind or work slowdown or any other condition not reasonably within our control.
LIMITATION OF WARRANTY AND LIABILITY
YOU UNDERSTAND AND AGREE THAT RESOURCE CONSULTING GROUP’S VIRTUAL VAULT IS PROVIDED “AS-IS.” RESOURCE CONSULTING GROUP ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY USER COMMUNICATIONS OR PERSONALIZATION SETTINGS. YOU UNDERSTAND AND EXPRESSLY AGREE THAT USE OF THE VIRTUAL VAULT IS AT YOUR SOLE RISK, THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE VIRTUAL VAULT IS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. EXCEPT AS EXPRESSLY SET FORTH ON THE RESOURCE CONSULTING GROUP WEB SITE, RESOURCE CONSULTING GROUP DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT AND IT MAKES NO WARRANTY OR REPRESENTATION REGARDING THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE VIRTUAL VAULT, THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE VIRTUAL VAULT OR THAT THE VIRTUAL VAULT WILL MEET ANY USER’S REQUIREMENTS, BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE. RESOURCE CONSULTING GROUP WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY KIND RESULTING FROM THE USE OF OR THE INABILITY TO USE THE VIRTUAL VAULT, ANY INACCURACY OF ANY INFORMATION, ANY BREACH OF SECURITY CAUSED BY A THIRD PARTY, ANY TRANSACTIONS ENTERED INTO BASED ON THE VIRTUAL VAULTS, ANY LOSS OF, UNAUTHORIZED ACCESS TO OR ALTERATION OF A USER’S TRANSMISSIONS OR DATA OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND VIRTUAL VAULT, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, USE, DATA OR OTHER INTANGIBLES, EVEN IF RESOURCE CONSULTING GROUP HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
You agree to indemnify, defend and hold harmless Resource Consulting Group, its affiliates, partners, officers, directors, employees, consultants and agents from any and all third party claims, liability, damages and/or costs (including, but not limited to, attorneys fees) arising from your use of the Virtual Vault, Resource Consulting Group’s reliance on the information, instruction, license and/or authorization provided by you under or pursuant to this Agreement, your violation of the Terms or your infringement, or infringement by any other user of your account, of any intellectual property or other right of any person or entity.
You understand and agree that Resource Consulting Group is not a bank, a broker-dealer firm, or any other kind of financial institution. You represent and warrant that you are who you claim to be and that you are rightfully authorized to access your Resource Consulting Group information. You agree that our rights and remedies arising out of any breach of your representations and warranties in this Agreement, the limitations on our liability and our rights to indemnification under this Agreement are continuing and shall survive the termination of this Agreement, notwithstanding the lack of any specific reference to such survivability in these provisions. Resource Consulting Group’s failure to enforce the strict performance of any provision of this Agreement will not constitute a waiver of Resource Consulting Group’s right to subsequently enforce such provision or any other provisions of this Agreement. The most current version of this Agreement as it appears on our Web site, including any amendments that we may make from time to time, constitutes the entire agreement between us, and supersedes and replaces all other agreements or understandings, whether written or oral, regarding the Virtual Vault. This Agreement may be amended, or any of Resource Consulting Group’s rights waived, only if Resource Consulting Group agrees in writing to such changes, or you continue using the Virtual Vault following receipt of notice of any changes proposed by Resource Consulting Group.
All notices to you shall be in writing and shall be made either via e-mail, conventional mail or messages delivered through the Virtual Vault, at Resource Consulting Group’s discretion. All notices to Resource Consulting Group must be made in writing and sent to Resource Consulting Group at Resource Consulting Group, P.O. Box 4930, Orlando, Florida 32802-4930, via registered or certified mail. This Agreement is personal to you and you may not assign it to anyone.
If either of us has any dispute or disagreement with the other regarding this Agreement that we cannot resolve amicably, both parties agree that the sole and exclusive remedy shall be binding arbitration in accordance with the then-current rules and procedures of the American Arbitration Association. To the extent permitted by said rules, the location of the arbitration shall be in Orlando, Florida. The arbitrator shall apply Florida law without reference to conflict of laws principles. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without giving effect to its conflict of laws, provisions or your actual state or country of residence. If for any reason a court of competent jurisdiction finds any provision or portion of the Terms to be unenforceable, the remainder of the Terms will continue in full force and effect.