Terms of Use

The following are terms of a legal agreement (“Agreement”) between you and BrownRobinson. By accessing, browsing and/or using this web site (“Site”) you acknowledge that you have read, understood and agree to be bound by these terms and to comply with all applicable laws and regulations. If you do not agree to these terms, do not use this Site. This Site may contain other proprietary notices and copyright information, the terms of which must be observed and followed. Information on this Site may contain technical inaccuracies or typographical errors. Please read this Agreement carefully and be aware that BrownRobinson may, in its sole discretion and without notice, revise these terms at any time by updating this posting.

HYPERLINKING
BrownRobinson makes no representations whatsoever about any other web site which you may access through this one. When you access a non-BrownRobinson web site, please understand that it is independent from BrownRobinson, and that BrownRobinson has no control over the content on that web site, even if BrownRobinson provides information or services to the owner of that web site. In addition, a link to a non-BrownRobinson web site does not mean that BrownRobinson endorses or accepts any responsibility for the content or the use of such web site. In fact, BrownRobinson disclaims any and all liability and responsibility for such content. It is up to you to take precautions to ensure that whatever you select for your use is free of such items as viruses, worms, trojan horses and other items of a destructive nature.

COPYRIGHTS AND USE OF SITE CONTENT
The copyright in all materials provided on this Site is held by BrownRobinson or by the original creator of the material. Except as stated herein, none of the materials may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording or otherwise, without the prior written permission of BrownRobinson or the copyright owner. Permission is granted to download one copy of the materials on this Site on a single computer for your personal or internal business use only provided that you do not modify the materials and that you retain all copyright and other proprietary notices contained in the materials. This permission terminates immediately if you breach this Agreement. You may not “mirror” any material contained on this Site without BrownRobinson’s express written permission. Any unauthorized use of the materials contained on this Site may violate copyright laws, trademark laws, the laws of privacy and publicity and/or communications regulations and statutes. All content and functionality on this Site, including text, graphics, logos, icons, and images and the selection and arrangement thereof, are the exclusive property of BrownRobinson or its licensors and is protected by U.S. and international copyright laws. All rights not expressly granted are reserved. ©2024 BrownRobinson All rights reserved.

TRADEMARKS
The trademarks, service marks and logos (the “Trademarks”) used and displayed on this Site are registered and unregistered Trademarks of BrownRobinson. Other trademarks, service marks and trade names may be owned by others. Nothing on this Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark or any other BrownRobinson intellectual property displayed on this Site. The name BrownRobinson and any other Trademarks shall not be used in any way, including in advertising or publicity pertaining to distribution of materials on this Site, without prior written permission from BrownRobinson. BrownRobinson also prohibits use of BrownRobinson and any other Trademarks as part of a link to or from any site unless establishment of such a link is approved in advance by BrownRobinson in writing.

NO SERVICES, ENDORSEMENT OR PROFESSIONAL CONSULTATION
There may be delays, omissions or inaccuracies in information obtained through your use of this Site. The information on the site is provided to you with the understanding that BrownRobinson’s provision of this information to you does not constitute the rendering of consulting, or other advice or services. Information on this Site should not be relied upon for making business, investment or other decisions or used as a substitute for consultation with professional advisors. Moreover, BrownRobinson does not represent or endorse the accuracy or reliability of any advice, opinion, statement, or other information displayed, uploaded, downloaded or distributed through this Site by BrownRobinson, any user, information provider or any other person or entity. You acknowledge that any reliance upon such opinion, advice, statement, memorandum, or information shall be at your sole option, liability and risk.

ACCESS TO THIS SITE
BrownRobinson may alter, suspend or discontinue this Site and your access to use this Site at any time for any reason without notice or liability to you or any third party. This Site may become unavailable due to maintenance or malfunction of computer equipment or for other reasons and may result in damages to the user’s systems or operations. The user shall be solely responsible for ensuring that any information or content obtained from this Site does not contain any virus or other computer software code or subroutine designed to disable, erase, impair or otherwise damage the user’s systems, software or data.

DISCLAIMER OF WARRANTIES
THE SITE AND ALL MATERIALS THEREON ARE DISTRIBUTED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, BROWNROBINSON DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. SPECIFICALLY, BUT WITHOUT LIMITATION, BROWNROBINSON DOES NOT WARRANT THAT: (1) THE INFORMATION ON THIS SITE IS CORRECT, ACCURATE OR RELIABLE; (2) THE FUNCTIONS CONTAINED ON THIS SITE WILL BE UNINTERRUPTED OR ERROR-FREE; OR (3) DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU HEREBY ACKNOWLEDGE THAT USE OF THE SITE IS AT YOUR SOLE RISK. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 WHICH PROVIDES: “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.”

INDEMNIFICATION
You hereby indemnify, defend, and hold harmless BrownRobinson and all of its predecessors, successors, parents, subsidiaries, affiliates, officers, directors, shareholders, investors, employees, agents, representatives and attorneys and their respective heirs, successors and assigns (collectively, the “Indemnified Parties”) from and against any and all liability and costs, including, without limitation, reasonable attorneys’ fees, incurred by the Indemnified Parties in connection with any claim arising out of or relating to any breach by you of this Agreement or the representations, warranties, and covenants you have made by agreeing to the terms of this Agreement. You shall cooperate as fully as reasonably required in the defense of any such claim. BrownRobinson reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.

INFRINGEMENT NOTICES AND TAKEDOWN
BrownRobinson prohibits the posting of any information that infringes or violates the copyright rights and/or other intellectual property rights (including rights of privacy and publicity) of any person or entity. If you believe that any material contained on this Site infringes your copyright or other intellectual property rights, you should notify BrownRobinson of your copyright infringement claim in accordance with the following procedure. BrownRobinson will process notices of alleged infringement which it receives and will take appropriate action as required by the Digital Millennium Copyright Act (“DMCA”). The DMCA requires that notifications of claimed copyright infringement should be sent to this Site’s Designated Agent who is:hbrown@BrownRobinson.com and mrobinson@BrownRobinson.com.

To be effective, the notification must be in writing and contain the following information (DMCA, 17 U.S.C. §512(c)(3)):
1. Physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material;
4. Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
5. A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
6. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between you and BrownRobinson with respect to the subject matter of this Agreement and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding that subject matter. Any waiver of any provision of this Agreement will be effective only if in writing and signed by BrownRobinson.


Privacy Policy
BrownRobinson adheres to the US safe harbor privacy principles of Notice, Choice, Onward Transfer, Security, Data Integrity, Access and Enforcement.

Information we collect and how we use it:
We offer a number of Services and Contact Us form for more information that require you to provide any personal information to us. In order to provide our full range of Services, we may collect the following types of information:
Information you provide – When you fill out the Contact Us form for BrownRobinson information or other BrownRobinson Services, we ask you for personal information (such as your name, email address, company name).
User communications – When you send email or other communication to BrownRobinson, we may retain those communications in order to process your inquiries, respond to your requests and improve our Services.

BrownRobinson only processes personal information for the purposes described in the applicable Privacy Policy and/or privacy notice for specific Services. In addition to the above, such purposes include:
• Providing our Services to users;
• Auditing, research and analysis in order to maintain, protect and improve our Services; developing new Services

Choices for personal information
When you sign up for a particular Service that requires registration, we ask you to provide personal information. If we use this information in a manner different than the purpose for which it was collected, then we will ask for your consent prior to such use. If we propose to use personal information for any purposes other than those described in this Policy and/or in the specific Service notices, we will offer you an effective way to opt out of the use of personal information for those other purposes. We will not collect or use sensitive information for purposes other than those described in this Policy and/or in the specific Service notices, unless we have obtained your prior consent. You can decline to submit personal information to any of our Services, in which case BrownRobinson may not be able to provide those Services to you.

Information sharing
BrownRobinson does not share personal information with other companies or individuals outside of BrownRobinson. If BrownRobinson becomes involved in a merger, acquisition, or any form of sale of some or all of its assets, we will provide notice before personal information is transferred and becomes subject to a different privacy policy. Please contact us at the address below for any additional questions about the management or use of personal data.

Information security
We take appropriate security measures to protect against unauthorized access to or unauthorized alteration, disclosure or destruction of data. These include internal reviews of our data collection, storage and processing practices and security measures, as well as physical security measures to guard against unauthorized access to systems where we store personal data. We restrict access to personal information to BrownRobinson employees, contractors and agents who need to know that information in order to operate, develop or improve our services. These individuals are bound by confidentiality obligations and may be subject to discipline, including termination and criminal prosecution, if they fail to meet these obligations.

Data integrity
BrownRobinson processes personal information only for the purposes for which it was collected and in accordance with this Policy or any applicable service-specific privacy notice. We review our data collection, storage and processing practices to ensure that we only collect, store and process the personal information needed to provide or improve our services. We take reasonable steps to ensure that the personal information we process is accurate, complete, and current, but we depend on our users to update or correct their personal information whenever necessary.

Enforcement
BrownRobinson regularly reviews its compliance with this Policy. Please feel free to direct any questions or concerns regarding this Policy or BrownRobinson’s treatment of personal information by contacting us through this web site or by writing to us hbrown@brownrobinson.com or mrobinson@brownrobinson.com. When we receive formal written complaints at this address, it is BrownRobinson’s policy to contact the complaining user regarding his or her concerns. We will cooperate with the appropriate regulatory authorities, including local data protection authorities, to resolve any complaints regarding the transfer of personal data that cannot be resolved between BrownRobinson and an individual.

Changes to this policy
Please note that this Privacy Policy may change from time to time. We will not reduce your rights under this Policy without your explicit consent, and we expect most such changes will be minor. Regardless, we will post any Policy changes on this page and, if the changes are significant, we will provide a more prominent notice (including, for certain services, email notification of Policy changes). Each version of this Policy will be identified at the top of the page by its effective date, and we will also keep prior versions of this Privacy Policy in an archive for your review. If you have any additional questions or concerns about this Policy, please feel free to contact us any time through this web site or at hbrown@brownrobinson.com or mrobinson@brownrobinson.com.