BELOW YOU WILL FIND THE TERMS AT WHICH Harvard M&A marketplace OFFERS YOU ACCESS TO OUR SERVICES on www.harvard.ch.
Welcome to the Member Agreement of the HARVARD M&A Marketplace online portal, a service of www.harvard.ch. This Agreement describes the terms and conditions applicable to your use of our services, which are available under the domain and sub-domains of www.harvard.ch. If you do not agree to be bound by the terms and conditions of this Agreement, please do not use or access our services.
You must read, agree with and accept all of the terms and conditions contained in this Member Agreement, including those terms and conditions expressly set out below and those incorporated by reference, before you may become a member of HARVARD M&A Marketplace.
We may amend this Agreement at any time by posting the amended terms on our Site. Except as stated below, all amended terms shall automatically be effective 30 days after they are initially posted on our Site. This Agreement may not be otherwise amended, except by way of a document signed by you and Capital Consult.
1. Membership Eligibility.
Our services are available only to individuals who can form legally binding contracts under applicable law. Without prejudice to the foregoing, our services are not available to minors, or to temporarily or indefinitely suspended World Model Association members. If you do not qualify, please do not use our services. Furthermore, your HARVARD M&A Marketplace account may not be transferred or sold to another party. If you are registering as a business entity, you represent and warrant that you have the authority to make such a binding Agreement in its name.
The terms set out below shall have the following meanings for the purposes of this Agreement.
"Contact Information" shall mean: i) The names, e-mail addresses, phone numbers and other information provided on the Contact Information pages of the HARVARD M&A Marketplace website; and ii) The links between HARVARD M&A Marketplace listings and contact persons. In the case of a specific listing, Contact Information includes the fact that a specific person is the contact person for the listing.
"Third Party" shall mean any person other than i) you and ii) persons working for the same employer and in the same location as you.
3. Account Information
You warrant that the account information that you have provided to us is complete and accurate. You agree to immediately update your account information, if any of your account information changes.
4. Use Of Your Membership
Your membership is for your own personal use and you may not provide your password to any Third Party. In addition, you must take reasonable precautions to safeguard your password. Whenever you log in to the HARVARD M&A Marketplace website you will see the date and time of your last login. If you believe that an unauthorized person has logged in using your password, you must immediately change your password.
5. Membership Fees
You agree to pay the membership fees currently in effect for your class of membership to HARWAD M&A Marketplace. You can view these fees at any time by clicking on the Membership Fees page at the HARVARD M&A Marketplace website. World Model Association shall notify you 30 days in advance before making any changes to such fees. You acknowledge that it is your responsibility to use your membership and you will not entitled to a refund if you do not use your membership.
6. Cancellation Of Membership
If you are on the monthly payment plan, you may cancel your membership at any time. If you cancel your membership during the first 7 days of your billing cycle, we will issue you a full refund for the membership fee of that month. (This does not apply to the first month of your membership.) If you cancel after the first 7 days, we will keep your membership active until the end of the billing cycle and then cancel it. We will not issue you a refund, if you cancel after the 7 day grace period has expired.
If you are on the annual payment plan, you may not cancel your membership in the middle of your billing year. Instead, your membership will automatically expire at the end of the year.
7. Confidentiality of Contact Information
The Contact Information at the HARVARD M&A Marketplace website is proprietary and confidential. You are prohibited from providing any Contact Information to Third Parties without obtaining our prior permission. We have provided forms on the HARVARD M&A Marketplace website for requesting our permission. We will not unreasonably withhold our permission.
HARVARD M&A Marketplace is a venue where seller, buyers and broker can view listings of businesses for sale and other business opportunities. We are not involved in the actual transactions between buyers and sellers or intermedians. As a result, we have no control over the quality, safety or legality of the businesses advertised, the truth or accuracy of the listings, or the ability of sellers to complete sales. We cannot ensure that a buyer or seller will actually complete a transaction. Because we are a venue, and in the event that you have a dispute with one or more users, you release www.harvard.ch from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a resident of California, you waive California Civil Code Art. 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
10. No Warranty
WE, OUR SUBSIDIARIES, EMPLOYEES AND OUR SUPPLIERS PROVIDE OUR WEBSITE AND SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. WE, OUR SUBSIDIARIES, EMPLOYEES AND OUR SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights, and you may also have other legal rights that vary from state to state.
11. Liability Limit.
IN NO EVENT SHALL WE, OUR SUBSIDIARIES, EMPLOYEES OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR SITE, OUR SERVICES OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE). OUR LIABILITY, AND THE LIABILITY OF OUR SUBSIDIARIES, EMPLOYEES, AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU PAY TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) $100. Some States do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
You agree to indemnify and hold us and (as applicable) our parent companies, subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your violation of any law or the rights of a third party.
13. No Agency relationship.
You and www.harvard.ch are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
Any legal controversy or legal claim arising out of or relating to this Agreement or our services, excluding legal action taken by www.harvard.ch to collect our fees and/or recover damages for, or obtain an injunction relating to, the HARVARD M&A Marketplace Site operations, intellectual property, and our services, shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. Such arbitration shall be conducted in Cambridge, Massachusetts, and a judgment on the arbitration award may be entered into any court having jurisdiction thereof. Either you or Capital Consult may seek any interim or preliminary relief from a court of competent jurisdiction in Cambridge, Massachusetts, which may be necessary to protect the rights or property of you or www.harvard.ch, pending the completion of arbitration. Should either party file an action contrary to this provision, the other party may recover attorney's fees and costs up to $1000.00.
15. Additional Terms
November 1. 2015
HARVARD M&A Marketplace