Benchmark Cloud Accounting, Inc. Website Terms & Conditions of Service

 
Your access to and the use of the Benchmark Cloud Accounting, Inc. Website (“BMCA Website”) are subject to and conditioned upon the following terms and conditions, as well as all applicable laws.  By using the BMCA Website, you agree without limitation to be bound by the terms and conditions contained in this agreement (the “Agreement”) and the terms and conditions of the BMCA Privacy Policy, which can be located [insert link], and are incorporated herein by reference. The Agreement and the BMCA Privacy Policy do not apply to any website outside of the BMCA Website or its affiliate websites.
 
Use of the BMCA Client Portal is governed by separate terms & conditions, which can be accessed by logging on.

Use of the BMCA Website
You agree to access and use the BMCA Website for lawful purposes only. You are solely responsible for the knowledge of and adherence to any and all laws, statues, rules, and regulations pertaining to your use of this website. By accessing the BMCA website, you agree that you will not engage in any of the following:

  1. Use the BMCA Website to commit a criminal offense, or to encourage others to conduct acts that would constitute a criminal offense or give rise to civil liability;

  2. Post (or transmit) any unlawful, threatening, libelous, harassing, defamatory, vulgar, obscene, pornographic, profane, or otherwise objectionable content;

  3. Use the web site to impersonate other parties or entities;

  4. Use the web site to upload any content that contains any malicious software, such as a virus, such as a Trojan Horse or any other computer codes, files, or programs that may alter, damage, or interrupt the daily function of the web site (or the hardware/software of any other person who may access the web site);

  5. Upload, post, e-mail, or otherwise transmit any materials, that you do have the right to transmit under any law or under any contractual relationship;

  6. Alter, damage, or delete any content posted on the web site;

  7. Attempt to gain access to any page, resource, setting, or information beyond that which was originally granted to you without prior written authorization from BMCA;

  8. Disrupt the normal operation of the BMCA Website or BMCA Client Portal in any way;

  9. Submit or post any inaccurate, false, or incomplete information;

  10. Share your login credentials or use the login credentials of another;

  11. Claim a relationship with or speak for any department, division, organization, unit, etc., with which you are not authorized to claim such a relationship;

  12. Post or transmit any unsolicited advertising, promotional materials, or other forms of solicitation;

  13. Breach or attempt to breach any of the security measures in place on the BMCA Website or BMCA Client Portal,

  14. You will not copy, modify, reproduce, delete, distribute, download, store, transmit, sell, re-sell, publish, reverse engineer, or create derivative works of the BMCA Website, BMCA Client Portal or any information that is accessible therefrom;

  15. Post any material that infringes (or violates) the academic/intellectual rights of BMCA or others; or

  16. Collect or store personal information about others.
     

Disclaimer
The information presented on the BMCA Website Site is presented for informational purposes only, and should not be construed as legal, tax, accounting, or any other professional advice or service, and BMCA shall not be liable for any inaccuracies, errors, or omissions in the information presented therein. You should consult with a BMCA or other professional advisor familiar with your particular factual situation for advice concerning specific tax or other matters before making any decision. You should not send any confidential information to any member firm of BMCA until you have received agreement from the firm to perform the services you request.
 
All content and services provided through the BMCA Website are provided "as is", with no guarantees of completeness, accuracy or timeliness, and without representations, warranties or other contractual terms of any kind, express or implied. BMCA does not represent or warrant that this Site, the various services provided through this BMCA Website, and/or any information, software or other material downloaded from this BMCA Website will be accurate, current, uninterrupted, error-free, omission-free or free of viruses or other harmful components.
 
The BMCA Website may contain links or embedded images, videos, text, or other information from other websites not under the ownership or control of BMCA (“External Content”). No link to or embedding of External Content on the BMCA Website is intended to represent an endorsement, comment, or opinion by BMCA. BMCA assumes no responsibility with respect to External Content, and you agree that BMCA shall not be liable for any damages associated with or resulting from External Content.
 
Limited Liability
BMCA shall not in any event be liable for any incidental, indirect, special, punitive, or consequential damages (including lost profits) that you or others may experience as a result of or relating to this agreement or the use of this service, even if we advised you of the possibility of such damages. To the fullest extent permissible pursuant to applicable law, BMCA disclaims all liability to you regarding on the BMCA Website and all services provided through it under theory of tort, contract, warranty, strict liability or negligence or otherwise, regardless of the foreseeability of any such damages to BMCA.
 
BMCA expressly disclaims all warranties of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, non-infringement, or warranties arising from course of performance, course of dealing or usage. Any materials downloaded or otherwise obtained are done so at your own discretion and risk, and you are solely responsible for any damage to your computer system or loss of data that results from the download of any such materials.
 
Indemnification
You agree to indemnify, defend, and hold BMCA, its subsidiaries, affiliates, officers, directors, agents, employees, harmless from any claims or demands of any third party, including, but not limited to, attorneys' fees and legal fees, resulting from or arising out of your use of the site, your use of the materials, your submitted information, or your violation of any terms and conditions of this Notice.

Ownership of Intellectual Property
All information, images, source code, software, scripts, text, video, audio, and interactive features of the BMCA Website, excluding any such material from sources outside of the BMCA Website that are linked to by the BMCA Website or embedded in the BMCA Website, (collectively "Information") are the intellectual property of and the copyrighted works of BMCA or its affiliates or suppliers. All rights with respect to that content are reserved, and you may not copy, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise use any such Information without prior written consent of BMCA. Under no circumstances will you acquire any ownership rights or other interest in any content by or through our use of the BMCA Website.

Modification and Termination of the BMCA Website
BMCA reserves the right at any time to modify or discontinue, temporarily or permanently, the BMCA Website or any service provided by the website (or any part thereof) with or without notice. By using the BMCA Website, you agree to be bound by any such modifications and should therefore periodically visit this page to determine the then current terms and conditions of use to which you are bound. If you are dissatisfied with the current terms and conditions, the BMCA Website, or the content that may be revised, you agree that your sole and exclusive remedy is to discontinue using the BMCA Website. You agree that BMCA will not be liable to you or any third party for any modification, suspension or discontinuance of the BMCA Website or any service.

In the event of termination, you are no longer authorized to access the BMCA Website, and BMCA reserves the right to use any legal means necessary to enforce this termination. In the event that you terminate BMCA's services or do not agree to be bound by this Agreement, your access to the BMCA Web Site may be terminated, and any information previously uploaded by you will be removed no later than 30 days after notification.

Confidentiality
Our firm adheres to professional standards of confidentiality that are at least as stringent as those required by law. The only nonpublic personal information we collect is information that you provide to us or information that we obtained with your authorization.  We do not disclose any nonpublic personal information obtained in the course of our professional practice except as required or permitted by law. Permitted disclosures might include providing information to our employees or, in limited situations, to unrelated third parties with whom we have a confidential relationship that require the information to assist us in serving you. In all situations, we shall maintain the confidential nature of the information being shared. We retain records that relate to the professional services for which we are engaged by you and, in some cases, to comply with professional guidelines. To protect your nonpublic personal information, we maintain physical, electronic, and procedural safeguards that comply with professional standards.

Internet Connectivity and Technical Support
BMCA cannot and does not guarantee that either the BMCA Web Site will be accessible by you at all times. Your access to and use of the BMCA Website may be suspended for the duration of any anticipated, unanticipated, scheduled or unscheduled downtime, maintenance, system updates, malfunction, or other unavailability of any portion or all of the Services for any reason, including as a result of power outages, system failures or other interruptions. If you experience difficulty accessing the BMCA Web Site, please notify BMCA as soon as possible so that we may investigate the issue and, if reasonably practicable, make alternate arrangements to receive information from you or transmit information to you. 
 
We shall also be entitled, without any liability to you, to suspend your access to any portion or all of the BMCA Website at any time: (a) for scheduled downtime to permit us to conduct maintenance or make modifications to the BMCA Website; (b) in the event of a denial of service attack or other attack on the BMCA Website or other event that we determine, in our sole discretion, may create a risk to the applicable websites or BMCA Website, to you or to any of our other customers if the Portal service were not suspended; or (c) in the event that we determine that any BMCA Website service is prohibited by law or we otherwise determine that it is necessary or prudent to do so for legal or regulatory reasons.
 
Your Warranties
You agree to comply with all applicable laws regarding your use of the BMCA Website. You further agree that information provided by you is truthful and accurate to the best of your knowledge. You represent and warrant that the provision and use of content provided by you does not and will not violate any copyrights, trade secrets or other proprietary rights of any third party, or create any liability to any third party.

Notices
You agree that any Notice relating to this Agreement, the BMCA Privacy Policy or the BMCA Website must be delivered in writing to BMCA, Inc. 6001 W Parmer Lane, Ste 370 PMB 6307, Austin, TX 78727 and that Noticed delivered in any other manner will not be effective regardless of whether they are received.

Entire Agreement
This Agreement constitutes the entire agreement between you and BMCA and governs the terms and conditions of your use of the BMCA Website, and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and BMCA with respect to the BMCA Website. Notwithstanding the foregoing, you may also be subject to additional terms and conditions, posted policies (including but not limited to the BMCA Privacy Policy), guidelines, or rules that may apply when you use the website. BMCA may revise this Agreement at any time by updating and posting it on the BMCA Website. Accordingly, you should visit the BMCA Website and review the Terms of Use periodically to determine if any changes have been made. Your continued use of this website after any changes have been made to this Agreement signifies and confirms your acceptance of any such changes or amendments to this Agreement.

Applicable Law
The validity, construction and performance of this Agreement shall be governed and construed in accordance with the laws of the State of Texas, without giving effect to any conflict of laws provisions thereof. The Federal and state courts located in Travis County, Texas shall have sole and exclusive jurisdiction over any disputes arising under, or in any way connected with or related to, the terms of this Agreement and you: (i) consent to personal jurisdiction therein; and (ii) waive the right to raise forum non conveniens or any similar objection. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the BMCA Website, any service provided by the BMCA Website, or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.

No Waiver
The failure of BMCA to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. Any waiver of this Agreement by BMCA must be in writing and signed by an authorized representative of BMCA.

Severability
If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect.

Relationship
Nothing in this Agreement or your use of the BMCA Website is intended to or does create any type of joint venture, creditor-debtor, escrow, partnership, employer-employee, fiduciary, franchise, or professional-client relationship between you and BMCA (or any of our Associates).

Headings
Paragraph headings used in this Agreement are for reference only and shall not be used or relied upon in the interpretation of this Agreement.