Disclaimer

ATTENTION: PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING WWW.MERCHANTGOULD.COM (THIS "WEB SITE"). THE WEB SITE IS OWNED AND OPERATED BY MERCHANT & GOULD, P.C. (“MERCHANT & GOULD”) THESE TERMS OF USE CONSTITUTE AN AGREEMENT BETWEEN YOU AND MERCHANT & GOULD.

USE OF THIS WEB SITE CONSTITUTES YOUR BINDING ACCEPTANCE OF THIS TERMS OF USE AGREEMENT. IF YOU DO NOT ACCEPT THESE TERMS OF USE, DO NOT USE THIS WEB SITE. MERCHANT & GOULD RESERVES THE RIGHT TO MODIFY THESE TERMS OF USE WITHOUT NOTICE AND ANY MODIFICATIONS ARE EFFECTIVE WHEN THEY ARE POSTED HERE.

All Rights Reserved
The copyright in this entire Web Site, materials hosted on the website, and publications generated therefrom is held by Merchant & Gould unless otherwise noted. All material provided on this Web Site is protected under United States copyright laws and international copyright laws and treaty provisions. Except as expressly provided herein, none of the material provided on this Web Site may be copied, distributed, republished, reproduced, downloaded, displayed or transmitted in any form for commercial use without the prior written permission of Merchant & Gould. Individual visitors of this Web Site are permitted to download or print one copy of material published on this Web Site solely for their personal, non-commercial use, provided they do not modify the materials and that they retain all copyright and other proprietary notices contained in the materials. This permission terminates automatically if you breach any of the terms and conditions contained herein. Merchant & Gould does not grant any express or implied right to you under any patents, trademarks, copyrights or trade secret laws.

The trademarks, logos and service marks (collectively referred to as "Trademarks") displayed on this Web Site are registered and unregistered Trademarks of Merchant & Gould and no trademark license either express or implied is granted by Merchant & Gould. You do not have any right to use any Trademark displayed on this Web Site without prior written permission of Merchant & Gould. Trademarks are one of our most valuable business assets. In the event of unauthorized use or misuse of its Trademarks, Merchant & Gould will pursue its legal remedies without delay.

Any software that is available for download from this Web Site is the copyrighted property of Merchant & Gould and/or its suppliers. Any use or reproduction of any such software and warranties as to such software, if any, are governed by the terms of the license agreement applicable to that software. Any use of any other product or service and warranties as to such product or service purchased by you using, or in connection with, this Web Site, if any, is governed by the terms of the agreement applicable to that product or service.

Access to Website
Merchant & Gould may, at any time, in its discretion terminate your access to this Web Site. Access to the Web Site may be monitored by Merchant & Gould. If you are accessing this Web Site as a representative of an organization, these Terms of Use bind both you individually and the organization and references to "you" and "your" shall be construed to apply to you individually and the organization.

As a condition of your use of this Web Site, you will not use the Web Site or the Web Site information for any purpose that is unlawful or prohibited by these Terms of Use. You will not use this Web Site in any manner that could damage, disable, overload or impair the operation of this Web Site or use by third parties. You shall not post or otherwise transmit to or from this Web Site by any means any defamatory, libelous, obscene, unlawful, or pornographic material or any other material or information which could result in any civil or criminal liability.

Certain restricted information is available on this Web Site only to clients of Merchant & Gould that are registered to receive information via passwords issued by Merchant & Gould. This restricted information is considered confidential and proprietary information of Merchant & Gould. If you are a client or a representative of a client, Merchant & Gould authorizes you to download, copy, distribute and use the restricted information for yourself or, if applicable, only within the customer organization, and only for the intended purposes authorized by Merchant & Gould. Issuance of a registration password is conditioned on the client’s use of the information in accordance with the terms of its license or service agreement with Merchant & Gould. You shall not transfer your password to unauthorized parties. You will immediately notify Merchant & Gould of any unauthorized use of your password. You are responsible for use of your password. You will not attempt to gain unauthorized access to any Web Site information or area within this Web Site.

You may link to the Web Site, but you are not authorized to use any of Merchant & Gould's proprietary logos, marks, or other distinctive graphics, video, or audio material in your links. You may not link in any manner reasonably likely to 1) imply affiliation with or endorsement or sponsorship by Merchant & Gould; 2) cause confusion, mistake, or deception; 3) dilute Merchant & Gould's trademarks, service marks or trade names; or 4) otherwise violate applicable law.

Third Party Information
Certain information available on this Web Site is provided by other parties, particularly information about such other parties. You understand that all such information, data, text, software, music, sound, photographs, graphics, video, messages, or other materials, are the sole responsibility of the originating party and that Merchant & Gould has no responsibility for such content and does not guarantee the accuracy, integrity or quality of such content. In no event is the inclusion of a statement about another party, a reference to such other party or a Web link to another party's web site an endorsement of such other party, their products or their services.

Contact and Attorney/Client Relationship
The information you obtain at this site is not, nor is it intended to be, legal advice. You should consult an attorney for advice regarding your individual situation. We invite you to contact us and welcome your calls, letters and electronic mail.

You acknowledge that by submitting information to Merchant & Gould that Merchant & Gould is in no way responsible to review or investigate your submission. Merely submitting information to Merchant & Gould does not create an attorney/client relationship.

Please do not send any confidential information to us until such time as an attorney-client relationship has been established.

Feedback
Merchant & Gould welcomes user feedback regarding its business and products. In providing feedback, however, users should be mindful of Merchant & Gould’s Contact and Attorney/Client Relationship policy, set forth in these Terms of Use.

Attorney Advertising
Some of the content on this site is considered Attorney Advertising under the applicable rules of certain states. Results depend on a number of factors unique to each matter. Prior results do not guarantee a similar outcome.

Disclaimer and Limitation of Liability
Without limiting the foregoing, everything on the Web Site is provided to you "AS IS WITHOUT WARRANTY OR CONDITION OF ANY KIND, EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY OR COMPLETENESS OF THE INFORMATION, and those arising from a course of dealing, usage, or trade practice. ADDITIONALLY, WE DO NOT WARRANT THAT THE WEB SITE OR THE SERVERS MAKING THE WEB SITE AVAILABLE ARE VIRUS FREE.

It is up to you to take precautions to ensure that whatever you select for your use is free of such items as viruses, worms, trojan horses and other items of a destructive nature. We do not warrant that access to the Web Site or use of the Web Site will be uninterrupted or error free, that defects will be corrected, or that this Web Site or the server that makes it available are free of viruses or other harmful components. Released Parties as defined below do not warrant or make any representations regarding the use or the result of the use of the materials in this site in terms of their correctness, accuracy, reliability, or otherwise.

Neither Merchant & Gould nor any of its affiliates or suppliers or its or their officers, directors, employees, agents, representatives, or subcontractors (“Released Parties”) shall be liable for any loss or liability resulting, directly or indirectly, from delays or interruptions due to electronic or mechanical equipment failures, denial of service attacks, date data processing failures, telecommunications or Internet problems, utility failures or problems, defects, weather, strikes, walkouts, fire, acts of God, riots, armed conflicts, acts of war or other like causes beyond the reasonable control of Merchant & Gould. Merchant & Gould shall have no responsibility to provide access to this Web Site while the interruption of this Web Site due to any such cause shall continue. Merchant & Gould may discontinue providing access to this Web Site at any time.

Released Parties make no representations or promises to develop, provide or market any software, service or product discussed on this Web Site, and you shall not rely on the information provided or the prospect of availability of any software, service, or product currently in development or currently anticipated to be made available in the future.

IN NO EVENT WILL ANY MEMBER OF RELEASED PARTIES BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, LOST REVENUE OR BUSINESS INTERRUPTION) ARISING OUT OF THE USE, INABILITY TO USE, OR THE RESULTS OF USE OF, THIS WEB SITE OR ANY SITE LINKED TO THE WEB SITE. WITHOUT LIMITING THE FOREGOING, NO MEMBER OF RELEASED PARTIES SHALL BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES THAT MAY RESULT FROM THE USE OF THIS WEB SITE OR ANY WEB SITE INFORMATION WHETHER ARISING UNDER CONTRACT, NEGLIGENCE, TORT OR ANY OTHER LAW OR CAUSE OF ACTION.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY. ACCORDINGLY, SOME OF THE ABOVE MAY NOT APPLY TO YOU.

Indemnification
You agree to release, defend, indemnify and hold Merchant & Gould, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of or in any way connected with your access to or use of this Web Site or any Web Site information, or breach of these Terms of Use.

Export and Trade Controls
You agree not to import, export, re-export, or transfer, directly or indirectly, any part of this Web Site or any Web Site information provided on or pursuant to this Web Site except in full compliance with all United States, foreign, and other applicable laws and regulations.

Jurisdiction
Merchant & Gould controls and operates this Web Site from Minneapolis, Minnesota, in the United States of America. These Terms of Use, and the agreement they create, shall be governed by and interpreted according to the laws of the State of Minnesota. You agree that any and all disputes, claims, and causes of action arising out of or connected with this website or any sweepstakes or promotion shall be resolved individually, without resort to any form of class action. Agreement to the Terms of Use shall be deemed to have been executed in Minneapolis, Minnesota. Unless expressly stated otherwise, you consent to the personal jurisdiction and venue of the courts in Minneapolis, Minnesota, expressly waive any objection to such jurisdiction and venue, and further consent that any process, notice of motion or other application to such courts or a judge thereof may be served outside the State of Minnesota by registered or certified mail or by personal service, provided that a reasonable time for appearance is allowed.

Termination
This Agreement is effective until terminated by either party.

You may terminate this agreement at any time, by destroying all materials obtained from the Web Site, along with all related documentation and all copies and installations.

Merchant & Gould may terminate this agreement at any time and without notice to you if, in its sole judgment, you breach any term or condition of this  agreement. Upon termination, you must destroy all materials.

In addition, by providing material on a Web Site, Merchant & Gould does not in any way promise that the materials will remain available to you. And Merchant & Gould is entitled to terminate all or part of any of its Web Site at any time, without notice to you.

Copyright Policy
Merchant & Gould prohibits the submission of any copyrighted material without the user first obtaining the prior written consent of the copyright owner.  In particular, if you are a copyright owner or an agent thereof and believe that any Submission or other content infringes upon your copyrights, please contact Merchant & Gould.

Privacy Policy
See Merchant & Gould's Privacy Policy, which is incorporated in the Terms of Use, relating to the collection and use of information through this Web Site.

Entire Agreement
These Terms of Use shall constitute the entire agreement (including the Privacy Policy set forth herein) between you and Merchant & Gould regarding the use of the Web Site. The failure of Merchant & Gould to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision.

Severability
If any provision of these Terms of Use is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.