This Terms of Service Agreement (“Agreement”) constitutes a valid, binding contract between you and Outsourcing Leadership, Inc., a Texas corporation d/b/a ISG (“ISG”), the owner and operator of www.probenchmark.com, with respect to the use of this Web site (the “Site”). Access to the materials on the Site and the services of ISG are provided subject to compliance with the terms of this Agreement. Your use of this Site signifies and constitutes your acceptance of this Agreement, as it may be amended from time to time. Please read this Agreement carefully as it forms a binding contract between you and ISG. Please print a copy of this agreement for your records.
If you have specific questions, a link to the applicable section of this Agreement is provided as follows for your convenience:
The Site is intended to provide information to customers and potential customers about our products and services. ISG grants you a limited personal, revocable, non-transferable, and non-exclusive license to use the object code of the Site on a single computer and not to download (other than page caching) or modify it, or any portion of it. Except with express written consent of ISG, you shall not (and shall not allow any third party to) copy, modify, create a derivative work from, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the software for the Site. This license does not include any resale or commercial use of this Site or its contents; any collection and use of any content or any derivative use of this Site or its contents. Neither the Site nor any portion of the Site may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of ISG. You may not use any meta tags or any other “hidden text” utilizing ISG’s name or trademarks without the express written consent of ISG. If you would like to link to our Site, please click here for applicable polices. Any unauthorized use or violation of this Agreement terminates the permission or license granted by ISG.
Access and Interference
Systematic retrieval of data from this Site to create or compile directly or indirectly, in whole or in part, a collection, compilation, database or directory without the express written permission of ISG is strictly prohibited. You agree that you will not use any robot, spider, other automatic device, or manual process to monitor or copy our web pages or the content contained herein. You may not engage in the practices of “screen scraping,” “database scraping,” or any other practice or activity the purpose of which is to obtain lists of users, portions of a database, or other lists or information from this site, in any manner or in any quantities not authorized by ISG. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of ISG or its affiliates without prior express written consent. You may not use meta tags or any other “hidden text” utilizing ISG’s name or trademarks without the express written consent of ISG.
You agree that you will not use any device, software or routine to bypass any code which may be included to prevent you from breaching the obligations in this paragraph or to interfere or attempt to interfere with the proper working of the Site. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on our or our host’s infrastructure.
Use of Contents
You may use the Site only for your or your entity’s internal general business purposes, such as gathering information for your company’s purchase of our services. Content copied, downloaded or printed must retain all the copyright, trademark and other proprietary notices. For commercial use of any portion of the contents you must secure the written consent from ISG.
Use of Site
Your use of the Site is at the sole discretion of ISG, which may deny you further use of the Site at any time, for any reason, with or without cause. Your use of the Site does not entitle you to continued use of the Site.
Your use of the Site must always comply with applicable law. In particular, but without limitation, you agree and represent not to use the Site to:
impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with any person or entity;
upload, post, e-mail or otherwise transmit any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
upload, post, e-mail or otherwise transmit any content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
upload, post, e-mail or otherwise transmit any content that you do not have the right to publicize under law;
upload, post, e-mail or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software, network, hardware or telecommunications equipment;
harvest or otherwise collect information about others (including email addresses) without their consent; or post the same information more than once or “spam” or any other form of solicitation; or
use automated scripts to collect information from or otherwise interact with the Site.
Violating this Agreement may lead to you being immediately and permanently banned, with notification of your Internet Service Provider if deemed required by us.
Content Not Endorsement
We do not sponsor, endorse, recommend or approve of any third party’s market assessments or other industry-related information discussed on the Site. The content of blogs and discussion boards may be provided as a courtesy to visitors who are interested in market information. Please see Disclaimer of Warranties for more information.
The information on this Site is for educational purposes only. By publishing this information, ISG does NOT render legal, accounting or other professional advice. It is your own responsibility to seek qualified professional advice for any specific transaction from those licensed to render such advice.
Links to This Site
You are granted a limited, revocable, and nonexclusive right to create a hyperlink to the home page of the Site so long as the pages that are activated by the link do not: (a) create frames around any page on this Site or use other techniques that alter in any way the visual presentation or appearance of any content within this Site; (b) misrepresent your relationship with ISG; (c) imply that ISG approves or endorses you, your Web site, or your service or product offerings; and (d) present false, derogatory, misleading or otherwise offensive impressions about ISG or its products or services or otherwise damage the goodwill associated with the ISG name or trademarks. You may not use any ISG logo or other proprietary graphic or trademark as part of the link without express written permission. As a further condition to being permitted to link to this Site, you agree that ISG may at any time, in its sole discretion, terminate permission to link to this Site. In such event, you agree to immediately remove all links to this Site.
Links to Other Sites
YOU AGREE TO DEFEND, INDEMNIFY AND HOLD COMPLETELY HARMLESS PROBENCHMARK FROM AND AGAINST ANY AND ALL CLAIMS, DAMAGES, COSTS, AND EXPENSES, INCLUDING WITHOUT LIMITATION CLAIMS BASED UPON THE NEGLIGENCE OF PROBENCHMARK, ARISING FROM OR RELATED TO YOUR USE OF THE SITE, THE MATERIALS IT CONTAINS, AND ANY SITES LINKED TO THIS SITE.
Disclaimer of Warranties
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE SITE IS AT YOUR SOLE RISK. THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. PROBENCHMARK EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, NON-INFRINGEMENT, QUALITY, PERFORMANCE, NON-INTERFERENCE WITH INFORMATION, AND ACCURACY OF INFORMATIONAL CONTENT. THERE IS NO WARRANTY THAT INFORMATION PROVIDED HEREUNDER, OUR EFFORTS, OR THE SITE WILL FULFILL ANY OF YOUR PARTICULAR PURPOSES OR NEEDS.
PROBENCHMARK ASSUMES NO RESPONSIBILITY FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, THE SITE OR ANY USER COMMUNICATIONS.
PROBENCHMARK IS NOT RESPONSIBLE FOR ANY INCORRECT OR INACCURATE CONTENT POSTED ON THE SITE, WHETHER CAUSED BY USERS OF THE SITE OR BY ANY OF THE EQUIPMENT OR PROGRAMMING ASSOCIATED WITH OR UTILIZED IN THE SITE.
PROBENCHMARK MAKES NO WARRANTY THAT:
YOUR USE OF THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE,
THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE WILL BE ACCURATE OR RELIABLE, OR
THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM PROBENCHMARK OR THROUGH THIS SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
Limitations and Exclusions of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT PROBENCHMARK SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF PROBENCHMARK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM:
THE USE OR THE INABILITY TO USE THE SITE;
UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA;
STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE;
ANY HACKING ATTEMPT THAT MAY LEAD TO THE DATA BEING COMPROMISED;
THE FACT THAT YOU HAVE RELIED ON INFORMATION FROM THIS SITE;
THE PURCHASE OF SERVICES FROM PROBENCHMARK; OR
ANY OTHER MATTER RELATING TO THE SITE.
IF YOU ARE DISSATISFIED WITH THE SITE, OR ANY OF THE INFORMATION CONTAINED THEREON, OR REFUSE TO ABIDE BY THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE YOUR USE OF THE SITE. NOTWITHSTANDING THE FOREGOING, PROBENCHMARK’S LIABILITY TO YOU SHALL NOT EXCEED $100.00. YOU FURTHER AGREE NOT TO JOIN IN ANY LAWSUIT WITH ANOTHER PERSON OR SERVE AS A CLASS REPRESENTATIVE OF ANY CLASS ACTION LAWSUIT AGAINST PROBENCHMARK ARISING OUT OF THE USE OF THE SITE.
PROBENCHMARK SHALL NOT BE HELD LIABLE FOR ANY REPRESENTATIONS ON THIRD PARTY SITES IN RELATION TO THE INFORMATION PROVIDED IN THIS SITE.
Intellectual Property Rights
The Site is protected by copyright, trademark, trade dress and other intellectual property rights.
The ISG’s logos, and other trademarks, service marks, labels, product names and service names (collectively, the “Marks”) are owned or licensed by ISG. You agree not to copy, display or otherwise use any of the Marks without the prior written permission of ISG. Notwithstanding the foregoing, the Marks may not be used in any manner likely to cause confusion, disparage or dilute these marks and/or in connection with any product or service that is not authorized or sponsored by ISG.
The entire Site, and all object code and source code, text, graphics, multimedia content, including but not limited to images, illustrations, audio and video clips, html and other mark up languages, and all scripts within the site associated therewith, are copyright 2008-2009, ISG. All rights reserved. The copyrighted and proprietary property of ISG may not be duplicated or used without ISG’s express prior written consent.
Unsolicited Idea Submission
We always welcome messages and feedback from ISG users and any comments regarding the ISG Site. However, it is ISG’s policy to not accept or consider ideas, suggestions, or proposals other than those we specifically request. The intent of this policy is to avoid the possibility of future misunderstandings when new functionality and features developed internally by ISG might be similar or even identical to your idea.
If you do send ISG an unsolicited suggestion, idea, or proposal, or if you send, at the request of ISG, a comment or suggestion to improve the Site (for example, through discussion boards or via email) (collectively, the "Submission"), ISG will consider the Submission to be non-confidential and non-proprietary. ISG shall have no obligations concerning the Submission, contractual or otherwise (including, but not limited to, an obligation to keep the Submission confidential), and shall not be liable for any use or disclosure of any Submission. ISG shall be entitled to unrestricted use of the Submission for any purpose whatsoever, commercial or otherwise, without compensation to you.
ISG may update, revise, supplement, modify or amend this Agreement at any time. ISG will indicate at the top of this Agreement the date of the last update. Any updates, revisions, supplements, modifications or amendments shall be effective immediately upon its posting on the Site, and will only be applicable to disputes arising, or arising out of events occurring, after such posting has been made. ISG will provide you notice of any updates, revisions, supplements, modifications or amendments to this Agreement by placing a “Notice of Modification” link on the login screen for a 30-day period following the initial posting on the Site. You agree that you will continue to be bound by this Agreement, however and whenever it is updated, revised, supplemented, modified, or amended, if you continue to use the Site after the updates, revisions, supplements, modifications or amendments have been posted.
This Agreement constitutes the entire agreement between you and ISG with respect to your use of the Site. There are no other representations, warranties, terms, agreements or conditions, either written or oral, with respect to your use of the Site except as set forth in this Agreement. If you are an individual or entity who has a written agreement with ISG, such as a Subscription Agreement, this Agreement is subject to, and governed by, the terms of any such written agreement you have entered into with ISG.
If any provision of this Agreement is deemed unlawful, void, voidable or unenforceable for any reason, then that provision shall be deemed severable from this Agreement and shall not affect the validity or enforceability of any remaining provisions.
Any dispute arising between you and ISG (whether grounded in contract, tort, statute, law or equity) or relating in any way to this Agreement, or the breach thereof, shall be finally determined by binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted in Dallas County, Texas before a single arbitrator appointed in accordance with the applicable rules of the AAA. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Discovery during the arbitration shall be conducted pursuant to the Federal Rules of Civil Procedure and shall be limited to the exchange of relevant documents and depositions of the Parties. No Party is precluded from seeking and obtaining injunctive or other emergency relief, and the election to do so by a Party shall not be construed as a waiver of arbitration.
Any dispute must be raised within one (1) year after the date the cause of action arose. Failure to provide the written documentation within this timeframe will render all claims related to the dispute null and void.
Governing Law and Venue
ISG’s principal office is in the State of Texas and this Site is controlled by ISG from its offices within the State of Texas, United States of America. The Site can be accessed from all 50 states, as well as from other countries around the world. As each of these jurisdictions has laws and regulations that may differ from those of Texas, by accessing this Site both you and ISG agree that the statutes and laws of the State of Texas, without regard to conflicts of laws principles thereof, will apply to all matters relating to use of this Site (whether grounded in tort, contract, law or equity).
This contract is fully performable in Dallas County, Texas. The Parties hereto waive any challenge to personal jurisdiction or venue (including without limitation a challenge based on inconvenience) in Dallas County, Texas. For any matter not governed by the Dispute Resolution section above, the Parties specifically consent to the jurisdiction of the State District Courts of Dallas County, and the United States District Court for the Northern District of Texas, Dallas Division.
ISG may terminate your right to use this Site, with or without cause at any time in its sole discretion, including, without limitation, your violation of this Agreement, failure to provide accurate membership data, and lack of use. In the event of termination, all representations, warranties, indemnifications, and promises made by you shall survive.
If you have a comment, question or request, or if you need to contact ISG for any other reason, there are two easy ways to do so.