CONFIDENTIALITY & NON-CIRCUMVENTION AGREEMENT
This Confidentiality & Non-circumvention Agreement, hereinafter the “Agreement,” is made and entered into by and between Edge Technologies, LLC. and All Parties who either register or view any part of the products or concepts created by Edge Technologies, LLC., wherein the Parties agree as follows:
1. Parties hereby irrevocably confirm and guarantee to each other the confidentiality of information and the identity of the organizations, firms, companies or individuals and information as defined herein, as valuable and proprietary, whether that contact or information is known or unknown at the time of this Agreement.
2. As used in this Agreement, the term “Confidential Information” shall mean all written information furnished to the other Party or its Representatives, whether prior to or after the Recipient’s acceptance of this Agreement, by or on behalf of the Party or its Representatives. The term “Confidential Information” shall be deemed to include any contracts, agreements, correspondence, financial information, trade secrets, confidential or proprietary information and any compilations, studies, interpretations, artistic designs, CFI, technical information, customer information, lists or other documents of the disclosing Party, and any notes, analyses, memoranda, or reproductions by the recipient Party or any other person which contain, reflect or are based upon, in whole or in part, any Confidential Information furnished to the other Party or its Representatives pursuant hereto.
3. Parties agree not to use or disclose Confidential Information except and only if the other Party agrees in writing. The Parties may not have any direct contact with any owners, producers or contacts of the other Party without the express permission of the Party, and the Parties shall not attempt in any manner to circumvent the interests and rights of the other Party in negotiations, discussions, contracts or other business communications or transactions.
4. Parties agree not to contact or initiate contact at any time for any purpose, either directly or indirectly, any third party introduced by the other Party or any officers, directors, shareholders, consultants, attorneys, employees, agents or other affiliates of the third party, or any other property or properties whose identity was revealed through the efforts of either Party unless such approval is specifically granted in written form by the presenting Party on a case-by-case basis. The recipient Party further agrees not to undertake any transaction or a series of transactions of any kind with the third party or to enter into any contract or relationship with the third party without the express prior written agreement of presenting Party, which agreement may be withheld in presenting Party’s sole discretion. Said obligations shall continue beyond the term of this Agreement.
5. By signature below and execution of this Agreement, each of the Parties, jointly and severally, their affiliates, corporations, business entities, organizations and assignees, confirm that any corporation, organization, firm, company or individual of which the undersigned is a Party to, employee of, member of, or otherwise which would benefit financially from an association, is bound by this Agreement.
6. The Parties hereby agree to keep completely confidential the names of any corporations, individuals or group of individuals, buyers, or sellers, introduced by any of the Parties or their affiliates. Such identity shall remain confidential during the applicable transactions and during the duration of the Agreement, and shall include without limitation any telephone of telefax numbers, addresses, or telex numbers, such information is considered the property of the Party, and the undersigned hereby agree, jointly and severally, to discuss same among the Parties for determination as to what shall be discussed and what procedures to use.
7. Parties agree that it would be difficult to measure damages to either Party for any breach of the promises set forth in this Agreement. Accordingly, the Parties agree that if any provision of this Agreement is breached, the non-breaching Party shall be entitled, in addition to all other remedies it may have, to an injunction or other appropriate orders to restrain any such breach without showing or proving any actual damage sustained.
8. In the event that any Party fails to honor the obligations under this Agreement, the Parties hereto consent, stipulate, and agree, that in the event a dispute arises as to the terms and/or enforcement of this Agreement, the courts of the state of Nebraska, USA, shall have jurisdiction over the subject matter as well as in personam, in rem, and in quasi rem-jurisdiction over the Parties to this the Federal Courts. In the event of a suit involving the terms or subject matter of this Agreement, the prevailing Party shall be entitled to its cost and reasonable attorney’s fees incurred in enforcing this Agreement.
9. All of the undersigned obligations contained in this Agreement are mutual and reciprocal. Agreement shall be binding on the Parties, their subsidiaries, agents, brokers, divisions, associates, employees, heirs, affiliated companies, assigns or designees.
10. This Agreement is for a period of five (5) years from the date affixed below and is to be applied to any and all transactions entered into by the Parties, including follow-up repeat, extended or renegotiated transactions regardless of the success of any business relationship or transaction between the Parties. The Parties hereby confirm that the identities of the corporations, individuals, buyers or sellers are currently the property of the presenting Party and shall remain so for the duration of this Agreement.
11. This Agreement shall be binding upon the Parties and their successors, assigns, and administrators and shall inure to the benefit of the Parties, their successors and assigns.
What is Personally Identifiable Information
"Personally identifiable information" is information that we can use to identify you as an individual. Personally identifiable information includes your name, address, telephone number and any other information that is connected with your identity.
This website is not intended for use by children, especially those under age 13. No one under age 13 is allowed to provide any personal information or use our public discussion areas, forums and chats. To subscribe to newsletters and to participate in other activities where personal information is divulged if you are between the ages of 13 and 17 you should get the permission of your parent(s) or legal guardian(s) before registering or subscribing to any product or service, or participating in any manner in the offerings of this website.
Information We Collect
Registered Users and Subscribers
You must be a registerred user of this website to access the site's content. When you register with or subscribe to this website, we collect personally identifiable information from you that may include your name, email address, city, state and zip code, as well as other information, such as your gender, age, occupation, personal interests and similar information.
In addition, when you use certain specialized features offered to registered users of this website, this webiste may collect additional information about you, such as credit card information, stock and fund information, financial information, employment information and other personally identifiable information about you or your clients. Also, this website may collect credit card information for reoccuring subscriptions.
Collection of Personally Identifiable Information
This webiste collects personally identifiable information with your specific knowledge and consent. For instance, when you enter a promotion, register for those portions of our sites that may require registration, make a purchase, subscribe to a premium service, and other electronic services you will be asked to provide information such as your e-mail address, name, phone number, and shipping address. Information such as your age, gender, hobbies or interests may also be requested. This information may sometimes be collected by third party service providers with whom this webiste contracts to host the web site or to fulfill requests for services; in that event, this webiste asks such service providers to make the personal information available only to this website to use in accordance with the terms of this policy and not to use the information for any other purpose. this webiste uses this information to provide you with the service you have requested. If you subscribe to any of our newsletters, we may use your e-mail address to send you a confirmation notice and your mailing address to send you your newsletter. We might also send out e-mails to users to announce special offers, services and announcements from our sites and/or our advertisers.
We may also use any personal information you send for marketing and promotional purposes and we may combine information we receive online with outside records to enhance our ability to market and promote products or provide services that we believe may be of interest to you or to fulfill your requests for products and services.
Information From Third Party Sources
This webiste may on occasion combine information we receive online with information we have obtained through third party sources to enhance our ability to market those products or services that may be of interest to you.
Web Site Usage Information
This website automatically collects IP addresses and web site usage information from you when you visit this website. This information helps us evaluate how our users navigate and use our web site, including the number and frequency of visitors and subscribers to each web page, and the length of their visits.
Additional Uses of Information
This webiste may also use personally identifiable information collected from you for the following general purposes:
to improve the design and content of our site;
to contact you about special offers, products or services that may be of interest to you;
to share with third parties who may choose to contact you about their own special offers, products or services; and
to provide you with customer service.
Information Sharing and Disclosure
This website will not sell, share or otherwise disclose any personally identifiable information about our current or former web site users to third party companies or individuals, except as permitted or required by law.
This website may share or disclose personally identifiable information about you to other companies or individuals when:
we have your consent to share the information;
we utilize third party service providers to provide products, services or functions on our behalf (such as sending emails or processing credit cards), and ask these service providers to agree to maintain the confidentiality of your personally identifiable information and not to use your personally identifiable information for any reason except to carry out the purpose(s) for which we hired them;
you have furnished us personally identifiable information with the intent that it be forwarded to a third party for use in connection with a specified service you are electing to participate in (examples include, without limitation, e-commerce partners, services to help third parties locate you online, etc.);
we have reason to believe that someone may be causing injury to someone or interfering with our rights or the rights of our users, or general public, or using our services in violation of a legal or personal right;
we must comply with applicable laws, regulations, or legal or regulatory process; or
in connection with a sale, merger, transfer, exchange, or other disposition (whether of assets, stock, or otherwise) of all or a portion of this website business.
In addition, we may use information you provide us through emails, Q & A, blogs, forums, in response to polls, or though any other user-generated submission for editorial purposes, and may use your name and any stories you provide us in articles, conferences, and training programs. Please be advised that any such submissions become the property of this website and may be used by Edge Technologies, Llc. for any lawful purpose and to the extent, under operation of law, such submissions do not become the property of this website, you hereby grant Edge Technologies, Llc., a perpetual, royalty-free and irrevocable right and license to use, reproduce, modify, adapt, publish, translate, distribute, transmit, publicly display, publicly perform, sublicense, create derivative works from, transfer, and sell any such submissions. In addition, without limiting the foregoing, if you provide us with personal anecdotes, they may be attributed to you. This website can edit, rewrite, use, and reuse the content, including your name, likeness, photograph, and biographical information you provide, in any way and any media whether now known or invented in the future, with or without attribution, including publication, and in trade media, and advertising. You agree that any content you send us will not violate any rights of any third party and that you will only send us content for which you own the rights.
Your Internet Protocol ("IP") address is usually associated with the place from which you enter the Internet, like your Internet Service Provider, your company or your university. Our server may also record the referring page that linked you to us (e.g., another web site or a search engine); the pages you visit on our sites, the web site you visit after this website; the ads you see; the ads you click on; other information about the type of web browser, computer, platform, related software and settings you are using; any search terms you have entered on this website or a referral site; and other web usage activity and data logged by our web servers. We may use your IP address to help diagnose problems with our servers, gather broad demographic information, and administer our website. We may also link this information with your personal information when we feel that it is necessary to enforce compliance with our rules and policies or terms of service or to protect our sites, customers or others.
If the email address you provide to us is a wireless email address, you agree to receive messages at such address from this website, entities affiliated with this website. You understand that your wireless carrier's standard rates apply to these messages. You represent that you are the owner or authorized user of the wireless device on which messages will be received, and that you are authorized to approve the applicable charges.
Your information on this website is password-protected for your privacy and security. The personally identifiable information we collect about you is stored in limited access servers. We maintain (directly and through our agents) physical, electronic and procedural security safeguards to protect your personally identifiable information.
This website does not represent or warrant the security of personally identifiable information, and shall have no liability if such security is compromised. In the unlikely event that security of your personally identifiable information in our possession or control may have been compromised, we may seek to notify you of that development. If a notification is appropriate, we would endeavor to do so as promptly as possible under the circumstances, and, to the extent that we have your e-mail address, we may notify you by e-mail.
Review and Correction
This website offers registered users the online ability to correct or update information that we have collected during the registration process. This can be done by visiting the My Profile section of this website.
We retain your information for as long as necessary to permit us to use it for the purposes that we have communicated to you and comply with applicable laws or regulations.
This website may change this policy from time to time without prior notice.
Termination and Web Site Modification
This website may change, including eliminating or discontinuing any content on or feature of this website, at any time and in its sole discretion. This website may also terminate your access to and use of this website or any portion thereof, immediately, in the event this website determines, in its sole discretion, that you have breached any of the terms and conditions of this Agreement or any applicable laws, rules or regulations, or at any time for any reason without cause.
Copyright and Limitations on Use
The content displayed on this website (the "Content") is the property of Edge Technologies, LLC. or its licensors and is protected by copyright and other intellectual property laws. The Content includes for example, stories, tools, calculators, RSS feeds and other items displayed on the site. This website and the Content may only be used for your personal and noncommercial use. You agree not to reproduce, retransmit, distribute, disseminate, sell, publish, broadcast or circulate the Content to anyone, including but not limited to others in the your company or organization, without the express prior written consent of this website, with this one (1) exception:
This website includes facts, views, opinions and recommendations of individuals and organizations deemed of interest. This website and its Content licensors are not giving investment advice, tax advice, legal advice, or other professional advice. This website and its Content licensors do not guarantee or warrant the accuracy, completeness or timeliness of, or otherwise endorse, these views, opinions and recommendations or advocate the purchase or sale of any security or investment. You should always seek the assistance of a professional for advice on investments, tax, the law, or other professional matters.
This website provide general financial information designed to educate broad segments of the public. This website helps users identify savings and investment strategies that can help them meet their financial goals. They do not take into account all of the unique circumstances that may affect a user's financial decisions, and nothing contained herein should be considered personalized investment advice that is tailored to the individual needs of users. The results obtained by using these features should not serve as the sole or primary basis for making investment decisions.
You may not violate or attempt to violate the security of this website, including by, without limitation (a) accessing data not intended for you or logging into a server or account which you are not authorized to access, (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization, (c) attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to this website, overloading, conducting "denial of service attacks", "flooding", "spamming", "mail bombing" or "crashing", (d) sending unsolicited e-mail, including promotions and/or advertising of products or services, (e) forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting, or (f) attempting to decipher, decompile, disassemble or reverse engineer any of the software comprising or in any way making up a part of this website. Violations of system or network security may result in civil or criminal liability. This website will investigate occurrences which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations.
Disclaimer or Warranties and Liability
Due to the number of sources from which content in this website is obtained, and the inherent hazards of electronic distribution, there may be delays, omissions or inaccuracies in such content and this website.
THIS WEBSITE, THE CONTENT CONTAINED OR REFERENCED WITHIN THE SITE OR AVAILABLE THROUGH ANY LINK FROM THIS SITE, AND ANY PRODUCT OR SERVICE OBTAINED OR ACCESSED THROUGH THIS SITE ARE PROVIDED "AS IS," "AS AVAILABLE" AND WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THIS WEBSITE, EDGE TECHNOLOGIES,LLC. AND THEIR RESPECTIVE PARENT COMPANIES, SUBSIDIARY COMPANIES, AFFILIATES, AGENTS AND LICENSORS ("THIS WEBISTE PARTIES") DO NOT WARRANT AND SPECIFICALLY DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF THE ACCURACY, COMPLETENESS, TIMELINESS, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE CONTENT AVAILABLE THROUGH THIS WEBSITE, OR THIS WEBSITE ITSELF. THIS WEBSITE AND IT'S PARTIES DO NOT WARRANT THAT YOUR USE OF THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVERS ON WHICH THE SITE IS HOSTED ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND YOUR RELIANCE THEREON. THIS WEBSITE AND IT'S PARTIES SHALL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY LOSS OR INJURY, OTHER THAN DEATH OR PERSONAL INJURY RESULTING DIRECTLY FROM USE OF THIS WEBSITE, CAUSED IN WHOLE OR PART BY ITS NEGLIGENCE OR CONTINGENCIES BEYOND ITS CONTROL IN PROCURING, COMPILING, INTERPRETING, REPORTING OR DELIVERING THIS WEB SITE AND ANY CONTENT THROUGH THIS WEBSITE. IN NO EVENT WILL THIS WEBSITE OR IT'S PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DECISION MADE OR ACTION TAKEN BY YOU IN RELIANCE ON OR IN CONNECTION WITH SUCH CONTENT OR THIS WEBSITE. THE WEBSITE OR IT'S PARTIES SHALL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DAMAGES OTHER THAN DIRECT DAMAGES (INCLUDING, WITHOUT LIMITATION, CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE, OR SIMILAR DAMAGES) EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR COULD HAVE FORESEEN ANY OF THE EXCLUDED DAMAGES, AND IRRESPECTIVE OF ANY FAILURE OF AN ESSENTIAL PURPOSE OF A LIMITED REMEDY, UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THE SITE AND/OR THE CONTENT CONTAINED ON THIS WEBSITES OR AVAILABLE THROUGH THIS WEBSITES, OR ANY PRODUCT OR SERVICE PURCHASED OR ACCESSED THROUGH THIS WEBSITES.
NOTWITHSTANDING ANY OTHER TERM OR PROVISION OF THIS AGREEMENT, THIS WEBSITE OR IT'S PARTIES; LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, WHETHER ARISING UNDER THIS AGREEMENT OR OTHERWISE, SHALL BE LIMITED, IN THE AGGREGATE, TO THE AMOUNT PAID BY YOU TO THIS WEBSITE FOR THE APPLICABLE SUBSCRIPTION FEE WITHIN THE ONE YEAR PRECEDING THE EVENT (OR LAST IN A SERIES OF EVENTS) WHICH GAVE RISE TO THE CLAIM. ALL CLAIMS FOR DAMAGES MUST BE ASSERTED WITHIN ONE YEAR OF THE EVENT (OR LAST IN A SERIES OF EVENTS) TO WHICH THEY RELATE OR BE FOREVER BARRED.
Because some states or jurisdictions do not allow the exclusion or limitation of liability for damages or the exclusion of certain types of warranties, parts or all of the above limitation may not apply to you. If any applicable authority holds any portion of this section to be unenforceable, then this website's Parties' liability will be limited to the fullest possible extent permitted by applicable law.
You agree to indemnify and hold the Edge Technologies, Llc. Parties, and their respective officers and employees, harmless from any claim or demand, including reasonable attorneys' fees, due to your violation of the terms and conditions of this Agreement or your infringement of any intellectual property or other right of any person or entity.
Links to Third Party Sites
This website contains hyperlinks to web sites operated by persons other than Edge Technologies, LLC. Such hyperlinks are provided for your reference and convenience only. You agree not to hold this website or Edge Technologies, Llc. responsible for the content or operation of such web sites. A hyperlink from this website to another web site does not imply or mean that this website endorses the content on that web site or the operator or operations of that site. You are solely responsible for determining the extent to which you may use any content at any other web sites to which you might link from this website.
This website name, tradenames, trademarks and logo, and all related product and service names, design marks and slogans (collectively, "this website Marks") are the trademarks, service marks or registered trademarks of this website or its affiliates. This website may not be used in any manner without the prior written consent of this website.
All other products and service marks contained on this website are the trademarks of their respective owners. Reference to any products, services, processes, hypertext links to third parties or other information by trade name, trademark, manufacturer, supplier or otherwise does not necessarily constitute or imply the endorsement, sponsorship or recommendation by Edge Technologies, Llc. Product and service information are the sole responsibility of each individual vendor.
Miscellaneous Legal Terms
This Agreement contains the final and entire agreement between us regarding your access or use of the Services and supersedes all previous and contemporaneous oral or written agreements regarding your use of the this website. We may discontinue or change this website, or their availability to you, at any time. This Agreement is personal to you, which means that you may not assign your rights or obligations under this Agreement to anyone. This website may sell, assign, transfer, or delegate any right or duty hereunder to Edge Technologies, Llc. or any affiliate thereof without notice. No third party is a beneficiary of this Agreement. If any provision of this Agreement or its application in a particular circumstance is held to be invalid or unenforceable to any extent, the remainder of the Agreement, or the application of such provision in other circumstances, shall not be affected thereby, and each provision shall be valid and enforced to the fullest extent permitted by law. You agree that this Agreement, as well as any and all claims arising from this Agreement will be governed by and construed in accordance with the laws of the State of Nebraska, United States of America applicable to contracts made entirely within Nebraska and wholly performed in Nebraska, without regard to any conflict or choice of law principles. All disputes under this Agreement shall be resolved by litigation in the courts of the State of Nebraska including the federal courts therein and the parties all consent to the exclusive jurisdiction of such courts, agree to accept service of process by mail, and hereby waive any jurisdictional or venue defenses otherwise available to it. This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods.