Terms of Service

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. This agreement does not obligate Client to purchase products or services from Company.

Definitions:

  • 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 this Site or its Services.
  • Services: All purchased information, research and services provided by Company or its affiliates, partners or subcontractors.

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.

When accessing this Site:

  • You may view the Site within a compatible browser.
  • You must enter accurate contact information (full name, company, email, phone or other information) for yourself to obtain access to any Capsolve 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 info@capsolve.com. 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 may:

  • Forward a web link (url) from this Site to others that you believe would be interested in the Content.
  • Share any social media posts distributed by Company within the same social media site.
  • 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.
  • 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:

  • Share any Content from the Site or Company in any form without written permission from Company, with the exception of web links (urls) or social posts as stated in the above section.  To request permission, send your request to permissions@capsolve.com.

Content sourced to you from Company is provided to you under a co-branded, non-exclusive, worldwide license applicable to your redistribution of the Content to your web, email and social audiences.

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 info@capsolve.com.

By proceeding with viewing this Site or a purchase of Services, you are agreeing to these 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. The Company is being engaged to provide Services to Client. Company will provide Services per the description on this site 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. The Client agrees to pay Company at time of purchase or based on the terms shown in each associated Work Statement. All invoices are provided with Net 15 payment terms and 1% interest per month 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 company is the sole responsibility of that company. Company does not provide any warranty of products or services provided by any other individual or company.

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. These obligations shall survive any termination in accordance with the provisions of applicable law.

Intermediary Disclosure. Company assists you in finding suppliers and coordinating solutions that meet Client’s needs. Company considers various factors in identifying solutions for you and recommending suppliers and plans of action. Company is acting as an independent third party and not as a fiduciary. We want you to be aware that certain suppliers may compensate us for the independent Services we provide to the industry. Company may enter into business relationships with suppliers and these arrangements are subject to change. When identifying and recommending suppliers, we may consider a number of factors, with an emphasis on supplier qualifications and Client business needs.

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 performing Services hereunder and in any addendum to this Agreement.

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 given its written consent to such disclosure or the information becomes public. Company may disclose Client Content to subcontractors and agents. These actions will not be considered a violation of this nondisclosure agreement. Company may disclose Confidential Information and Materials to subcontractors and agents with Client’s written approval or if the subcontractor or agent has an active nondisclosure agreement in place with Client or Company. 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.

Nondisparagement. 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, agents and employees.

Indemnification and Waiver. The Client agrees to indemnify, defend and hold harmless the Company, officers, directors, employees, subcontractors and agents, 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 Company engagement by the Client to render Services, and shall be binding on the successors and the assigns of the Client.

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.

Definitions

Vendor: The business registering with Company.
Vendor Information: May include budiness, product and service information (including 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 only includes Vendor Name, Vendor Website and Vendor Logo as it relates to Vendor Information.
Base Services: Includes Vendor Information Management and Vendor List searches.
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 or service to a prospective buyer.

Our Tenets

  • 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 Additional Services you either approved or purchased.

Solution Provider agrees to:

  • Grant Company a non-transferable license to receive, store and use Vendor Information in all Services provided by Company. This license may be adjusted in scope based on Vendor’s selected settings.
  • Complete and approve all optional selections in Company’s Settings as it relates to use of Marks and Company’s opt-in services. These options must be approved by Vendor personnel with the authority to enter into contracts.
  • Provide timely and accurate updates to Company with regard to changes to Vendor Information.
  • Receive communications from Company for marketing, transactional and business purposes.
  • Submit info@capsolve.com as a subscriber to its free email newsletter or similar as a means of sharing business, product and service information with Company. This submission is not required and may be implemented at the option of the registering Vendor. Any opt-out executed by Company to reverse this submission must be honored upon request based on applicable laws.

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.

General.

(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 November 14, 2022