Viewing any protected portion of this Site or purchasing a Service(s) creates an agreement between you or your company (“Client”) and Accubase Inc. dba Capsolve (Company) for the purposes of accessing and viewing Content or obtaining Services.
- Site: All pages of this website, its RSS feed and related Content materials associated with Company and its Services.
- Content: all text, images, video and other types of content distributed as part of Site or Services.
- Services: All information, research, products and services provided by Company or its affiliates, partners or subcontractors.
- User Service Content: information submitted by Client as part of a Service, excluding a Client’s company, product and service information.
By visiting this Site or purchasing Services, Client acknowledges and agrees that: (a) the information contained within the Site and Services represents Company’s valuable and proprietary information; and (b) the Site is protected under copyright law, and the information contained within the Site is protected under contract law. Company is providing Client a non-exclusive, non-transferable, worldwide license to access Site for personal, non-commercial use.
When accessing this Site:
- You must enter accurate contact information (full name, company, email, phone or other information) for yourself to obtain access to any Capsolve Services and keep it accurate during any subscription to Site or Services.
- By entering your contact information, you agree that Company may store and use your information for the purposes of contacting you, providing you marketing communications, and sending you research notifications in addition to providing you any purchased Services. You may choose to opt-out of these communications or notifications at any time by sending your request to firstname.lastname@example.org. If you are located outside of the United States, you consent to the transfer of your data to the United States for these purposes.
- You must behave in a professional manner and not inappropriately influence any other party or process associated with Company, Site, Services, Vendors, Clients or Consultants.
- You may access the RSS feed for purposes of sharing its Content (Title, Source, Header Image, text, graphs and all other associated content) within your newsletter, website or blog, upon receiving written permission from Company.
- You may repurpose content from Company as long as it is properly sourced as being from Capsolve and the Author associated with the work, upon receiving written permission from Company.
- You may not view or share any information or Content associated with Site or Services to which you do not have a valid, active subscription or approved access.
- You may request permission to share Content beyond standard links and social sharing by sending your request to email@example.com.
Access requests coming from persons who have submitted contact information that is non-descriptive, inaccurate or unverifiable, may be ignored or revoked at Company’s sole discretion.
Companies or individuals with an interest in learning more about Content or similar research may contact Capsolve at firstname.lastname@example.org.
By proceeding with viewing this Site or a purchase of Services, you are agreeing to all terms and conditions and any applicable terms of service as follows (click the arrow or gray headline to expand a section).
Terms of Service – for all Research and Services
Now, therefore, in consideration of the mutual covenants herein contained, the parties further agree as follows:
Duties. Company is being engaged to provide Services to Client. Company will provide Services per the description on Site, within Services or in a Work Statement document regarding duration, hours and cost estimates for each project and project milestone for approval by the parties. The Client shall make information concerning its business, employees, officers and professional advisors available to Company to the extent reasonably necessary to permit Company to perform the assigned duties. Neither party will unduly withhold their provision of any resources or information required for the successful completion of the Services or project nor the approval of any documents requiring consent or signature.
Fees & Payment. Client agrees to pay Company at time of purchase or based on the terms shown in each associated Service or Work Statement. All payment is due at time of purchase or provided with Net 15 payment terms and 1% interest per month if invoiced, unless otherwise stated in the Work Statement. Any Fees associated with a third party will be estimated within the associated Work Statement or project cost analysis.
Subcontractors and Agents. The Company may suggest, recommend or use subcontractors or agents to perform Services. Personnel hired by any Party is the sole responsibility of that Party. Company does not provide any warranty of products or services provided by any other Party.
Confidential Information and Materials. As used herein, the term “Confidential Information and Materials” refers to all information belonging to, used by or in the possession of the Receiving Party and provided by Disclosing Party other than information previously disclosed within the Parties’ industry, to the general public, or available to either Party from third parties not affiliated with either Party who are lawfully in possession of such information. All Confidential Information and Materials of each Party whether marked as such or not shall be treated as confidential unless approved for a specified type of disclosure in writing. All Parties will use commercially reasonable efforts to protect all Confidential Information and Materials disclosed within Services. Any Content, Information or Materials exported from Site or Services must be deleted within six (6) months from either export or at the termination of the associated Service, whichever is earlier. These obligations shall survive any termination in accordance with the provisions of applicable law.
Information Management. Company facilitates the sharing of vendor, product and service information amongst Company, Vendors, Consultants and Clients as part of Services. Client grants Company a non-transferable license to receive, store, use, reproduce, display and create derivative works from information provided for the purpose of producing Content and fulfilling purchased Services. Any information shared by Vendors within the system for a given Service, may be shared with other Parties within any associated and approved requests during the term of an active Service, limited to the scope of the Service. All Parties agree to share information only with other Parties currently registered or subscribed to Services. All Parties are subject to the Confidential Information and Materials clause as it pertains to information and materials associated with all participants and all Services both during and after any subscription to Services within the limits of applicable law. The RFP Management Service may only be shared via video conferencing for collaboration purposes with others currently subscribed to Services and approved within the RFP Management Team associated with the RFP or request in question. Company may use anonymized data, sourced from the Parties for research purposes, unless the Party opts-out of this Service.
Notification Regarding Viruses. The Client and Company will use commercially reasonable efforts to transmit materials which do not contain software viruses or any other malicious code designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment. However, the Client understands that Company cannot and does not guarantee or warrant that the networks used to transmit all materials will be free of infections, viruses, worms, or other code that contains contaminating or destructive properties.
Ownership. Parties hereby acknowledge that all disclosed Confidential Information from one Party to another Party is and shall continue to be the exclusive property of the Disclosing Party, whether or not disclosed to or entrusted to the custody of the other Party. Parties further acknowledge that all Confidential Information is to be disclosed to the other Party solely for the purpose of assisting them in participating in or performing Services hereunder and in any addendum to this Agreement. User Service Content submitted as part of Services will be owned by Company.
Nondisclosure and Nonuse. Parties hereby agree that they will not voluntarily disclose any Confidential Information or Materials of the other Party, in whole or in part, to any person or entity, for any reason or purpose whatsoever, unless the other Party shall have subscribed to a Capsolve Service, giving its written consent to such disclosure or the information becomes public. These actions will not be considered a violation of this nondisclosure agreement. The Parties further agree that neither Party shall use any Confidential Information and Materials of the other for the benefit of any person or entity except for each other as defined within this or other active Agreements and addendums, whether such use consists of the duplication, removal, oral use or disclosure, or the transfer of any Confidential Information and Materials in any manner, unless the Party shall have given its prior written consent to such use. Neither Party is limited or restricted from applying its industry knowledge or access to non-confidential information for the benefit of its own business.
Non-disparagement. Each Party agrees not to disparage the other party verbally or in writing in any manner or context, including the company, its products or services and its officers, directors and employees.
If you are opening a Vendor Account, you accept the following Vendor Supplement.
Terms of Service – for Vendor Accounts
These terms of Service are a supplement to Capsolve’s (Company) standard Terms of Service and are applicable only to registering Vendors.
Vendor: The business registering with Company.
Vendor Information: Includes all submitted company, business, product and service information (including, but not limited to logos, trademarks and service marks) from the registered Vendor.
Contact Information: The information associated with the person registering your company with Company.
Vendor List Search: Company’s identification of specific solutions for a given request from another client seeking to purchase or receive advice on the purchase of a solution. A Vendor List may include Vendor Name, Vendor Website and Vendor Logo as it relates to Vendor Information.
Base Services: Includes Vendor Information Management, Vendor List searches and marketing communications.
Additional Services: All Research and Services provided by Company, except Base Services.
Your Use of Services
Upon submitting the Vendor Information registration form, you are registering your business with Company. This registration makes Company aware of your business, products and services. It also registers you for Company’s Base Services. These Base Services were created for Company to suggest, refer or recommend a vendor, product, service or solution to a prospective buyer.
- The Vendor Information you provide to Company is your data.
- Company will only share your Vendor Information with your consent and in the context of Base Services and Services you either approved, purchased or responded to as part of Company’s Services.
- All participants must behave in a professional manner and not inappropriately influence any other Party.
Vendor agrees to:
- Complete and approve all required and optional selections in Company’s Settings as it relates to Company’s account selections and opt-in services.
- Provide timely and accurate updates to Company with regard to changes to Vendor Information.
Indemnification and Waiver. The Client agrees to indemnify, defend and hold harmless the Company and its officers, directors and employees, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising out of Company’s performance of duties within the scope of this Agreement. This indemnity and waiver shall survive the termination of the Services by the Client to render Services, and shall be binding on the successors and the assigns of the Client.
Limitation of Liability. IN NO EVENT SHALL COMPANY, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO CLIENT FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND INCURRED AS A RESULT OF SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. CLIENT HEREBY RELEASES COMPANY FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THE LIMITATIONS STATED HEREIN. IF APPLICABLE LAW DOES NOT PERMIT SUCH LIMITATION, THE MAXIMUM LIABILITY OF COMPANY TO CLIENT UNDER ANY AND ALL CIRCUMSTANCES WILL BE THE COST OF SERVICES COMPLETED, OR $100, WHICHEVER IS LESS. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF SERVICES, MAY BE BROUGHT BY CLIENT OR COMPANY MORE THAN ONE (1) YEAR FOLLOWING THE EVENT WHICH GAVE RISE TO THE CAUSE OF ACTION.
Disclaimer of Warranty. ALL INFORMATION IN THIS SITE IS PROVIDED “AS IS.” COMPANY WILL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER FOR CLIENT’S USE OF THIS SITE. EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT, COMPANY MAKES NO, AND EXPRESSLY DISCLAIMS AND EXCLUDES ALL, REPRESENTATIONS OR WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH REGARD TO THE SERVICES AND THIS SITE.
Force Majeure. If the performance of this Agreement or any obligations hereunder is prevented or interfered with by reason of fire or other casualty or accident, strikes or labor disputes, war or other violence, any law, proclamation, regulation, or requirement of any government agency, or any other act or condition beyond the reasonable control of a party hereto, that party upon giving prompt notice to the other party shall be excused from such performance during such occurrence.
(a) Company is engaged by Client for the purposes set forth in this Agreement, and its relationship to the Client during the period of service hereunder shall be that of an independent contractor, not an employee, partner or joint venture. Accordingly, Company is not required to perform Services hereunder on a full-time basis and shall be entitled to perform Services for others and engage in business ventures of any nature and description so long as such activities do not violate any express provision of this Agreement.
(b) Transferability. This Agreement may not be assigned or transferred by either party hereto without the prior written consent of the other.
(c) Acceptance. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto.
(d) Controlling Law and Severability. This Agreement shall be deemed to be entered in the State of Florida and shall be interpreted in accordance with the substantive law (and not the law of conflicts of that jurisdiction). If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the remainder of this Agreement shall continue in full force and effect.
(e) Entire Agreement; Governing Language. This Agreement and any associated Documents, Engagements, Subscriptions, Work Statements, Change Requests and Completion Statements constitute the entire Agreement between the parties hereto and contains all of the agreement between said parties and supersedes any and all other agreements, whether written or oral, with respect to the subject matter hereof. The language of this Agreement shall be deemed to be the expression of the parties’ mutual intent, and no principal of strict construction shall be applied against either party hereto. There is no statement, promise, agreement or obligation in existence which may conflict with the terms of this Agreement or may modify, enlarge, or invalidate this Agreement or any provision hereof. Any translation of this Agreement is done for local requirements and in the event of a dispute between the English and any non-English versions, the English version of this Agreement shall govern.
Updated April 28, 2023