TERMS AND CONDITIONS
These Terms and Conditions are an agreement (“Agreement”) between Antares Enterprises, Inc., doing business as Tier 11 (hereafter “Tier 11” “we”, “us” or “our”) and each user (“User” “you” or “your”) of www.tiereleven.com (the “Site”) or products or services made available by Tier 11, including advertising services and any software related to the same (collectively, “Services”).
2. Personal Information
3. Changes to the Terms of Service
Tier 11 reserves the right, at our sole discretion, to revise or replace this Agreement at any time. For instance, we may need to change this Agreement if a new feature is launched or a service is upgraded. It is User’s responsibility to check for changes to this Agreement. If you do not agree to the new terms, you must discontinue use of the Services. If you continue to use the Services after the revised terms go into effect, then you have accepted the changes to this Agreement.
4. Duration of Services Agreement
The duration of Services, including effective date, initial commitment period, automatic renewals and expiration of Services (“Service Period”), will be governed by the underlying Services Agreement.
Where payment of fees is required for the usage of Tier 11 Services, you agree to pay all fees for Services ordered from us as set forth in your Services Agreement. Our fees are based on recommendations made and agreed upon through the onboarding process.
6. No Refunds
Tier 11 has a strict, no refund policy. By accepting this Agreement, you agree and understand that you are waiving the right to claim any refund of fees paid for access and use of the Services offered by Tier 11.
7. License and Use of Data
In consideration of payment for Services and subject to any limitations set forth in this Agreement, Tier 11 hereby grants you a limited, revocable, non-exclusive, non-transferable and non-assignable license to (1) include the Tier 11-provided code (together with any fixes, updates and upgrades provided to you, the “Tier 11 Tracking Code”) in the HTML code for web page(s) that are properly registered for the Services and owned or operated by you, solely for the purposes of accessing and providing information to the Services and accessing information available from the Services with respect to such web page(s); (2) utilize any software related to the Services and/or (3) remotely access the Services to view and download your analysis and reporting stored on the Tier 11 Site. This license shall be valid only for the Service Period.
8. Prohibited Uses
You shall not use the Services: (1) in a manner inconsistent with this Agreement; (2) to copy, in whole or in part, except as part of a routine backup process for use exclusively by you (3) to modify, translate, adapt or otherwise create derivative works or improvements, whether or not patentable; (4) to combine or incorporate the software, or any part thereof, in any other programs; (5) to decompile or reverse engineer, or otherwise attempt to derive or gain access to the source code of the software or any part thereof; (6) to remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices included on or in the software or related documentation, including any copy thereof; (7) for purposes of competitive analysis of the Services, including the software, or for any other purpose that is to Tier 11’s competitive disadvantage; or (8) for a use that would be illegal under laws that pertain to the jurisdiction in which the Services are being used.
9. License to User Data
10. License to Posted Material
By posting any software, information, data, databases, music, audio, video or audio-visual files, photographs, images, documents, text, digital files, forum messages, reviews, comments or other material (“Material”) to the Tier 11 Blog or any other public area, you hereby grant Tier 11 an irrevocable, perpetual, non-exclusive, royalty-free worldwide license to reproduce, adapt, distribute, perform or publicly display, or create derivative works from all or any portion of the Material. You further represent and warrant that you own all rights to such Material and that this license does not infringe the rights of any third party or violate any applicable law or regulation.
11. Monitoring Services
Tier 11 has no obligation to monitor the content of the Services. Nonetheless, Tier 11 reserves the right to monitor the Services electronically from time to time, and to disclose any information as necessary or appropriate to satisfy any law, regulation or other governmental request, to operate the Services properly, or to protect itself or its customers.
12. Third-Party Sites
13. Ownership of the Services
Tier 11 put a lot of effort into creating our Services including, the logo and all designs, text, graphics, pictures, information, and other content (excluding your content). We and/or our vendors and suppliers, as applicable, retain all right, title and interest in and to the Services, the Site and all information, content, software, analytics and other software and materials provided by or on behalf of us, including but not limited to all text, images, videos, logos, button icons, audio clips, and the look and feel of the website and our brands and logos, and any data compilations, including without limitation any data input by or on behalf of us or our third party providers, and any data to the extent processed by, or resulting as an output of, the Services, and all Services usage data, statistical data or aggregated data collected or reported with respect to the any part or all of the Services (“Tier 11’s Materials”). Tier 11 hereby grants you a limited, revocable, non-exclusive, non-transferable and non-assignable license to use Tier 11’s Materials for the duration of the Services Agreement and subject to the provisions in Section 8.
In addition, unless otherwise stated, all content on the Site, is either Tier 11’s Materials or the property of third parties. This content is protected by copyright as a collective work and/or compilation, pursuant to U.S. copyright laws, international conventions and other copyright laws. Tier 11 grants you a revocable license, the scope of which is limited to viewing the content of the Site for whatever length of time you are viewing the Site. You are not permitted or authorized to copy, re-publish, modify, or distribute any content on the Site.
The Tier 11 name, the terms, and all related names, logos, product and service names, designs, and slogans are trademarks of the company or its affiliates or licensors. You must not use such marks without the prior written permission of Tier 11. All other names, logos, product and service names, designs, and slogans used on or in connection with the Services are the trademarks of their respective owners.
Tier 11 shall provide the Services in a professional and workmanlike manner, but cannot guarantee the results of such services. Except as expressly set forth in the preceding sentence Tier 11 makes no representations or warranties, expressed or implied, with regard to the Services or this Agreement, including, but not limited to, implied warranties of merchantability and fitness for particular purpose or any warranty arising by operation of law, out of the course of dealing, custom or usage of trade.
16. Limitation of Liability
In no event will Tier 11 be liable for any lost revenue, profit or data, or for special, indirect, consequential, incidental or punitive damages, however caused and regardless of the theory of liability, arising out of or related to the use of or inability to use the services, even if Tier 11 has been advised of the possibility of such damages. In no event will Tier 11’s aggregate liability arising out of or related to the Services or this Agreement exceed an amount equal to 50% of the management fee paid to Tier 11 by you during any introductory term. The foregoing limitations will apply even if the above stated warranties fail of their essential purpose.
18. Governing Law and Jurisdiction
This Agreement, and any disputes arising out of or related hereto, shall be governed exclusively by the laws of the Commonwealth of Massachusetts, without regard to its conflicts of laws rules. The state and federal courts located in Suffolk County, Massachusetts, shall have exclusive jurisdiction to adjudicate any dispute arising out of or relating to this Agreement. Each party hereby consents to the exclusive jurisdiction of such courts. If there is any conflict or inconsistency between any provision of this policy and any provision of any applicable law, the latter shall control.
19. Users from Other Jurisdictions
The Services are controlled and operated by the Company from the United States. If you are not a resident of the United States or you are located outside the United States, you should not use the Services unless you are in compliance with all applicable law. If you choose to use the Services or provide information to us, please note that we may transfer Personal Information provided by you for processing in the United States. By providing Personal Information to us for the purpose of setting up an account, obtaining Services, or placing you or your company on our contact lists, you consent to the transfer of Personal Information to the United States. The transfer of that Personal Information to the United States is necessary for Tier 11 to provide Services.
We do not represent or warrant that the Services, or any portion thereof, are appropriate, lawful, or available for use in any particular jurisdiction. Those who choose to access the Services do so on their own initiative and at their own risk, and are responsible for complying with all local laws, rules and regulations, and are subject to United States export controls in connection with your use of the Services and are responsible for any violations of such controls, including, without limitation, any United States embargoes or other federal rules and regulations restricting exports.
No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity.
If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect.
22. Entire Agreement
23. Force Majeure
Neither Party will be responsible for failure or delay of performance if caused by: any pandemic, quarantine, an act of war, hostility, or sabotage; act of God; electrical, Internet, or telecommunication outage that is not caused by the obligated Party; government restrictions; or other event outside the reasonable control of the obligated Party. Each Party will use reasonable efforts to mitigate the effect of a force majeure event.
Except as provided by any applicable law, you are solely responsible for all fees and disbursements of any attorney or other advisor retained by you in connection with enforcing this Agreement.
25. Our Contact Information
All notices of copyright infringement claims, other feedback, comments, requests for technical support, and other communications relating to the Services, should be directed to:
PO Box 552
Sagamore Beach MA 02562
You may also contact us by email using the contact form on our website.