INTRODUCTION

This Terms of Service (the “Terms”) is a binding agreement between you (“End User” or “you”) and Embark Consulting, LLC (“Embark”, "we", "us" and "our”). These Terms refer to the website and all services and information available thereon utilized by Embark, hereafter referred to as “Site.” Although parts of these Terms of Use may refer to other services who partner with Embark, these Terms are only between you and Embark, and not with any other entity or service. Use of this Site is licensed and not sold to you.

By using this Site, you are agreeing to these Terms, you (a) acknowledge that you have read and understanding these Terms, (b) represent that you are of legal age to enter into a binding agreement, and (c) accept these Terms and agree that you are legally bound by these Terms and the Embark Privacy Policy. If you do not agree to these Terms, then you are not allowed to use this Website and should immediately terminate such usage.

GENERAL USAGE

License Grant. Subject to these Terms, Embark grants you a limited, non-exclusive, and nontransferable license to use the Site for your personal, non-commercial use on devices owned or otherwise controlled by you strictly in accordance with these Terms.‌

Modification to these Terms and the Services. Embark may, at its sole discretion, change these Terms, including the Embark Privacy Policy, from time to time. If changes occur, we will provide a notice through the Site. Updated versions will never apply retroactively and will give the date they go into effect. We recommend that you check the Terms and Privacy Policy periodically for changes. Your continued use of the Site following the posting of any changes to the Terms means you accept those new terms. Additionally, Embark reserves the right to modify, suspend, or discontinue the services offered on or through the Site whether temporarily or permanently at any time for any reason. You agree that Embark shall not be liable to you for any modification, suspension, or discontinuation of such services or the Embark Site. Some modifications may require updates to Site. Embark may also impose limits on certain features and services, restrict your access to parts or all of the Site, and suspend or terminate users without notice or liability.

Communications. You consent to accept and receive communications from us, including e-mail. You may opt-out of receiving marketing communications by following the unsubscribe options we provide to you but some transactional messages you may not unsubscribe from when using certain aspects of our services.

Device Security. You are solely responsible for restricting access to your devices and you hereby agree to accept responsibility for all activities, charges, and damages that occur to the Site or Embark through use of your devices or the Site. If you discover any unauthorized use of the Site, or any other known Site security breach, you must report it to Embark immediately. You agree that you are responsible for anything that happens through your use of the Site. Embark cannot and will not be liable for any loss or damage arising from your failure to comply with this section.

Payment. While we may offer portions of the services for free, we do charge for certain features of the services. Currently, use of the Site is free but engaging Embark for certain Services may require payments and shall be subject to separate terms between Embark and you, its customers, partners, or other third-parties. Embark reserves the right to establish, remove, and/or revise prices, fees, taxes, and/or surcharges for any or all services or goods obtained through the use of the Services at any time. Regardless of the cause, Embark reserves the right to charge the final price after checkout, including without limitation all applicable transaction taxes.

License Restrictions. You shall not:

• use the Site in any way to monitor or evaluate the availability, performance or functionality of the Site for any competitive purpose, or perform or assist any other party to perform any benchmarking on the Site;
• use the Site for any illegal purpose, or in violation of any local, state, national, or international law;
• copy any portion of the Site, except as expressly permitted by this license;
• modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Site;
• reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Site or any part thereof;
• remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Site, including any copy thereof;
• rent, lease, lend, sell, sublicense otherwise make available the Site, or any features or functionality of the Site, to any third party for any commercial reason, including by making the Site available on a network where it is capable of being accessed by more than one device at any time;
• remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Site;
• directly or indirectly take any action that imposes or may impose (as determined by Embark in its sole discretion) an unreasonable or disproportionately large load on Embark or its third-party providers’ infrastructure; interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site; run Mail list, Listserv, or any form of auto-responder or “spam” on the Site; or use manual or automated software, devices, or other processes to scrape any page of the Site; or
• create a false identity on the Site, misrepresent your identity, impersonate any person, create a profile for anyone other than you, or use or attempt to use another account.

If for any reason, Embark determines that you have failed to follow these rules, we reserve the right to prohibit any and all current or future use of the Site by you. If we have reason to suspect, or learn that anyone is violating these Terms, we may investigate and/or take legal action as necessary including bringing a lawsuit for damages caused by the violation. We reserve the right to investigate and take appropriate legal action, including without limitation, cooperating with and assisting law enforcement or government agencies in any resulting investigations of illegal conduct.

Reservation of Rights. You acknowledge and agree that the Site is provided under license, and not sold, to you. You do not acquire any ownership interest in the Site under these Terms, or any other rights thereto other than to use the Site in accordance with the license granted, and subject to all terms, conditions, and restrictions, under these Terms. Embark, and its licensors and service providers, reserve and shall retain their entire right, title, and interest in and to the Site, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in these Terms.

Content and User Content. Through the Site, or via other users, Embark may make accessible various content, including, but not limited to, videos, photographs, images, artwork, graphics, audio clips, comments, data, text, software, scripts, campaigns, other material and information, and associated trademarks and copyrightable works (collectively, “Content”). You have no rights in or to the Content other than as permitted herein to use or access the Site.

Collection and Use of Your Information. You acknowledge that when you use the Site, Embark uses automatic means (including, for example, cookies and web beacons) to collect information about your device and about your use of the Site. You also may be required to provide certain information about yourself as a condition to use the Site or certain features or functionalities. All information we collect through or in connection with these Terms is subject to the Embark Privacy Policy. By using the Site, you consent to all actions taken by us with respect to your information in compliance with the Embark Privacy Policy.‌

Geographic Restrictions. The Content and Site are hosted by Embark’s third party service provider, which has hosting services located in the United States, Germany, or other European Union countries. However, the Content and Site are intended for access and use only by persons located in the United States. You acknowledge that you may not be able to access all or some of the Site outside of the United States and that access thereto may not be legal by certain persons or in certain countries. If you access the Site from outside the United States, you are responsible for compliance with local laws.

Updates. Embark may from time to time in its sole discretion develop and provide updates to the Site, which may include upgrades, bug fixes, patches, other error corrections, and/or new features for the Site (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Embark has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. You agree that all Updates will be deemed part of the Site and be subject to all terms and conditions of these Terms.

Third-Party Materials. The Site may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third-party advertising (“Third-Party Materials”). You acknowledge and agree that Embark is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Embark does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.

Term and Termination. The term of these Terms commences when you use or access our Site the first time and will continue in effect until terminated by you or Embark as set forth in this section. We may suspend or cancel your access to the Site without notice to you for any reason or no reason at all, including but not limited to if you violate these Terms, you create risk or possible legal exposure for us, your access is removed due to unlawful conduct, or our provision of the Site or its services to you is no longer commercially viable. Embark reserves the right to remove your information along with any settings from our servers with NO liability or further notice to you. Upon any such termination of access or use, your license to use the Site shall immediately and automatically terminate.

Disclaimer of Warranties. THE SITE IS PROVIDED TO YOU “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, EMBARK, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE SITE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, EMBARK PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE SITE WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

Limitation of Liability. EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED, IN NO EVENT SHALL EMBARK, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS, OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SITE (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF THE TOTAL AMOUNT PAID IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM OR ONE HUNDRED U.S. DOLLARS ($100.00), WHICHEVER IS LESS. SOME STATES OR COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. IN THESE JURISDICTIONS, EMBARK’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. THIS SITE (INCLUDING WITHOUT LIMITATION ANY CONTENT OR OTHER PART THEREOF) CONTAINS GENERAL INFORMATION ONLY, AND WE ARE NOT, BY MEANS OF THIS SITE, RENDERING PROFESSIONAL ADVICE OR SERVICES. BEFORE MAKING ANY DECISION OR TAKING ANY ACTION THAT MIGHT AFFECT YOUR FINANCES OR BUSINESS, YOU SHOULD CONSULT A QUALIFIED PROFESSIONAL ADVISOR. YOUR USE OF THIS SITE IS AT YOUR OWN RISK AND YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR USAGE, INCLUDING, WITHOUT LIMITATION, WITH RESPECT TO LOSS OF SERVICE OR DATA.

Indemnification. You agree to indemnify, defend, and hold harmless Embark and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys’ fees, arising from or relating to your use or misuse of the Services or your breach of these Terms.

Severability. If any provision of these Terms is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of these Terms will continue in full force and effect.

Governing Law. These Terms are governed by and construed in accordance with the internal laws of the State of Texas without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or related to these Terms and our Privacy Policy shall be instituted exclusively in the federal courts of the United States or the courts of the State of Texas in each case located in Dallas County. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Entire Agreement. These Terms, our Privacy Policy, and any statements or rules on the Site on your date of access constitute the entire agreement between you and Embark with respect to the Site and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Site.

Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between these Terms and any applicable purchase or other agreement, these Terms shall govern.

Contact. If you have any questions regarding these Terms, please contact us at privacy@embarkwithus.com.