Terms and Conditions
Welcome to the web pages of ESOP Economics, Inc. (the “Company,” “we” or “us”). The following terms and conditions, including the terms contained in our Privacy Notice (collectively, the “Terms and Conditions”) govern your access to and use of http://www.esopeconomics.com, including any content, functionality and services offered on or through http://www.esopeconomics.com and https://telescope.esopeconomics.com (the “Website”), whether as a guest or a registered user.
Please read these Terms and Conditions carefully before you start to use the Website. By using the Website, or by clicking to accept or agree to the Terms and Conditions when this option is made available to you, you accept and agree to be bound and abide by these Terms and Conditions. If you do not want to agree to these Terms and Conditions, or the terms and conditions in our Privacy Notice, you must not access or use the Website.
This Website is offered and available to users who are at least 18 years of age or older and reside in the United States or any of its territories or possessions. By using this Website, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you should not access or use the Website.
Changes To The Terms AND CONDITIONS
We may revise and update these Terms and Conditions from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Website thereafter. Your continued use of the Website following the posting of revised Terms and Conditions means that you accept and agree to the changes. You are urged to check this page frequently so you are aware of any changes, as they are binding upon you.
Accessing The Website And Account Security
We reserve the right to take down or modify this Website, and to cease, take down or modify any content, goods or services we provide on or through the Website, in our sole discretion and without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. Certain portions of this Website will be restricted to registered users. You are responsible for:
Making all arrangements necessary for you to have access to the Website.
Ensuring that all persons who access the Website through your account or subscription are aware of these Terms and Conditions and comply with them.
In addition, to access and use our Telescope™ software service (located at https://telescope.esopeconomics.com) or any other service or product offered through our Website (the “Service”), you must establish a customer account and obtain a username and password. The subscription fee(s) for the Service shall be set forth in a separate Subscription Agreement, order form and/or invoice. These Terms and Conditions shall apply to the Service and any other service or product offered through the Website.
To establish a customer account, you must complete a registration process by providing us with current, complete and accurate information as prompted by the system. In registering for the Service, you agree that you will submit accurate, current and complete information and promptly update such information as appropriate. Should we suspect that any information provided by you is not accurate, current or complete, we reserve the right to suspend or terminate your usage of or subscription to the Service.
You are solely responsible for any and all activities that occur under your customer account, including ensuring that you exit or log-off from the Service at the end of each session of use and ensuring that you have all necessary rights in and to the content submitted to the Service under your customer account. You are responsible for maintaining the confidentiality of the password and account and are responsible for all activities that occur under your password or account. You will not provide your username and/or password to any other person. If you or someone within your company does so, you and your company agree to bear all risks and costs for doing so. You agree that you will notify the Company immediately if there is an unauthorized use of your password or account or any other breach of security. The Company is not liable for any loss or damage arising from you or your company's failure to protect your password or account information. You agree not to share any content with a non-subscriber.
You shall notify us immediately of any unauthorized use of your customer account or any password or any other breach of security that is known or suspected by you. You agree to indemnify and hold us harmless against any claim and/or liability resulting from your failure to comply with the responsibilities set forth in this Section.
We assess an unauthorized user fee of $1,000.00 for each unauthorized use (i.e., each and every time the Service is accessed improperly utilizing logon or password credentials registered to your account) of the Website, the Service, and data and/or materials contained within or on the Website. You will also be responsible for paying any legal fees incurred by us in seeking such unauthorized user fees. Unauthorized use includes any use by you that violates these Terms and Conditions.
We have the right to disable any account, user name, password or other identifier, whether chosen by you or provided by us, at any time, if, in our sole discretion or in our opinion, we suspect security has been compromised, or that you have violated any provision of these Terms and Conditions.
You agree not to bypass or circumvent the security measures on this Website.
DISCLAIMER OF WARRANTIES
YOUR USE OF THE WEBSITE, ITS CONTENT, THE SERVICE AND ANY OTHER SERVICES, PRODUCTS OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, THE SERVICE AND ANY OTHER SERVICES, PRODUCTS OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE AND/OR THE SERVICE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, THE SERVICE, OR OTHER PRODUCTS, SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE, THE SERVICE OR ANY OTHER SERVICES, PRODUCTS OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE, UNLESS OTHERWISE EXPRESSLY STATED.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW, OR THAT ARE EXPRESSLY PROVIDED WITH ANY GOODS OR SERVICES SOLD THORUGH THE WEBSITE.
YOU UNDERSTAND THAT WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOADING FROM THE INTERNET OR THE WEBSITE WILL BE FREE OF VIRUSES OR OTHER DESTRUCTIVE CODE. YOU ARE RESPONSIBLE FOR IMPLEMENTING SUFFICIENT PROCEDURES AND CHECKPOINTS TO SATISFY YOUR PARTICULAR REQUIREMENTS FOR ANTI-VIRUS PROTECTION AND ACCURACY OF DATA INPUT AND OUTPUT, AND FOR MAINTAINING A MEANS EXTERNAL TO OUR WEBSITE FOR RECONSTRUCTION OF ANY OF YOUR LOST DATA. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE, OR DUE TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
LIMITATION ON LIABILITY
IN NO EVENT WILL THE COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, THE SERVICE, ANY PRODUCT AND/OR CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW, OR THAT ARE EXPRESSLY PROVIDED WITH ANY GOODS OR SERVICES SOLD THORUGH THE WEBSITE.
USE OF THE WEBSITE
YOU UNDERSTAND THAT THE COMPANY CANNOT AND DOES NOT GUARANTEE OR WARRANT THAT FILES OR OTHER MATERIAL AVAILABLE FOR DOWNLOADING THROUGH THIS WEBSITE WILL BE FREE OF INFECTION OR VIRUSES, WORMS, TROJAN HORSES OR OTHER CODES THAT MANIFEST CONTAMINATING OR DESTRUCTIVE PROPERTIES. YOU ARE RESPONSIBLE FOR IMPLEMENTING SUFFICIENT PROCEDURES AND CHECKPOINTS TO SATISFY YOUR PARTICULAR REQUIREMENTS FOR ACCURACY OF DATA INPUT AND OUTPUT, AND FOR MAINTAINING A MEANS EXTERNAL TO THE WEBSITE FOR THE RECONSTRUCTION OF ANY LOST DATA.
You may not use this Website in any manner that gives you or any other person access to mass downloads or bulk feeds of information.
You may not copy, decompile, disassemble, reverse engineer, translate, modify or make derivative works of the material on this Website, in whole or in part.
You may not disclose, rent sell, publish, assign, lease sublicense, transfer or market the information on this Website in any manner.
When using the Website you may not engage in: scraping, data mining, harvesting, screen scraping, data aggregating, and indexing. You agree that you will not use any robot, spider, scraper or other automated means to access this Website for any purpose.
You will not interfere or attempt to interfere with the proper working of the Website or any activities conducted on the Website.
INTELLECTUAL PROPERTY RIGHTS
The Website and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), and the Service, are owned by the Company, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.
These Terms and Conditions permit you to use the Website, including the Service, as our customer. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on our Website and/or the Service, except as follows:
Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
You may store files that are automatically cached by your Web browser for display enhancement purposes.
You may print or download copies of a reasonable number of pages of the Website for your own use and not for further reproduction, publication or distribution.
If we provide desktop, mobile or other applications for download, you may download a single copy to your computer or mobile device solely for your own use, provided you agree to be bound by our end user license agreement for such application(s).
You must not:
Modify copies of any materials from this Website.
Delete or alter any copyright, trademark or other proprietary rights notices from any printed or downloaded copies of materials from this Website.
If you print, copy, modify, download or otherwise use or provide any other person with access to any part of the Website and/or the Service in breach of these Terms and Conditions, your right to use the Website and the Service will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title or interest in or to the Website, the Service or any content on the Website is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Website not expressly permitted by these Terms and Conditions is a breach of these Terms and Conditions and may violate copyright, trademark and other laws.
COPYRIGHT & TRADEMARKS
The material on this Website is copyright and/or trademark protected. The Company name, logo and all related names, logos, Service and service names, designs and slogans, including Telescope™ and ESOP Economics, are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. In addition, you may not reproduce, copy or redistribute the design or layout of this Website, the Service or individual design elements on the Website. You may not engage in data mining or similar types of activities.
This Website also may contain trademarks of other companies. Those trademarks are the property of their respective owners. You may not use those marks without the express written permission of the owner of the other marks.
Reproduction, copying or redistribution for commercial purposes of any materials or design elements from this Website is strictly prohibited without the express written permission of the Company.
If any portion of this Website allows you to post information or comments and you do so, you are responsible for the content. You agree to indemnify, defend and hold harmless the Company, its affiliates, successors and assigns and the directors, officers, employees and agents of each of them with respect to any claim, demand, loss, cause of action, debt or liability, including reasonable attorney fees resulting from your use of any logo and/or for the postings of information or comments.
REPORTING CLAIMS OF COPYRIGHT INFRINGEMENT
We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from this Website infringe your copyright, you may request removal of those materials (or access to them) from the Website by submitting written notice to our Copyright Agent (designated below). In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. § 512 (the “DMCA”), this written notice (the “DMCA Notice”) must include substantially the following:
Your physical or electronic signature.
Identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Website, a representative list of such works.
Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.
Adequate information by which we can contact you (including your name, postal address, telephone number and, if available, e-mail address).
A statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent or the law.
A statement that the information in the written notice is accurate.
A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
Our designated Copyright Agent to receive DMCA Notices is:
Lisa A. Lori, Esquire
Klehr Harrison Harvey Branzburg LLP
1835 Market Street, 14th Floor
Philadelphia, PA 19103
If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.
Please be aware that if you knowingly materially misrepresent that material or activity on the Website is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.
You may use the Website, including the Service, only for lawful purposes and in accordance with these Terms and Conditions. You agree not to use the Website and/or the Service:
In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the U.S. or other countries).
For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise.
To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter,” “spam” or any other similar solicitation.
To impersonate or attempt to impersonate the Company, a Company employee, another user or any other person or entity, including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing.
To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website or expose them to liability.
Additionally, you agree not to:
Use the Website in any manner that could disable, overburden, damage, or impair the Website or interfere with any other party’s use of the Website, including their ability to engage in real time activities through the Website.
Use any robot, spider or other automatic device, process or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.
Use any manual process to monitor or copy any of the material on the Website or for any other unauthorized purpose without our prior written consent.
Use any device, software or routine that interferes with the proper working of the Website.
Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful to the Website, users of the Website or the Company.
Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Website, the server on which the Website is stored or any server, computer or database connected to the Website.
Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
Otherwise attempt to interfere with the proper working of the Website.
USER CONDUCT & RESTRICTIONS
You may not modify, distribute, prepare derivative works of, reverse engineer, reverse assemble, disassemble, decompile or otherwise attempt to decipher any code used in connection with the Website and/or the Service and/or any other aspect of the Company’s technology. You shall not market, offer to sell, sell and/or otherwise resell the Service to any third party. You agree, on behalf of yourself and any authorized users of the Service, not to use the Service or the Website (a) in connection with sending unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (b) to harvest, collect, gather or assemble information or data regarding other users, including email addresses, without their consent; (c) if applicable, to transmit through or post on the Website unlawful, harassing, libelous, abusive, fraudulent, tortious, defamatory, threatening, harmful, invasive of another’s privacy, vulgar, obscene or otherwise objectionable material of any kind or nature or material which is harmful to minors in any way; (d) to transmit through or post on the Website any material that may infringe the intellectual property rights or other rights of third parties, including trademark, copyright or right of publicity; (e) to transmit any material that contains software viruses or other harmful or deleterious computer code, files or programs such as trojan horses, worms, time bombs, cancelbots or the like; (f) to interfere with or disrupt servers or networks connected to the Website and/or the Service or violate the regulations, policies or procedures of such networks including circumventing, disabling or otherwise interfering with security-related features of the Website or Service or features that prevent or restrict use or copying of any content or enforce limitations on use of the content; (g) to attempt to gain unauthorized access to the Service, other accounts, computer systems or networks connected to the Website and/or the Service through password mining or any other means; (h) to harass or interfere with another user’s use and enjoyment of the Website and/or the Service; (i) to make any representations with respect to the Company or the Terms and Conditions (including, without limitation, that the Company is a warrantor or co-seller of any of your Services and/or services); or (j) to use the Website and/or the Service for any of the following commercial uses without prior written approval of the Company: (i) sale of access to the Service, or (ii) sale of advertising, sponsorships or promotions placed on or within the Website. All judgments concerning the applicability of these restrictions and any responses to violations thereof shall be at the sole and exclusive discretion of the Company.
If you engage in data mining, or any activity prohibited by this Section, you agree to pay the Company the greater of (i) $1,000.00 for each violation of this Section and every time this Section is violated; (ii) $25,000.00; and/or (iii) actual damages sustained by the Company; you also will be required destroy and all information copied or stored.In addition, the Company reserves the right to pursue other remedies available to it at law or in equity, including seeking injunctive relief.
The Company has no obligation to monitor your use of or retain the content of any user session. However, the Company reserves the right at all times to access, acquire, use, delete, monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, and such action is considered to be authorized by you.
LINKS FROM THE WEBSITE
If the Website contains links to other sites and resources provided by third-parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party sites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such sites.
The owner of the Website is based in the United States. We provide this Website for use only by persons located in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
You agree to defend, indemnify and hold harmless the Company, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to any violation by you of these Terms and Conditions or your use of the Website, including, but not limited to, any use of the Website’s content, services and the Service other than as expressly authorized in these Terms and Conditions or your use of any information obtained from the Website.
WAIVER AND SEVERABILITY
No waiver of or by the Company of any term or condition set forth in these Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms and Conditions shall not constitute a waiver of such right or provision.
If any provision of these Terms and Conditions is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent, such that the remaining provisions of the Terms and Conditions will continue in full force and effect.
By using this Website, you and the Company agree that the statues and laws of the Commonwealth of Pennsylvania, without giving effect to any choice or conflicts of law, will apply to all matters relating to use of this Website. For all actions at law, suits in equity or other judicial proceedings concerning any aspect of this site, you and the Company agree and consent to submit to the exclusive personal jurisdiction and venue of the Court of Common Pleas of Philadelphia County, Pennsylvania and/or the United States District Court of the Eastern District of Pennsylvania.