OPUS AGENCY WEBSITE TERMS OF USE

Last Updated: October 14, 2020

THIS TERMS OF USE AGREEMENT (“AGREEMENT”) IS A LEGAL AND BINDING AGREEMENT BETWEEN YOU (“YOU”, “YOUR”) AND OPUS SOLUTIONS, LLC DBA OPUS AGENCY AND ITS SUBSIDIARIES AND AFFILIATES (“WE”, “US”, “OUR” OR “OPUS”), WHICH GOVERNS YOUR USE OF OUR WEBSITE (“WEBSITE”). BY USING OR ACCESSING OUR WEBSITE, YOU ARE AGREEING TO BE BOUND BY AND COMPLY WITH THIS AGREEMENT AND OUR PRIVACY POLICY.

  1. Content. The materials located on our Website, including, without limitation, text, files, images, photos, video, sounds, musical works, works of authorship and applications (collectively, “Content”) are protected by copyright, trademark and other forms of intellectual property law. All right, title and interest in and to the Content is owned, licensed to or controlled by Opus. Except as expressly provided herein, you are not granted any rights or license to patents, copyrights or trademarks with respect to our Website or the Content, and we reserve all rights not expressly granted in this Agreement. Unless otherwise indicated with respect to a specific piece of Content, you may only view and use the Content for your own personal, non-commercial use. You may not copy, store (either in hardcopy or in electronic form), transmit, perform, broadcast, re-broadcast, publish, reproduce, create a derivative work from, display, distribute, sell, license, rent, lease or otherwise transfer any of the Content to any third person, in whole or in part, whether for direct commercial or monetary gain or otherwise, without our prior written consent. We reserve any rights not expressly granted herein.
  2. Trademarks. Opus Agency® is a registered trademark of Opus Solutions, LLC. The Opus Agency® logos and other trademarks on the Website are the property of their respective owners and are owned by, licensed to, or where required, used with permission by Opus and may not be reproduced, copied, or manipulated in any manner without the express, written approval of the trademark owner.
  3. Restrictions. You may not use the Website to upload, distribute, transmit, communicate, link to, publish or access any data, information or material that violates any law or regulation or the rights of others, including intellectual property, libel and defamation law. You may not use the Website to attempt to or actually disrupt, impair or interfere with, alter or modify the Website or any information, data or materials posted and/or displayed by us or anyone else. You agree to comply with all local, state, federal laws, statutes, rules and regulations, as well as any international treaties, which are applicable to your use of our Website.
  4. DISCLAIMER OF WARRANTIES. YOU EXPRESSLY AGREE THAT USE OF AND ACCESS TO OUR WEBSITE IS AT YOUR SOLE RISK. THE WEBSITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE DO NOT MAKE, AND HEREBY DISCLAIM, ANY REPRESENTATIONS OR WARRANTIES REGARDING THE WEBSITE AND THE PRODUCTS AND SERVICES OFFERED THROUGH THE WEBSITE OR ANY PORTION THEREOF, EXPRESS, IMPLIED OR STATUTORY, INCLUDING (WITHOUT LIMITATION) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, OR ANY WARRANTIES ARISING BY COURSE OF DEALING OR CUSTOM OF TRADE OR BY OPERATION OF LAW. WE MAKE NO REPRESENTATION OR WARRANTY THAT ANY CONTENT OR PRODUCTS OR SERVICES DISPLAYED ON OR OFFERED THROUGH THE WEBSITE ARE ACCURATE, COMPLETE, APPROPRIATE, RELIABLE OR TIMELY. WE ALSO MAKE NO REPRESENTATIONS THAT YOUR ACCESS TO AND USE OF THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, FREE OF VIRUSES, MALICIOUS CODE, OR OTHER HARMFUL COMPONENTS, OR OTHERWISE SECURE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
  5. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL OR OTHER INTANGIBLE LOSSES, RESULTING FROM (1) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE WEBSITE; (2) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE WEBSITE; OR (3) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT. IN NO EVENT SHALL OUR AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE WEBSITE EXCEED ONE HUNDRED U.S. DOLLARS (USD $100).
  6. Indemnity. You agree to defend, indemnify and hold us harmless against any losses, expenses, costs or damages (including our reasonable attorneys’ fees, experts’ fees, and other reasonable costs of litigation or proceedings) arising from, incurred as a result of, or in any manner related to any claim or action based on (1) your breach of, or failure to comply with, the terms and conditions of this Agreement; and/or (2) your use of the Website. We may, in our discretion, participate in the defense of any such claim or action and any negotiations for its settlement or compromise. No settlement which may adversely affect our rights or obligations shall be made without our prior written approval. We reserve the right, at our own expense and on notice to you, to assume exclusive defense and control of any such claim or action and then your indemnification obligation will end.
  7. Choice of Law and Consent to Jurisdiction. This Agreement is governed by the laws of the State of Oregon, without respect to its conflict of laws principles. The exclusive place of jurisdiction for all disputes arising from or in connection with this Agreement are the state and federal courts encompassing Washington County, Oregon.
  8. Links to Other Sites. Our Website may contain links to other websites maintained by third parties (“Other Sites”). If you use the links to access these Other Sites, you will leave our Website and your browser will be re-directed to the Other Sites. The Other Sites may have their own terms of use and privacy policy, and those Other Sites may have different practices and requirements than our Website. We are not responsible for the content, information, services, products or advertisements presented by any Other Site which you use at your own risk. We do not warrant or make any representation regarding the legality, accuracy, quality or authenticity of content, information, services or products presented by Other Sites. The links to Other Sites do not constitute an endorsement by Opus of any Other Site(s)’ resources, or their content, information, services or products. The Website is only providing these links to you as a convenience. The terms of use and privacy policy of any Other Sites shall apply to your access and use of them. We accept no responsibility for the content or conduct of Other Sites.
  9. Linking and Framing Policy. Any website that links to our Website (1) must not frame, surround, obfuscate or create a browser or border environment around any of the Content of the Website; (2) may link to, but not replicate, the Content; (3) must not imply that Opus Agency®, its subsidiaries or affiliates, are endorsing or sponsoring it or its products, unless we have given our prior written consent; (4) must not present false information about Opus Agency®, its subsidiaries or affiliates, or their respective products or services; (5) must not use the Website or trademarks except as expressly permitted in this Agreement or without our prior written consent; (6) must not contain content that is illegal, obscene or defamatory, or that could be construed as distasteful, offensive or controversial; and (7) must not support, endorse or encourage the unauthorized exploitation of intellectual property rights. Notwithstanding anything to the contrary in this Agreement, we reserve the right to deny permission to link to our Website for any reason in our sole and absolute discretion.
  10. Privacy Policy. We take your privacy seriously and operate under the policies and principles outlined in our Privacy Policy, which contains important information and disclosures relating to the collection and use of your personally identifiable information in connection with your use of our Website and our services. Our Privacy Policy is set forth here.
  11. Other Important Provisions. No failure or delay in enforcing any term of this Agreement shall be construed as a waiver of that or any other right in connection with this Agreement. This Agreement, together with our Privacy Policy and any other rules, regulations, procedures, notices and policies which we refer to and which are hereby incorporated herein by this reference, constitutes the entire agreement between you and us with respect to the Website, and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and us with respect to the Website. We reserve the right to seek all remedies available at law and in equity for violations of this Agreement, including the right to block access from a particular Internet address to our Website.
  12. Changes or Modifications. We reserve the right to add, delete, change or modify parts of this Agreement at our sole discretion and any time without notice or liability to you. If we do this, we will post the changes to the Agreement on this page and will indicate at the top of this page the date on which the changes were made. Your continued use of the Website constitutes your acceptance of this Agreement, as updated.