Biz Owner Advisors Logo
"The foundation of our success is knowledge,
integrity, confidentiality and dedication"
Call or Email Us Today:
(314) 849-7679
jim@bizowneradvisors.com
If you like this article, please reward us by sharing it with the social media buttons below:
TERMS OF USEUpdated: June 24, 2014

PLEASE READ THESE TERMS OF USE BEFORE ACCESSING OR USING THE BOA WEBSITE AND/OR ANY BOA PRODUCTS AND SERVICES.

The Biz Owner Advisors website (www.BizOwnerAdvisors.com) (the “BOA Website”) is owned and managed by Biz Owner Advisors, LLC (“BOA”), which provides comprehensive business brokerage services in the St. Louis area and in Southern Illinois. BOA also provides information, content, products, services and other materials to business owners on topics relevant to the sale of a business.

BOA provides the BOA Website and other information, content, products, services and materials available at or through the BOA Website (collectively the “BOA Products and Services”), for your personal non-commercial use only and subject to your compliance with this Terms of Use Agreement (this “Agreement”). Please read this Agreement carefully before accessing or using the BOA Website and/or any of the BOA Products and Services. Your access and use of the BOA Website and/or of any BOA Products and Services constitutes your acceptance to be bound by the terms and conditions of this Agreement without limitation, qualification or change by you. If at any time you do not accept all the terms and conditions of this Agreement, which may be modified by BOA at any time in its discretion and without direct notice, you should immediately discontinue use of the BOA Website and the BOA Products and Services.

In this Agreement, “we”, “us” or “our” refer to BOA, and “you” or “your” refer to each visitor, user, customer or subscriber of the BOA Website and/or the BOA Products and Services.

1.     Access to the BOA Website is Free

Access to and use of the BOA Website and the BOA Products and Services are available without charge. Brokerage services contracted with BOA would be provided at an agreed charge.

2.   Privacy Policy

BOA has developed a Privacy Policy in order to inform you of its practices with respect to the collection, use, disclosure and protection of personal information. You can find the Privacy Policy, which is incorporated into this Agreement, by clicking here, and by using the BOA Website and/or any BOA Products and Services, you agree to the terms of the Privacy Policy.

3.     User Communication Services

The BOA Website may contain bulletin board services, news groups, forums, blogs and/or other message or communication facilities (“Communication Services”) designed to enable you to communicate with BOA and/or others. You agree to use the Communication Services only to submit or post messages and material that are proper and, when applicable, related to the particular Communication Service. You are also prohibited from submitting to, posting or transmitting through the BOA Website, via any Communications Services or otherwise, any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, sexually explicit, profane, hateful, racially, ethnically, or otherwise objectionable material of any kind, including but not limited to any material that encourages conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or international law. Content that consists of or contains software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of “spam” is prohibited. You may not use a false or unauthorized email address or postal address, impersonate any person or entity, or otherwise mislead as to the origin of your posted content.

Any opinions, advice, statements, services, offers, or other information that constitutes part of the content expressed or made available by third parties are those of the respective authors or distributors and not of BOA, nor any of its officers, directors, employees, or agents. You acknowledge that BOA does not pre-screen all content, but that BOA and its designees shall have the right (but not the obligation) in their sole discretion to refuse or move any content that is made available via the Communication Services. Without limiting the foregoing, BOA and its designees shall have the right to remove any content that violates this Agreement or is otherwise objectionable, as we determine in our discretion. You specifically agree that BOA is not responsible for any content sent using and/or included in the BOA Website or any Communications Services by any third party.

4.     Copyright and Restrictions

The BOA Website contains proprietary material of BOA (or material that other suppliers have licensed to BOA for its use) which is protected by copyright and other laws respecting proprietary rights.   BOA retains all rights in the material and media, including (without limitation) all copyright and other proprietary rights worldwide in all media.

Except as expressly permitted in the terms of our Use of Content (Reprints) and Linking Policies below, you may not use BOA proprietary material except as expressly permitted under this Agreement and under applicable U.S. copyright laws. Any routine and/or systematic redistribution of any portion of the materials licensed herein is expressly prohibited.

End users who are duly authorized may access the BOA Website for individual use, i.e., may view the information on screen; may download small portions of the information to a computer disk for personal convenience and later reference; and may print paper copies of small portions for personal use only.

The rights granted herein are an expansion of the rights granted under applicable U.S. copyright laws and do not include any rights to reproduce in its entirety any portion of BOA proprietary material, whether contained in the BOA Website, the BOA Products and Services, or otherwise. Except as expressly permitted in the terms of our Use of Content (Reprints) and Linking Policies below,no part of BOA’s proprietary materials may be duplicated in any medium or format beyond the express terms of this Agreement without prior written authorization from BOA. Any use not authorized by this Agreement is prohibited and is not a fair use under U.S. copyright law.

You acknowledge and agree that the information (and the licensed materials contained therein) is highly proprietary in nature and that unauthorized copying, transfer or use may cause BOA and/or its suppliers irreparable injury that cannot be adequately compensated for by means of monetary damages. You agree that any breach of this provision by you, or any subscriber or end-user, may be enforced by BOA and/or any of its suppliers, by means of equitable relief (including, but not limited to, injunctive relief) in addition to any other available rights and remedies.

You agree that any supplier of any portion of the licensed materials may enforce its rights against you, even though that supplier is not a party to this Agreement.

Except as expressly permitted in the terms of our Use of Content (Reprints) and Linking Policies below,you may not and may not permit others to: reproduce, publish, distribute, sell, or otherwise access or use any material retrieved from or contained in or on the BOA Website in any manner whatsoever that may infringe any copyright or proprietary interest of BOA; distribute the information contained in and/or the BOA Website to other users not duly authorized to access the BOA Website; distribute, rent, sublicense, lease, transfer or assign the information or this Agreement; de compile, disassemble, or otherwise reverse-engineer the BOA Website or information contained in or on the BOA Website or any software contained therein, or alter, translate, modify, or adapt it to create derivative works. Unauthorized reproduction, transfer, and/or use may be a violation of criminal as well as civil law.

If you breach any provision of this Agreement, BOA may immediately terminate this Agreement and all licenses granted hereunder without prior notice and in addition to any other available rights and remedies.

Use of Content (Reprints) and Linking Policies
Use of Content (Reprints)

 

Beyond widely recognized “Fair Use(http://www.copyright.gov/fls/fl102.html) guidelinesdefined by U.S. copyright law, any other reproduction of BOA content requires our written permission.

Brief quotations of the BOA Website’s contents, except content provided by third parties, are encouraged as long as they include attribution and a direct link to the BOA Website (www.BizOwnerAdvisors.com) or the exact URL of the source page (preferred). All other rights are reserved worldwide. “Brief quotation” is defined as one or a few sentences and may not exceed two paragraphs in length. Although utilizing brief quotations does not require written permission, we would appreciate an email to useofcontent@bizowneradvisors.com informing us where our content is being utilized. Brief quotations from Third Party Content (as defined below) on the BOA Website requires written permission.

Extensive or regular use of content from the BOA Website without permission, even if attributed, are a violation of this policy and of applicable copyright law. Brief quotations that are unattributed are also a violation of this policy and applicable copyright law.

To obtain permission to utilize Third Party Content from the BOA Website, or for more extensive use of our content, including reprints of entire articles, please contact us by email at useofcontent@bizowneradvisors.com with the following information: 1) your name; 2) your title; 3) your email address; 4) your phone number; 5) your company’s name; 6) your company’s address; 7) your company’s website URL; 8) describe the specific content from our website that you wish to utilize; 9) describe your intended use of our content; 10) describe the nature of your publication; and 11) state that you have read and agree to the 11 conditions below.

 

Your request for permission must include a statement that, if permission is provided, you agree to the following conditions:

  • You must publish or reprint the content as written. You cannot change content or the title of the article in any way. The intent, substance or interpretation of the content used should not be modified without specific approval in writing from BOA.

 

  • You must provide full attribution for the content to BOA.   We prefer the following notice but will accept another version as long as it contains the same basic information:

 

© 2014, Biz Owner Advisors, LLC. Used with permission of Biz Owner Advisors, LLC www.BizOwnerAdvisors.com. The specific URL for this content is www.BizOwnerAdvisors.com/(rest of URL).

 

  • You must agree to establish all links within our content so that they are active/linkable with no syntax changes. You are not allowed to include the rel = nofollow tag in your HREF statements.

 

  • Unless an exception is provided in writing, use of our content should not be presented in such a manner that implies affiliation or endorsement of your company’s products, services, publications or website.

 

  • You must not reprint any article from the BOA Website that is to be used in any pop up ads or unsolicited email.

 

  • You are not allowed to reprint any author’s photo related to the BOA Website.

 

  • Unless an exception is provided in writing, you are not allowed to sell any of our content or charge others to view any content you publish or reprint with our permission.

 

  • You are not allowed to use any content from our site in video or audio form.

 

  • You are not allowed to translate our content to any other language. You may not create derivative work from any of our content.

 

  • When you utilize our content and it is published in electronic format, you agree to notify us by email at useofcontent@bizowneradvisors.com of how we can access and view the use of the content.   If your use is in a format that does not enable us to easily access it electronically, you agree to mail one copy to Biz Owner Advisors, LLC, 11728 Arboroak Drive, St. Louis, MO 63128.

 

  • You acknowledge that BOA has the sole right to revoke permission at any given time for any reason provided you’re given 48 hours written notice via email or via fax or via telephone or via U.S. mail. If you’re unreachable, you also agree that we may contact your web hosting provider to reach you and serve this notice. Upon receiving notice from us, you will have 24 hours to immediately remove content you received from BOA and must provide us with a written reply indicating that you have complied with our request in order to mitigate further action against you and your business to enforce this covenant.

 

Use of Content (Framing Restrictions)

 

BOA is concerned about the integrity of the BOA Website when it is accessed in a manner solely determined by third parties or viewed in a setting solely created by third parties. Specifically, BOA is concerned with activities such as bringing up or presenting content of the BOA Website within another website (“framing”). In this regard, without limiting the provisions contained in our Terms of Use, you may not frame any web page from the BOA Website, except with our express written permission. Further, you may not archive, cache, or mirror any BOA Website web page or portions of a web page. To request permission to reprint, frame, or redistribute any content from the BOA Website, please see the section above titled Use of Content (Reprints).

Linking to the BOA website

 

You may link to content in the BOA Website for informational purposes only as long as you agree to these conditions:

  • Use a textual URL only.
  • Do not attribute a link on your website to the BOA Website and then link somewhere else.
  • Do not write and link to a summary of the BOA Website content which exceeds “Fair Use(http://www.copyright.gov/fls/fl102.html) guidelines. Please familiarize yourself with the section above titled Use of Content (Reprints).
  • Do not frame or use any framing techniques to enclose any of BOA’s content. See the section above titled Use of Content (Framing Restrictions).
  • Unless an exception is provided in writing, you may not imply affiliation or endorsement of your company and/or its products, services, publications or website.

We reserve the right to request the removal of any links from your site. All such requests must be granted immediately.

 

Third Party Content

 

The BOA website may include content that is supplied by companies or individuals that are not affiliated with BOA (“Third Party Content”). On the BOA Website, the source of all Third Party Content is clearly and prominently identified. The Third Party Content is protected by copyright pursuant to applicable United States copyright laws and international treaties and is owned or licensed by the Third Party Content provider(s) credited.

 

BOA has not been involved in the preparation, adoption or editing of Third Party Content and does not explicitly or implicitly endorse or approve such content.

 

While BOA makes every attempt to provide accurate and timely information to serve the needs of users, neither BOA nor the Third Party Content providers guarantee its accuracy, timeliness, completeness or usefulness, and are not responsible or liable for any such content, including any advertising, products, or other materials on or available from third party sites. The Third Party Content is provided for informational purposes only, and should not be construed as legal advice on any subject matter. You should not act or refrain from acting on the basis of any Third Party Content without seeking appropriate advice on your particular facts and circumstances from professional advisors in your state. BOA and its owners and the Third Party Content providers expressly disclaim all liability in respect to actions taken or not taken based on any or all the contents of this Website.   You will use Third Party Content only at your own risk. THE THIRD PARTY CONTENT IS PROVIDED ON AN “AS-IS” BASIS. THE THIRD PARTY CONTENT PROVIDERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.

 

THE THIRD PARTY CONTENT PROVIDERS AND THEIR PARENTS, SUBSIDIARIES, AFFILIATES, SERVICE PROVIDERS, LICENSORS, OFFICERS, DIRECTORS OR EMPLOYEES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THE USE OR THE INABILITY TO USE THE THIRD PARTY CONTENT, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, USE, DATA OR OTHER INTANGIBLE DAMAGES, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Copyright Infringement

BOA respects the intellectual property rights of third parties, and complies with the terms of the Digital Millennium Copyright Act (DMCA) regarding such rights. By submitting any material or photographs through the BOA Website, you are granting permission to have this material posted on the BOA Website, and are representing that you are the rightful owner of the submitted material, and that no one else may claim rights to this material. BOA reserves the right to remove access to infringing material. Such actions do not affect or modify any other rights BOA may have under law or contract. You can find our procedures for providing notice of alleged copyright infringement below.

Procedure for Making Claim of Copyright Infringement

If you believe that your work has been copied in a way that constitutes copyright infringement, you should send written notification thereof, in accordance with the provisions of the Digital Millennium Copyright Act, to our Designated Agent, who can be reached as follows:

By mail:

DMCA Designated Agent Biz Owner Advisors, LLC 11728 Arboroak Drive St. Louis, MO 63128 By Facsimile: (314) 849-7678 By Email: useofcontent@bizowneradvisors.com

Pursuant to 17 U.S.C. § 512(c), to be effective, the Notification must include the following:

  • A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
  • Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
  • Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit BOA to locate the material.
  • Information reasonably sufficient to permit BOA to contact the complaining party, such as an address, telephone number, and, if available, an email address.
  • A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
  • A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

This process only relates to reporting a claim of copyright infringement. Messages related to other matters will not receive a response through this process.

5.   User Code of Conduct

In accessing and using the BOA Website and/or accessing or using any BOA Products and Services, you agree that you will not:

  • Deliver any unsolicited advertisement, promotional materials, junk email, bulk email (also known as “spam”), chain letters, surveys or contests, or solicit participation in any pyramid schemes (unless it is on a page that explicitly states that such postings are allowed on that page).
  • Deliver any unlawful (according to local, state, federal, or international law or regulation) postings to or through the BOA Website, or any postings which advocate illegal activity.
  • Deliver, or provide links to, any postings containing material that could be considered harmful, obscene, pornographic, indecent, lewd, violent, abusive, profane, insulting, threatening, harassing, hateful or otherwise objectionable.
  • Deliver, or provide links to, any postings containing material that harasses, victimizes, degrades, or intimidates an individual or group of individuals on the basis of religion, race, ethnicity, sexual orientation, gender, age, or disability.
  • Deliver, or provide links to, any postings containing defamatory, false or libelous material.
  • Deliver any posting that infringes or violates any intellectual property or other right of any entity or person, including, without limitation, copyrights, patents, trademarks, laws governing trade secrets, rights to privacy, or publicity.
  • Deliver any posting that you do not have a right to make available under law or contractual or fiduciary relationships.
  • Impersonate another person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity, or adopt a false identity if the purpose of doing so is to mislead, deceive, or defraud another.
  • Manipulate identifiers, including by forging headers, in order to disguise the origin of any posting that you deliver.
  • Deliver any posting containing personal information, such as phone numbers, social security numbers, account numbers, addresses or employer references.
  • Use the BOA Website and/or any Products and Services in any manner which could damage, disable, overburden, or impair or otherwise interfere with the use of the BOA Website, or cause damage, disruption or limit the functioning of any software, hardware, or telecommunications equipment.
  • Attempt to gain unauthorized access to the BOA Website, any related website, other accounts, computer system, or networks connected to the BOA Website, through hacking, password mining, or any other means.
  • Obtain or attempt to obtain any materials or information through any means not intentionally made available through the BOA Website, including harvesting or otherwise collecting information about others such as email addresses.
  • Use Web-accelerated browsers or products (including but not limited to NetJet, NetSonic, MSIECrawler and Teleport-Pro), or other applications that are capable of copying large portions of content from the BOA Website. BOA may detect the use of these systems through live log file analysis and will ban any future use by offenders.
  • Use robots and crawlers, or similar technology, without following the robot guidelines (found at http://www.robotstxt.org). BOA will work to detect robots violating these guidelines and we will ban any offenders. If you are using a robot/crawler to check BOA links, it must operate according to the robot guidelines (see above). Do not leave new robots unattended and allow a minimum of 1 minute between automated requests.
  • Use any device, software or routine or the like to interfere or attempt to interfere with any BOA Website functionality.
  • Take any action that imposes an unreasonable or disproportionately large load on the BOA Website infrastructure.
  • Use any email addresses appearing on the BOA Website for purposes not relating specifically to the BOA Website.
  • Access the BOA Website by any means other than through the interface that is provided by BOA, or attempt or access any area of the BOA Website to which your access is not authorized.
  • Reverse engineer, reverse assemble or otherwise attempt to discover any source code relating the BOA Website, except to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.

6.     Accuracy and Availability of Information

Facts and information at the BOA Website and/or in any BOA Products and Services are believed to be accurate at the time they were placed. Changes to such facts and information may be made at any time without prior notice. All data provided on the BOA Website and/or in any BOA Products and Services is to be used for information purposes only. The information contained on the BOA Website and pages within, is not intended to provide specific legal, financial or tax advice, or any other advice, whatsoever, for any individual or company and should not be relied upon in that regard. The services described on this website are only offered in jurisdictions where they may be legally offered. Information provided in our website is not all-inclusive, and is limited to information that is made available to BOA and such information should not be relied upon as all-inclusive or accurate.

The information contained in the BOA Website and/or in the BOA Products and Services is provided for informational purposes only, and should not be construed as legal advice on any subject matter. You should not act or refrain from acting on the basis of any content included in the BOA Website and/or in the BOA Products and Services without seeking appropriate advice on your particular facts and circumstances from professional advisors in your state. The author, BOA and its owners expressly disclaim all liability in respect to actions taken or not taken based on any or all the contents of the BOA Website.

7.   Links to Third Party Sites

The BOA Website may contain links to websites, applications or other services operated by third-parties, including, without limitation, the sites of our contributing authors (the “Linked Sites”).   BOA does not endorse the content on any Linked Sites and is not responsible for the content of any Linked Sites or any websites framed within the BOA Website, or third-party advertisements on the BOA Website, and we do not make any representations regarding their content or accuracy. Any transaction that you conduct at a third-party website will be between you and the party providing that website. This means that BOA is not your agent and is not a party to any transaction at a Linked Site. If you choose to access any third-party site (including any Linked Site), you do so at your own risk, and your use of that site is subject to its own terms of use and privacy policy, which you should review. The presence of a link to a third-party site (including any Linked Site) does not constitute or imply BOA’s endorsement, sponsorship, or recommendation of the third party or of the content, products, or services contained on, or available through, the site.

8.   Software and Downloads Available Through the BOA Website

Any software that is made available to access, use, view and/or download in connection with the BOA Website (“Software”), including applications, podcasts, audio streaming, or video streaming, is owned or controlled by BOA, one or more companies commonly owned by or with BOA, and/or their licensors and suppliers, and is protected by copyright laws and international treaty provisions. Your use of the Software is limited to private, non-commercial use and is governed by the terms of the end user license agreement, if any, which accompanies or is included with the Software. BOA accepts no responsibility or liability in connection with any Software owned or controlled by third parties

9.   International Use/U.S. Export Controls

Accessing materials on the BOA Website by certain persons in certain countries may not be lawful, and BOA makes no representation that materials on the BOA Website are appropriate or available for use in locations outside the United States. If you choose to access the BOA Website from outside the United States, you do so at your own risk and initiative, and are responsible for compliance with any applicable local laws.

The United States controls the export of any software downloadable from the BOA Website. No software or any other materials associated with the BOA Website may be downloaded or otherwise exported or re-exported to countries or persons prohibited under export control laws, including but not limited to countries against which the United States has embargoed goods, or to anyone on the U.S. Treasury Department list of Specially Designated Nationals and Blocked Persons or the U.S. Commerce Department’s Table of Deny Orders. You are responsible for compliance with the laws of your local jurisdiction regarding the import, export, or re-export of any such materials. By using and/or downloading any such materials from the BOA Website, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country to which such import, export, or re-export is prohibited or are not a person or entity to which such export is prohibited.

10.   Third-Party Merchants; Advertisements, Sponsorships, Co-Promotions and Other Partnerships

The BOA Website may enable you to order and receive products, information and services from businesses that are not owned or operated by BOA. The purchase, payment, warranty, guarantee, delivery, maintenance, and all other matters concerning the merchandise, services or information, opinion or advice ordered or received from such businesses are solely between you and such businesses. BOA does not endorse, warrant, or guarantee such products, information, or services, and is not liable for the accuracy, completeness, or usefulness of such information or the quality of availability of such products or services. BOA will not be a party to or in any way responsible for monitoring any transaction between you and third-party providers of such products, services, or information, or for ensuring the confidentiality of your credit card information. Any separate charges or obligations you incur in your dealings with these third parties are your responsibility and are not part of the fee, if any, charged for any BOA Products and Services.

BOA may display advertisements for the goods and services of a third party on the BOA Website, including in connection with co-promotions, sponsorships and other similar partnership arrangements. BOA does not endorse or represent and is not responsible for the safety, quality, accuracy, reliability, integrity or legality of any such goods or services advertised, promoted or displayed on the BOA Website or in any BOA Products and Services.

11.   Your Additional Representations and Warranties

You represent and warrant to BOA that: (a) you possess the legal right and ability to enter into this Agreement; (b) all information submitted by you to BOA, including through the BOA Website, is true and accurate; (c) you will be responsible for all use of your email address and other login information (if any) even if such use was conducted without your authority or permission; (d) you are at least 18 years old; and (e) you will not use the BOA Website for any purpose that is unlawful or prohibited by this Agreement.

12.     LIMITATION OF DAMAGES AND LIABILITY

IN NO EVENT SHALL BOA OR ANY COMPANY COMMONLY OWNED BY OR WITH BOA OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MANAGERS, EMPLOYEES, MEMBERS, SHAREHOLDERS OR OTHER AGENTS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO (i) loss of goodwill, business, revenue, profits, use, data, business opportunity, or other economic advantage; (ii) your inability to use, unauthorized use of, performance or non-performance of the BOA Website; (iii) unauthorized access to or tampering with your personal information or transmissions; (iv) the provision or failure to provide any service; (v) errors or inaccuracies contained on the BOA Website or any information, software, products, services, and related graphics obtained through the BOA Website; (vi) any transactions entered into through the BOA Website; (vii) any property damage including damage to your device or computer system caused by viruses or other harmful components, during or on account of access to or use of the BOA Website or any site to which it provides hyperlinks; or (viii) damages otherwise arising out of the use of the BOA Website and/or any BOA Products and Services.

THESE LIMITATIONS SHALL APPLY REGARDLESS OF HOW ANY ALLEGED DAMAGES ARISE, WHETHER IN AN ACTION IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORTIOUS ACTION, OR ARISING OUT OR IN CONNECTION WITH THE USE OR INABILITY TO USE THE BOA WEBSITE OR MATERIALS AVAILABLE FROM OR THROUGH THE BOA WEBSITE, EVEN IF BOA OR ANY COMPANY COMMONLY OWNED BY OR WITH BOA OR THEIR AGENTS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IF THIS LIMITATION OF LIABILITY, OR THE EXCLUSION OF REPRESENTATIONS AND WARRANTIES BELOW, IS HELD INAPPLICABLE OR UNENFORCEABLE FOR ANY REASON, THEN THE MAXIMUM LIABILITY OF BOA AND/OR ANY COMPANY COMMONLY OWNED BY OR WITH BOA AND/OR ANY OF THEIR AGENTS FOR ANY TYPE OF DAMAGES SHALL BE LIMITED TO U.S. $100.00.  THESE LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ANY ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

13.     DISCLAIMER OF REPRESENTATIONS AND WARRANTIES

YOUR USE OF, AND RELIANCE ON, ANY ADVICE OR INFORMATION OBTAINED FROM OR THROUGH THE BOA WEBSITE AND/OR ANY BOA PRODUCTS AND SERVICES (INCLUDING BUT NOT LIMITED TO THIRD PARTY CONTENT) IS AT YOUR OWN RISK. THE BOA WEBSITE AND ALL CONTENT, SOFTWARE, PRODUCTS, SERVICES, INFORMATION, TEXT AND RELATED GRAPHICS, AND OTHER MATERIALS CONTAINED WITHIN OR AVAILABLE THROUGH OR FOUND AT THE BOA WEBSITE AND/OR ANY BOA PRODUCTS AND SERVICES (INCLUDING BUT NOT LIMITED TO THIRD PARTY CONTENT) ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE,” AND “WITH ALL FAULTS” BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND BY BOA OR ANY COMPANY COMMONLY OWNED BY OR WITH BOA OR THEIR AGENTS. BOA AND ANY COMPANY COMMONLY OWNED BY OR WITH BOA AND THEIR AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE BOA WEBSITE OR THE INFORMATION, CONTENT OR MATERIALS INCLUDED ON OR THROUGH THE BOA WEBSITE (INCLUDING BUT NOT LIMITED TO THIRD PARTY CONTENT). TO THE FULLEST EXTENT PERMITTED BY LAW, BOA AND ANY COMPANY COMMONLY OWNED BY OR WITH BOA AND THEIR AGENTS EXPRESSLY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY OR SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, INFORMATIONAL CONTENT, TITLE, OR NON-INFRINGEMENT OF THE RIGHTS OF THIRD-PARTIES. BOA AND ANY COMPANY COMMONLY OWNED BY OR WITH BOA AND THEIR AGENTS MAKE NO REPRESENTATION OR WARRANTY THAT THE BOA WEBSITE WILL BE AVAILABLE OR ACCESSIBLE AT ANY PARTICULAR TIME OR WILL OPERATE ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, OR THAT THE BOA WEBSITE AND/OR ITS SERVER WILL BE FREE OF VIRSUES AND/OR OTHER HARMFUL COMPONENTS. BOA AND ANY COMPANY COMMONLY OWNED BY OR WITH BOA AND THEIR AGENTS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING SUITABILITY, AVAILABILITY, ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF ANY MATERIAL OF ANY KIND CONTAINED WITHIN THE BOA WEBSITE FOR ANY PURPOSE, INCLUDING SOFTWARE, PRODUCTS, SERVICES, INFORMATION, TEXT AND RELATED GRAPHIC CONTENT. BOA AND ANY COMPANY COMMONLY OWNED BY OR WITH BOA AND THEIR AGENTS ARE NOT RESPONSIBLE FOR ANY FAILURES CAUSED BY SERVER ERRORS, MISDIRECTED OR REDIRECTED TRANSMISSIONS, FAILED INTERNET CONNECTIONS, INTERRUPTIONS IN TRANSMISSIONS OR RECEIPTS OF ANY INTERACTIVE SERVICES, OR ANY COMPUTER VIRUS OR OTHER TECHNICAL DEFECT, WHETHER HUMAN OR TECHNICAL IN NATURE.

  1.    Indemnification.  You agree to indemnify, defend and hold harmless BOA and any company commonly owned by or with BOA and their respective officers, directors, managers, employees, members, shareholders and other agents from and against any and all claims, causes of action, liabilities, damages, losses or expenses (including reasonable attorneys’ fees and costs) arising out of or in any way related to your breach of any provision of this Agreement or any warranty you provide herein, or otherwise arising in any way out of your access to or use of the BOA Website and/or the BOA Products and Services.   You agree to cooperate fully with BOA and any company commonly owned by or with BOA and their agents in asserting any available defenses in connection with a claim subject to indemnification by you under this Agreement.

15.   Governing Law; Dispute Resolution. This Agreement is governed by the laws of the State of Missouri, without regard to principles of conflict of laws.

To the extent you have in any manner violated or threatened to violate the intellectual property rights of BOA and/or any company commonly owned by or with BOA, then BOA and/or such commonly owned company may seek injunctive or other appropriate relief in any state or federal court in the State of Missouri, and you consent to exclusive jurisdiction and venue in such courts.

Any other disputes will be resolved as follows:

If a dispute arises under this Agreement, we agree to first try to resolve it with the help of a mutually agreed-upon mediator in St. Louis County, Missouri. Any costs and fees other than attorney fees associated with the mediation will be shared equally by each of us.

If it proves impossible to arrive at a mutually satisfactory solution through mediation, we agree to submit the dispute to binding arbitration in St. Louis County, Missouri, under the rules of the American Arbitration Association. Judgment upon the award rendered by the arbitration may be entered in any court with jurisdiction to do so.

By using the BOA Website, you expressly agree that your rights and obligations shall be governed by and interpreted in accordance with the laws of the State of Missouri, excluding its choice of law rules. Any legal action or proceeding relating to your access to or use of or any other matter relating to the BOA Website or any BOA Products and Services shall be instituted in the Circuit Courts of St. Louis County, Missouri or the United States District Courts for the Eastern District of Missouri, as appropriate.   We and you agree exclusively and irrevocably to submit to the jurisdiction of, and agree that venue is proper in, these courts in any such legal proceeding or action. These Terms of Use expressly exclude and disclaim the U.N. Convention on Contracts for the International Sale of Goods, which shall not apply to any transaction conducted through or otherwise involving the BOA Website.

16. Consent to Electronic Notices and Other Communications

You agree that all of your transactions relating to the BOA Website may, at our option, be conducted electronically, including any that we are otherwise required to provide in “writing”. For example, we may send you notice via postings at the BOA Website or via email to any email address that you provide to us. If you do not wish to deal with us electronically, you should not access or use the BOA Website, access or use any other BOA Products and Services or otherwise enter into this Agreement. If applicable law now or later requires us to communicate with you non-electronically, we reserve the right to charge a fee for doing so. Notice will be deemed given 24 hours after the email is sent, unless (for email) we are notified that the email address is invalid.

17. Print a Copy for Your Records

You agree to print or make an electronic copy of this Agreement (and any amendment from time to time) and retain it in your records. You also agree to make a copy of any other information that we deliver to you in writing.

18. Modification/Termination

BOA may modify the provisions of this Agreement at any time in its absolute discretion. When BOA changes the terms of this Agreement, BOA will endeavor to notify you by email or online postings on the BOA Website. The changes will also appear in this Agreement. Please review this Agreement periodically for changes. If you do not agree to be bound by the modified terms of this Agreement, you should not use or access the BOA Website again. By accessing or using the BOA Website or any other BOA Products and Services, you are agreeing to be bound by the terms of this Agreement as modified at any time or from time to time by BOA.

BOA may terminate or suspend your use or access to all or part of the BOA Website and/or any other BOA Products and Services, with or without notice, for any conduct that BOA, in its sole discretion, believes is in violation of this Agreement, any applicable law, or for any act which is harmful to the interests of another user, service provider, or BOA, or for any other reason whatsoever. Applicable sections of this Agreement will survive any termination or expiration of this Agreement.

BOA reserves the right, in its sole discretion, to modify, suspend, or terminate the BOA Website, the BOA Products and Services, and/or any portion thereof, and/or your account, password or use of the BOA Website and/or any BOA Products and Services, or any portion of any of the foregoing, at any time for any reason with or without notice to you.

Termination of your account and/or access and use rights removes your authorization to use the BOA Website and the BOA Products and Services. In the event of termination, you will still be bound by your obligations under this Agreement, including the warranties made by you, and by the disclaimers and limitations of liability. Additionally, BOA and any company commonly owned by and with BOA and their agents shall not be liable to you or any third party for any termination of your access to the BOA Website and/or any BOA Products and Services.

19. Assignment

You agree not to assign your rights under this Agreement without the written consent of an authorized representative of BOA in a non-electronic record, and any assignment without BOA’s consent will be voidable at BOA’s option. This Agreement will inure to the benefit of and bind the parties’ respective successors and permitted assigns.

20. Entire Agreement; Severability; No Waiver

This Agreement (including all documents incorporated by reference) is the entire agreement between the parties for its subject matter and supersedes all prior and contemporaneous communications between the parties. No term of this Agreement may be waived by BOA except in a signed, non-electronic writing signed by an authorized representative of BOA.

21. General

If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties agree that its remaining provisions will remain in full force and effect, provided that the allocation of risks described herein is given effect to the fullest extent possible. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. You agree that no joint venture, partnership, employment or agency relationship exists between you and BOA and/or any company commonly owned by or with BOA as a result of this Agreement or your use of the BOA Website and/or any other BOA Products and Services.

 End of Terms of Use