The Duran Consulting Site
Welcome to the Duran Consultingsm Web Site (the “Duran Consulting Site”), which is owned and operated by and on behalf of Alexandra Duran, dba Duran Consulting (“Duran Consulting”). The Duran Consulting Site is made available to its users (“You”) solely under the following Terms and Conditions (the “Terms and Conditions”). Please read these Terms and Conditions carefully before using the Duran Consulting Site. By using the Duran Consulting Site, You: (a) agree to these Terms and Conditions; and (b) represent that: (i) You are 18 years of age or older; and that (ii) if You are agreeing to these Terms and Conditions on behalf of another person or any legal entity, that You are duly authorized to do so. Your use of the Duran Consulting Site after any change in these Terms and Conditions constitutes Your agreement to these Terms and Conditions as modified. 1. Your Right of Access. Duran Consulting hereby grants You the nonexclusive, nontransferable, royalty-free right and license to access and use Duran Consulting Site in any manner permitted under these Terms and Conditions. 2. What the Duran Consulting Site Does and Does Not Provide. Duran Consulting uses the Duran Consulting Site to provide information and resources to a diverse group of people, businesses and institutions, including Duran Consulting’s clients and prospective clients. The needs of the users of this site evolve constantly in response to many factors, including the specific business conditions or career needs each user faces as well as the state of the economy in the United States and abroad. Accordingly, Duran Consulting may begin, alter, suspend, or terminate its offering of the content, features or functions made available to You on or through the Duran Consulting Site in any lawful manner, at any time, with no notice to You. The Duran Consulting Site Does Not Provide Professional Advice. Your use of the Duran Consulting Site does not establish any professional or business relationship between you and Duran Consulting. Duran Consulting provides services solely according to separate written agreements for those services that it enters into with each client. Nothing appearing on the Duran Consulting Site is legal, consulting, career, psychotherapeutic or other professional advice or services. You should not use any information or resource obtained on or through the Duran Consulting Site as a substitute for advice or other services provided by professionals You retain. Privacy and Personal Information. Please read Duran Consulting’s Privacy Policy, posted at LINK, to learn how Duran Consulting addresses privacy concerns and manages the personal information it obtains in the course of its operations. 3. Your Use of the Duran Consulting Site. Your rights to access and use the Duran Consulting Site granted above are contingent upon Your compliance with each of the following: You acknowledge and agree that: (a) the Duran Consulting Site is or reflects intellectual property that, as between You and Duran Consulting, is owned solely and exclusively by Duran Consulting. You acknowledge and agree that You may not: (i) reverse engineer, disassemble, decompile, download, copy, reproduce, prepare derivative works of, distribute, publish, perform or display any: (a) content, functionality, code, or other resource (collectively “Information Resources”) used by Duran Consulting to provide You with the Duran Consulting Site; or (b) any Information Resource made available to You on or through the Duran Consulting Site, except as otherwise permitted by these Terms and Conditions; You agree to use the Duran Consulting Site solely for personal information or for Your internal business purposes, as applicable. You agree not to access or use the Duran Consulting Site for any other purpose or for any unlawful or illegal purpose; You agree not to sell, lease, traffic in, sublicense, or otherwise transfer to any person or entity either: (i) Your rights to access or use the Duran Consulting Site granted hereunder; or (ii) any password, user name, or other information or device used to authorize Your access to, or use of, any portion of the Duran Consulting Site; or to disclose any of the foregoing to anyone other than Your employees and agents whose authorized duties require their use; You agree not to defeat or evade any security or access control device or procedure used on or associated with the Duran Consulting Site; You agree not to access or use the Duran Consulting Site using any automated, recursive, or robotic means or in any other manner that, in Duran Consulting ’s sole judgment, interferes with the operation of the Duran Consulting Site or burdens Duran Consulting’s ability to provide the Duran Consulting Site to You or others; Duran Consulting hereby grants You a non-exclusive, non-transferable right and license to copy reasonably limited portions of text and to download, copy, and distribute articles and other content displayed or otherwise made available on any section of the Duran Consulting Site You are authorized to use (collectively “Licensed Site Content”), solely and exclusively for Your personal information or for Your internal business purposes, as applicable, provided that: (i) You are otherwise in compliance with these Terms and Conditions and any agreement(s) You have entered into with Duran Consulting; and (ii) any such copy You make identifies Duran Consulting as the author of that content and bears each and every legal notice that appears on the Duran Consulting Site on or in association with that content, including without limitation, the copyright notice applicable to the specific item(s) of content You use. The limited rights of use granted under this license specifically exclude the right to distribute or otherwise transfer full or partial copies, reproductions, or summaries of any Licensed Site Content: (a) to any person or entity who is unaffiliated with you; or (b) from which You have removed any copyright or other proprietary notice; You acknowledge and agree that nothing in these Terms and Conditions: (i) provides You with any license or rights of use in or to any portion of the Duran Consulting Site, any Licensed Site Content, or any other intellectual property of Duran Consulting other that those expressly stated herein; or (ii) transfers to You any rights, title or interests in or to any intellectual property of Duran Consulting; You agree not to: (i) allow any person or entity acting on Your behalf or using Your System to act in any manner prohibited above; or (ii) attempt to act in any manner prohibited above. As used in these Terms and Conditions, “System” means the information technology You use, including without limitation, Your hardware, software, network, Internet connectivity, and information, individually or in any combination; and 4. Duran Consulting Clients. These Terms and Conditions do not modify any agreement between You and Duran Consulting. If You have entered into one or more agreements with Duran Consulting that are in effect when You use the Duran Consulting Site, including without limitation, agreements for professional services, You acknowledge and agree that: (a) Your use of the Duran Consulting Site is governed by those agreements as well as by these Terms and Conditions. For example, and without limitation: (i) Your obligations to safeguard Duran Consulting’s confidential and proprietary information from unauthorized disclosure or use, as set forth in Your agreement(s) with Duran Consulting, apply with respect to any and all uses You may make of non-public sections of the Duran Consulting Site; and (ii) Your use of the Duran Consulting Site, if any, does not alter Your agreement for services in any respect, including without limitation, its cancellation notice and fee provisions. You acknowledge and agree that uses You may make of the Duran Consulting Site in violation of these Terms and Conditions, if any, may also constitute a material breach of Your agreement with Duran Consulting. In the case of a conflict between any executed agreement between You and Duran Consulting and these Terms or Conditions or any other document, the terms of the executed agreement(s) between You and Duran Consulting shall govern the right and obligations of the parties. 5. Disclaimers. EXCEPT AS AND TO THE EXTENT THAT DURAN CONSULTING’S EXECUTED AGREEMENT(S) WITH YOU, IF ANY, MAY OTHERWISE EXPRESSLY PROVIDE, THE DURAN CONSULTING SITE IS PROVIDED TO YOU “AS IS” AND “AS AVAILABLE.” EXCEPT AS AND TO THE EXTENT THAT DURAN CONSULTING’S EXECUTED AGREEMENT(S) WITH YOU, IF ANY, MAY OTHERWISE EXPRESSLY PROVIDE, DURAN CONSULTING DOES NOT WARRANT THAT THE DURAN CONSULTING SITE WILL PERFORM AS YOU EXPECT OR WITHOUT INTERRUPTION, THAT IT WILL MEET YOUR NEEDS, BE SECURE, THAT THE CONTENT POSTED ON THE SITE WILL BE CURRENT, ACCURATE, OR FREE FROM ERRORS, VIRUSES, OTHER MALICIOUS OR HARMFUL CODE, OR OTHER DEFECTS, THAT YOUR USE OF THE DURAN CONSULTING SITE WILL NOT RESULT IN THE LOSS OF, OR DAMAGE TO, YOUR SYSTEM OR INFORMATION. EXCEPT AS AND TO THE EXTENT THAT DURAN CONSULTING’S EXECUTED AGREEMENT(S) WITH YOU, IF ANY, MAY OTHERWISE EXPRESSLY PROVIDE, DURAN CONSULTING HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES RELATED TO THE DURAN CONSULTING SITE, ANY FUNCTIONALITY, CONTENT OR OTHER INFORMATION MADE AVAILABLE TO YOU ON OR THROUGH THE DURAN CONSULTING SITE, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOU ACKNOWLEDGE AND AGREE THAT YOUR DECISION TO USE OR TO PERMIT ANY PERSON OR ENTITY ASSOCIATED OR AFFILIATED WITH YOU TO USE THE DURAN CONSULTING SITE IS YOUR SOLE RESPONSIBILITY AND THAT ANY AND ALL USES OF THE DURAN CONSULTING SITE YOU MAY MAKE ARE, AND SHALL BE, AT YOUR SOLE RISK. 6. Limitation of Liability. EXCEPT AS AND TO THE EXTENT THAT DURAN CONSULTING’S EXECUTED AGREEMENT(S) WITH YOU, IF ANY, MAY OTHERWISE EXPRESSLY PROVIDE, IN NO EVENT SHALL DURAN CONSULTING OR ANY OF DURAN CONSULTING‘S OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS OR REPRESENTATIVES BE LIABLE TO YOU OR TO ANY PERSON OR ENTITY ASSOCIATED OR AFFILIATED WITH YOU IN ANY MANNER FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, PUNITIVE, OR OTHER DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF GOODWILL, LOST PROFITS, LOST DATA OR LOST OPPORTUNITIES, IN ANY WAY RELATING TO THESE TERMS AND CONDITIONS OR RESULTING FROM ANY USE OF, OR INABILITY TO USE, THE DURAN CONSULTING SITE OR ANY BREACH OF SECURITY, INCLUDING THE FAILURE OF ESSENTIAL PURPOSE, EVEN IF DURAN CONSULTING HAS BEEN NOTIFIED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES OCCURRING, AND WHETHER SUCH LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, PRODUCTS LIABILITY OR OTHERWISE. YOU ACKNOWLEDGE AND AGREE THAT EXCEPT AS AND TO THE EXTENT THAT DURAN CONSULTING’S EXECUTED AGREEMENT(S) WITH YOU MAY OTHERWISE EXPRESSLY PROVIDE, THE SOLE AND EXCLUSIVE REMEDY FOR ANY INJURY YOU OR ANY PERSON OR ENTITY ASSOCIATED OR AFFILIATED WITH YOU IN ANY MANNER MAY ALLEGE TO HAVE SUFFERED ARISING FROM OR RELATED TO ANY USE OF THE DURAN CONSULTING SITE IS TO STOP USING IT. 7. Indemnification. You agree to indemnify, defend and hold harmless, at Your sole expense, Duran Consulting and each of its principals, agents and employees (collectively, the “Indemnified Parties”) from and against any claim arising from or related to: (a) Your use of the Duran Consulting Site; and (b) any breach of these Terms and Conditions by or attributable to You. You agree to pay any and all such claims, losses, deficiencies, damages, liabilities, costs and expenses, including without limitation, reasonable attorney’s fees and all related costs and expenses as are incurred by or awarded against any one or more of the Indemnified Parties with respect to each such claim. Duran Consulting will use reasonable efforts to provide You with prompt written notice of any such claim and of all related claims. You agree to conduct the defense and settlement of any related action or proceeding, subject to the Indemnified Parties’ consent to any position or settlement, which shall not be unreasonably delayed or withheld. 8. General. Duran Consulting may change these Terms and Conditions at any time. You are welcome to contact us at any time with any questions You may have about these Terms and Conditions, including questions as to whether they have been changed. Unless a notification of a change in these Terms and Conditions states otherwise, changes to these Terms and Conditions are effective as of the date and time posted. No modification, amendment, or waiver of any provision of these Terms and Conditions shall be effective unless it is set forth in a writing signed by Duran Consulting. No failure or delay by Duran Consulting in exercising any right, power, or remedy under these Terms and Conditions shall operate as a waiver of any such right, power, or remedy. If any provision of these Terms and Conditions is ruled by a court of competent jurisdiction to be contrary to law, that provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law, and the remaining provisions of these Terms and Conditions shall remain in full force and effect. These Terms and Conditions shall be interpreted, construed and governed by, and in accordance with, the laws of the State of New York. Any cause of action arising out of or related to these Terms and Conditions may only be brought in the local court of applicable jurisdiction sitting in and for the State of New York, New York County, and You hereby submit to the jurisdiction and venue of that court. These Terms and Conditions are the final, complete and exclusive agreement between the parties with respect to the subject matter hereof, and supersede any prior or contemporaneous agreements or understandings, either written or oral. Dated: July 1, 2010
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