1. Introduction

Autonus Group, LLC. (“Company”) provides its online services and website to you subject to this Terms of Service Agreement (“TOS”). Company reserves the right to alter the TOS at any time without notice. You acknowledge and agree that it is your responsibility to periodically review this website and these TOS. Your continued use of this website after such modifications will constitute acknowledgement and acceptance of the modified TOS.

As used in these TOS, references to our “Affiliates” include Company’s owners, licensees, assigns, subsidiaries, affiliated companies, officers, directors, suppliers, partners, sponsors, advertisers, and includes (without limitation) all parties involved in creating, producing, and/or delivering this website and/or contents and items available on this website.

BY USING THIS WEBSITE AND OFFERINGS ON THIS SITE, YOU AGREE TO BE BOUND BY THESE TOS. IF YOU DO NOT WISH TO BE BOUND BY THE THESE TOS, PLEASE EXIT THE WEB SITE. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THIS WEB SITE, PRODUCTS, OFFERINGS OR OFFERINGS AVAILABLE ON THIS WEB SITE, OR THESE TOS IS TO CEASE USING THE WEBSITE AND/OR THOSE PARTICULAR PRODUCTS, OFFERINGS OR OFFERINGS.

2. Registration

Certain areas of the Company’s website are provided solely to registered and/or licensed users of the web site. Any user registering for such website and/or services agrees to provide true and accurate information during the registration process. Company reserves the right to terminate the access of such users should Company know, or have reasonable grounds to suspect, that a user has entered false or misleading information during the registration process. ALL REGISTERED USERS MUST BE OF LEGAL AGE TO REGISTER. Children under the age of 18 shall not be permitted to register unless under the strict supervision of a legal guardian. Company reserves the right to require valid credit card information as proof of legal age. Company maintains strict online Privacy Policy and will not sell or give your information to other parties.

3. Services and Equipment

Company provides a number of services. You are solely responsible for providing, at your own expense, all equipment necessary to use the services, including a computer and modem; and your own Internet access (including payment of telephone service fees associated with such access).

4. Payment

This website does not process credit cards, or take other payment processing information. Payment processing is handled through third-party services. In the event you sign up for a service that is ongoing and incurs reoccurring charges (such as a subscription), such charges will be billed in advance of service.

5. Information Provided by User

This website may provide you with access to Company’s software to generate reports, spreadsheets, and other documents. By using Company’s software or web site, you expressly state and agree that the information you provide is true and accurate information. Company reserves the right to terminate the access of such users should Company know, or have reasonable grounds to suspect, that a user has entered false or misleading information. Under no circumstances shall Company be held liable for any errors or omissions in any information provided by you. You are solely responsible for inaccurate information in reports, spreadsheets, and other documents generated by Company, this web site, and/or Company’s software.

6. Company Intellectual Property

By accepting these TOS, you agree that all content presented to you on this website is protected by any and all intellectual property and/or other proprietary rights available within the United States, and is the sole property of Company or its Affiliates.

Nothing in these TOS grants you any right to use any trademark, service mark, logo, and/or the name of Autonus Group, LLC or its Affiliates.

You agree not to distribute, license, or create derivative works from any of Company’s copyrighted or trademarked material, including graphic files and software, available on the Company’s web site.

7. Limitation on Use of Content

Except for a single copy made for personal use, you may not copy, reproduce, modify, republish, upload, post, transmit, or distribute any content from this website in any form or by any means whatsoever without prior written permission from Company. Any unauthorized use of the website content violates our intellectual property interests and could result in criminal or civil penalties.

You agree not to reproduce, copy, duplicate, or sell any portion of the Company’s web site.

8. No Warranty for Third-Party Infringement

Neither Company or our Affiliates warrant or represent that your use of materials displayed on, or obtained through, this website will not infringe the rights of third parties.

9. Your Content

Any communication or material that you transmit to this website or to us and/or display on this web site, whether by email or other means, for any reason, will be treated as non-confidential and non-proprietary user content (“User Content”). While you retain all rights to theUser Content, you grant us (including our employees and Affiliates), a non-exclusive, paid-up, perpetual, and worldwide right to copy, distribute, display, publish, translate, adapt, modify, and otherwise use the content for any purpose whatsoever, regardless of the form or medium in which it is used.

The User Content transmitted or displayed must be your own and must not infringe on any third-party’s rights. We respect the intellectual property rights of others, and we ask you to do the same. In instances where we are notified of or discover alleged infringing Company- or User Content, a decision may be made to remove access or disable access to such materials, in compliance with the safe harbor provisions of the Digital Millennium Copyright Act, 17 U.S.C. § 512(c).

10. No Warranties

THE INFORMATION, SOFTWARE, DOCUMENTS, AND DOWNLOADABLE SOFTWARE PROVIDED ON THIS WEBSITE ARE PROVIDED “AS IS” AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY OF ANY COMPUTER PROGRAM OR SOFTWARE, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF INFORMATIONAL CONTENT, OR SYSTEM INTEGRATION, OR NON-INFRINGEMENT. Autonus GROUP, LLC’S MAXIMUM LIABILITY FOR ANY INACCURATE INFORMATION OR SOFTWARE AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE WHATSOEVER, SHALL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE INFORMATION RECEIVED (IF ANY). Autonus GROUP, LLC IS NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, LOSS OF BUSINESS, LOSS OF PROFITS OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT, NEGLIGENCE, PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

11. Indemnity, Defend, and Hold Harmless

You agree to DEFEND, INDEMNIFY, AND HOLD COMPANY AND ITS AFFILIATES HARMLESS from all liabilities, claims, including negligence, and expenses, including attorneys’ fees, made by or alleged to be due to you or any third party due to or arising out of content you submit, post, transmit or make available by use in any way of this web site or Company’s services, your use of this website and/or Company Property, your connection to this web site, your violation of the TOS, or your violation of any rights of another.

You agree that Company and you shall agree upon defense counsel in the event any allegation or claim is made or lawsuit filed against Company. Should Company and you not agree on defense counsel within five (5) business days of the allegation, claim, or lawsuit, Company will select defense counsel and you will be required to pay all costs and fees associated with the allegation, claim, or lawsuit. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.

12. Limitation of Liability

Your exclusive remedy and Company’s entire liability, if any, for any claims arising out of these TOS, your use of this web site, or Company’s property shall be limited to the amount paid by you during the one (1) month period before the act giving rise to the liability.

IN NO EVENT SHALL COMPANY OR ITS AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA OR PROFIT LOSS, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THIS WEBSITE OR OF ANY WEBSITE REFERENCED OR LINKED TO FROM THIS SITE. FURTHER, WE SHALL NOT BE LIABLE IN ANY WAY FOR THIRD PARTY PROMISES REGARDING OUR OFFERINGS OR CONTENT OR FOR ASSISTANCE IN CONDUCTING TRANSACTIONS WITH THE THIRD PARTY THROUGH THIS WEB SITE. SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. PLEASE CONSULT THE LAWS IN YOUR JURISDICTION.

13. Miscellaneous Provisions

Third-Party Sites and Information. This website may redirect or link to other websites on the Internet, or may otherwise include references to information, products or services made available by unaffiliated third parties. While we make every effort to work with trusted, reputable providers, from time to time such sites may contain information, material or policies that some may find inappropriate or personally objectionable. You understand that we are not responsible for the accuracy, completeness, decency or legality of content hosted by third party websites, nor are we responsible for errors or omissions in any references made on those websites. The inclusion of such a link or reference is provided merely as a convenience and does not imply endorsement of, or association with the website or party by us, or any warranty of any kind, either express or implied.

International Use. Although this website may be accessible worldwide, we make no representation that materials on this website are appropriate or available for use in locations outside the United States. Those who choose to access this website from other locations do so on their own initiative and at their own risk. If you choose to access this website from outside the United States, you are responsible for compliance with local laws in your jurisdiction, including but not limited to, the taxation of products purchased over the Internet. Any offer for any product, service, and/or information made in connection with this website is void where prohibited.

Governing Law. This website (excluding any Third Party websites) is controlled by us from our offices in Texas, and the statutes and laws of the State of Texas shall be controlling, without regard to the conflicts of laws principles thereof. You agree and hereby submit to the exclusive personal jurisdiction and venue of the State Courts of the State of Texas or the U.S. District Court for the Southern District of Texas with respect to such matters controlled by that court.

Notices. All notices to a party shall be in writing and shall be made either via email or conventional mail. Notices to us must be sent to the attention of CORPORATE, if by email, or to our address at Autonus Group, LLC 112 Silverspot Court, Georgetown TX 78626, if by conventional mail.

No Resale Right. You agree not to sell, resell, reproduce, duplicate, distribute, copy or use for any commercial purposes any portion of this website, or use of or access to this website or products provided through this website without the prior express written consent of Company.

Force Majeure. In addition to any excuse provided by applicable law, we shall be excused from liability for non-delivery or delay in delivery of products or services available through our website arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to: labor disturbance, war, fire, accident, adverse weather, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above.

Savings Clause. If any part of these TOS is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.

No Waiver. Any failure by us to enforce or exercise any provision of these TOS or related rights shall not constitute a waiver of that right or provision.

Entire Agreement. These TOS constitute the entire agreement and understanding between the parties concerning the subject matter hereof and supersedes all prior agreements and understandings of the parties with respect thereto. These TOS may NOT be altered, supplemented, or amended by the use of any other document(s) except as provided herein. To the extent that anything in or associated with this website is in conflict or inconsistent with these TOS, these TOS shall take precedence.