The following terms ("Terms") constitute a binding legal agreement between you and EMV Energy Solutions ("EMV Energy", "EMVENERGY", "EMV", "we" or other first person pronouns). These Terms govern your use of our website, www.emvenergy.net, emvenergy.com ("Site") and any of our other related services (collectively, the "Services").
Third Party Content and Services
We can change the Terms at any time by posting the new version(s) to the Site. We may also notify you in other ways (e.g., via email or by posting a notice on the Site) and we may require you to consent to the updated Terms before you may continue using the Services. In all cases, your use of the Services is always subject to the most current version of the Terms.
Eligible Users and Accounts
You must be at least 13 to use these Services. If you are under age 18 you must have your parent's or guardian’s permission.
When you register, you must provide us with accurate and complete information. If you are a member, client or other subscriber, paid or otherwise (e.g., member of the media provided free access), you may not share your access credentials outside of your organization. Please tell us immediately if you suspect unauthorized activity in your account: you are responsible for all activity in your account. You may terminate your account at any time. You may only create one account.
We may offer features and other versions of the Services that are only accessible through member accounts.
We reserve the right to change or discontinue the Services at any time and in any way.
If we allow users to post content, anything you post ("Content") belongs solely to you. You may only post Content if (a) you own the intellectual property rights or have obtained the necessary permissions and licenses to do everything you are doing with the Content, including uploading it to the Services and sharing it with others, (b) you have all necessary rights to grant us the license below, (c) you have received any necessary consents (e.g., if your Content depicts real people), and (d) the Content does not violate any third party rights, including intellectual property rights and rights of publicity and privacy.
User Generated Content
You hereby grant us a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, sublicensable, transferable right to use, copy, modify, transmit, sell, exploit, create derivative works from, distribute, and/or publicly perform or display such Content, in whole or in part, in any manner or medium, now known or hereafter developed, for any purpose, and you irrevocably waive all claims and assertions of moral rights or attribution associated with your Content. We have no obligation to monitor Content but we reserve the right to delete or modify Content at any time, for any or no reason.
If you become a client, member or use any of our paid Services, the fees are not refundable.
You should back up all data you generate by using the Services, including your favorites. We cannot guarantee that your data will be available at any given time or will be secure or free from corruption or loss.
We may provide third party content and links to third party websites and services. We are not responsible for such content, websites and services – you use them at your own risk.
You may not (yourself or through a third party):
(a) Use the Services and/or your experience using the Services to create similar or competitive services; (b) Modify, alter, tamper with, reverse engineer, create derivative works of, repurpose or repackage any content or other aspect of the Services, except and only to the extent that the applicable law expressly requires us to permit you to do so; (c) Use any automated process to access the Services, including content, except for search engines compiling a free public search index; (d) Circumvent any technical measures we use to restrict access to the Services; (e) Use the Services for any purpose other than as expressly permitted by these Terms and any policies posted on the Site; (f) Sell, lend, rent, lease, sublicense, assign or otherwise transfer any of the rights granted to you with respect to the Services to any third party; (g) Remove, obscure or alter any proprietary rights notice pertaining to the Services; (h) Access or use the Services in any way intended to avoid incurring fees; (i) Use the Services in connection with anything misleading or illegal, unsolicited or spam email, bulk mailing or chain letters, contests, sweepstakes, pyramid or ponzi schemes, to advertise or promote a commercial product or service that is not available through EMV, or post anything that is unlawful, defamatory, threatening, pornographic, abusive, libelous or otherwise objectionable or that encourages criminal conduct; or (j) Overload EMVEnergy’s systems or attempt to disrupt the Services.
Please email firstname.lastname@example.org to report infringement and/ or see a copy of our infringement poilcy.
As between you and EMV Energy, EMV Energy retains all right, title and interest in the Services, including the Site and all underlying software, technology and processes, all content provided via the Services, all trademarks, service marks and logos, and any developments, enhancements, modifications or derivative works of any of the foregoing. Except for rights expressly granted in the Terms, we do not grant you any other right, title or license.
If you give us feedback, we may use your feedback for any purpose without attribution, accounting or compensation to you.
We may communicate with you via email about the Services, including but not limited to information about registration or your account, newsletters, service announcements and administrative messages that are considered part of your account membership and/ or service agreement. You may also receive promotional messages from us. If you no longer want to receive such communications from us, you may follow the instructions in the emails to unsubscribe.
You will indemnify, defend and hold harmless EMVEnergy, its affiliates, officers, directors, shareholders, employees, contractors, licensors, licensees, agents and representatives (the "Covered Entities") against all liability, claims, costs, damages, settlements and expenses (including interest, penalties, attorney fees and expert witness fees) ("Liabilities") incurred by any Covered Entity in any way arising out of or relating to your violation of the Terms, your use of the Services or your Content. EMVEnergy reserves the right, at your expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. THE COVERED ENTITIES DISCLAIM ALL WARRANTIES AND REPRESENTATIONS WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, ACCURACY AND NON-INFRINGEMENT. THE COVERED ENTITIES DO NOT PROMISE THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE UNINTERRUPTED OR ERROR-FREE. SOME JURISDICTIONS DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON YOUR STATUTORY RIGHTS, SO OUR DISCLAIMER MAY NOT APPLY TO YOU.
TO THE EXTENT NOT PROHIBITED BY LAW, THE COVERED ENTITIES SHALL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR SIMILAR DAMAGES, INCLUDING LOST PROFITS, DAMAGES ARISING FROM LOSS OF INFORMATION OR DATA, BUSINESS INTERRUPTION, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE COVERED ENTITIES’ TOTAL AGGREGATE LIABILITY FOR ALL DAMAGES ARISING UNDER OR RELATED TO THE SERVICES OR ANY OTHER EMVENERGY PRODUCTS OR SERVICES EXCEED THE GREATER OF THE AMOUNT YOU HAVE PAID US IN THE SIX MONTHS BEFORE THE CLAIM AROSE OR $10. THESE LIMITS APPLY EVEN IF A STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW LIMITS ON CERTAIN LIABILITIES SO THESE LIMITATIONS MAY NOT APPLY TO YOU.
The Services are provided from servers located in the United States and may also be provided from services located outside the United States. We reserve the right to store and process personal information both inside and outside the United States. By using and accessing the Services, you understand and consent to the storage and processing of all information you have provided to us (including personal information) in the United States and outside the United States.
(1) These Terms incorporate all policies and requirements shown on the Site. You cannot assign your account to any third party without our prior written consent. (2) EMV Energy will be entitled to recover any legal fees and other costs associated with enforcing the Terms. (3) You can provide any notices to us by sending an email to email@example.com (4) This Agreement is governed by the laws of the State of Tennessee, excluding its choice of law principles. (5) You must bring any claims under the Terms within one year unless the law requires a longer timeframe. Claims not filed within those limits are permanently barred. (6) Except for the optional arbitration described next, the parties will resolve any disputes in the courts of Davidson County, Tennessee. Excluding claims for equitable relief, if the total amount in dispute is less than $10,000, either party may elect to resolve the claim through binding arbitration by initiating arbitration through an established provider that is agreed upon by the parties. The arbitration must be conducted under the following rules: (a) at the choice of the party seeking relief, the arbitration shall be conducted by telephone, online or solely on written submissions, (b) no party or witness will make any personal appearance unless the parties agree otherwise, and (c) the winning party may have the arbitrator’s award entered as a judgment in any court of competent jurisdiction. (7) Whether in court or in arbitration, the initiating party must bring all claims in its individual capacity and not as a plaintiff or class member in a class action or other similar proceeding. (8) If any provision of the Terms is legally unenforceable, that provision shall be limited to the least extent necessary to render it enforceable (or eliminated if it cannot be made enforceable) and the validity and enforceability of the remaining provisions will not be affected. No waiver will be effective unless it is in an explicit writing and signed by the waiving party.
EMV Energy is committed to strict compliance with all Federal and state laws and regulations, and to the highest ethical standards in the way we conduct our operations. This includes strict compliance with federal and state antitrust laws, to protect and enhance our country’s free, competitive economy.
You are Responsible for your Antitrust Compliance.
Compliance with the antitrust laws is a serious business. Antitrust violations may result in heavy fines for corporations, and in fines and imprisonment for individuals. While EMV Energy may provide guidance on antitrust matters, you bear the ultimate responsibility for assuring that your actions comply with the antitrust laws.
EMV Energy’s Antitrust Guidelines For Meetings
You must avoid any discussions or conduct that might violate or even appear to violate the antitrust laws. The following guidelines will help you do that:
Do consult with antitrust counsel about any documents or data that could raise antitrust issues, such as information about prices, production, or any proposed action that may disadvantage customers or competitors.
Do consult with antitrust counsel on any non-routine correspondence that requests an EMV Energy consultant member or client company to participate in projects or programs with others, collect data for such activities, or otherwise join other member companies in EMV Energy actions.
Do follow an approved agenda. Have counsel review the agenda and minutes of the meeting before they are put into final form and circulated.
Do not communicate – either directly or indirectly -- with other companies In the sector, whether members partners, clients or not, about:
Any company’s (including your own) prices for products or services;
Discounts, credit terms, other terms of sale, profit margins or anything else that might affect prices;
Allocating markets, customers, territories or products with your competitors;
Bids for, or solicitations of, particular customers or business;
Any company’s (including your own) inventory, capacity, or production;
Whether or not, or how, to deal with any other company;
Any marketing or production plans or other competitively sensitive information concerning your own company or a competitor.
Do not stay at a meeting, or any other gathering, if those kinds of discussions are taking place and do note your objection to the discussion.
Do not take notes or create any documents or other records that might be misinterpreted to suggest that EMV Energy condones or is involved in anticompetitive behavior.
Whenever you have any question about whether particular EMV Energy activities might raise antitrust problems, please contact us immediately.