APP TERMS OF USE

These terms of use are entered into by and between You and Yi & Yang Consulting LLC, a Maine limited liability company (“Company,” “we,” or “us”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively,  “Terms of Use”), govern your access to and use of Lex Pons, including any content, functionality, and services offered on or through Lex Pons (the “APP”).

Please read the Terms of Use carefully before purchasing, downloading, installing, or using the APP. By purchasing, downloading, installing, or using the APP or by clicking to accept or agree to the Terms of Use when this option is made available to you, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at http://yycons.com/en/tos/, incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not purchase, download, install, or use the APP.

This APP is offered and available to users who are 18 years of age or older. By using this APP, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not purchase, download, install, or use the APP.

Any Professional Services provided to you by us will be subject to and in accordance with a separate Consulting Services Agreement, which is incorporated herein by reference.

• CHANGES TO THE TERMS OF USE. We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them and Apply to all access to and use of the APP thereafter. Your continued use of the APP following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page frequently so you are aware of any changes, as they are binding on you.

 

• ACESSING THE APP AND ACCOUNT SECURITY. We reserve the right to withdraw or amend this APP, and any service or material we provide on the APP, in our sole discretion without notice. We will not be liable if for any reason all or any part of the APP is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the APP, or the entire APP, to users, including registered users.

 

You are responsible for both: (a) Making all arrangements necessary for you to have access to the APP, and (b) ensuring that all persons who access the APP through your internet connection are aware of these Terms of Use and comply with them.

 

To access the APP or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the APP that all the information you provide on the APP is correct, current, and complete. You agree that all information you provide to register with this APP or otherwise, including, but not limited to, through the use of any interactive features on the APP, is governed by our Privacy Policy http://yycons.com/en/tos/, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

 

If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this APP or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

 

We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

 

• INTELLECTUAL PROPERTY RIGHTS. The APP and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms of Use permit you to use the APP for your personal or legitimate business use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our APP, except as follows:

• Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
• You may store files that are automatically cached by your Web browser for display enhancement purposes.
• You may print, copy, or download one copy of a reasonable number of pages of the APP for your own personal and legitimate business use and not for further reproduction, publication, or distribution.

You must not: (a) modify copies of any materials from this site; (b) use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text; or (c) delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the APP in breach of the Terms of Use, your right to use the APP will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the APP or any content on the APP is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the APP not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.

• RELIANCE ON INFORMATION. The information presented on or through the APP is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the APP, or by anyone who may be informed of any of its contents.

 

This APP may include content provided by third parties. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

We may update the content on this APP from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the APP may be out of date at any given time, and we are under no obligation to update such material.

• CONFIDENTIAL INFORMATION.
• Confidential Information Defined. “Confidential Information” refers to the following: all non-public, proprietary, or confidential information of you provide to us while using the APP.
• Nondisclosure. You understand and acknowledge that Company is not functioning as an attorney and Confidential Information will likely not be protected from discovery by any privilege, attorney-client or otherwise. We will give you prompt notice of any such legal or governmental demand and reasonably cooperate with you in any effort to seek a protective order or otherwise to contest such required disclosure, at your expense.
•   REPRESENTATIONS & WARRANTIES.
• Authority. You represent and warrant that you have the full right and authority to agree to these Terms of Use and perform your obligations hereunder and that no circumstances exist that would have a material adverse impact on your ability to comply with these Terms of Use.
• Warranty Disclaimers. Except as set forth above in this Article 7, COMPANY PROVIDES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED.

 

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the APP will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE APP OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE APP, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP IS AT YOUR OWN RISK. THE APP, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE APP. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE APP, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE APP OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

 

• LIMITATION ON LIABILITY.  TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE APP, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE APP OR SUCH OTHER APPS, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

• INDEMNIFICATION. You agree to indemnify, defend, and hold harmless Company and its agents, heirs, successors, and assigns against any “Indemnified Claim,” meaning any third party or government claim, suit, or proceeding relating to these Terms of Use or arising out of or related to Your purchase, download, installation, or use of the APP, including without limitation claims related to the legal services provided by third parties as a result of the Professional Services or as related to the protection of Confidential Information.
• NO ATTORNEY-CLIENT RELATIONSHIP. You understand and acknowledge that we are not providing legal services and that your use of the APP does not create an attorney-client relationship. Information provided to us is not protected from discovery by any attorney-client privilege.
• SEVERABILITY & WAIVER. To the extent permitted by Applicable law, the parties hereby waive any provision of law that would render any clause of these Terms of Use invalid or otherwise unenforceable in any respect. In the event that a provision of these Terms of Use is held to be invalid or otherwise unenforceable, such provision will be interpreted to fulfill its intended purpose to the maximum extent permitted by Applicable law, and the remaining provisions of these Terms of Use will continue in full force and effect. Neither party will be deemed to have waived any of its rights under the Terms of Use by lapse of time or by any statement or representation other than by an authorized representative in an explicit written waiver. No waiver of a breach of the Terms of Use will constitute a waiver of any other breach of the Terms of Use.
• INTERNATIONAL ARBITRATION CLAUSE AND CHOICE OF LAW. Any controversy or claim arising out of or relating to your purchase, download, installation, or use of the APP, or the breach of these Terms of Use, shall be determined by arbitration administered by the International Centre for Dispute Resolution (ICDR) in accordance with its International Arbitration Rules.  The number of arbitrators shall be one (1) as shall be selected by the ICDR.  The place of arbitration shall be Portland, Maine, U.S.A.  The language of the arbitration shall be English.  The validity, interpretation, and construction of this contract shall be governed by the laws of the State of Maine, U.S.A. including without limitation tort claims.