TERMS AND CONDITIONS
This web page represents a legal document and is the Terms and Conditions (Agreement) for our Website, www.2ndCEO.com, owned and operated by Wire Briar LLC (Wire Briar). It was last updated on November 9, 2015.
By using our Website, you agree to fully comply with and be bound by the following Agreement each time you use our Website. Please review the following terms carefully.
We may amend this Agreement at any time by posting the amended terms on our Website. We may or may not post notices on the homepage of our Website when such changes occur.
We refer to this Agreement and any other related policies as found on our Website, collectively as our “Legal Terms.” You explicitly and implicitly agree to be bound by our Legal Terms each time you access our Website. If you do not wish to be so bound, please do not use or access our Website. Our Legal Terms use the following definitions:
- The terms “us,” “we,” and “our” refer to Wire Briar, the owner of this Website.
- A “Visitor” is someone who merely browses our Website.
- A “Member” is any business or individual that has registered with our Website to use our Service, whether for free portions and/or paid portions. A “Nonpaying Member” will only have access to the free portions of our Service. A paying Member or “Student” will have access to not only the free portions of our Service but also to those paid portions of our Service for which the Student has paid.
- A “Course” is an educational program, whether in textual or multimedia format, designed by Wire Briar for a specific educational topic and delivered to Members through our Service. A “Class” is an online interactive session conducted by Wire Briar for a specific educational topic and delivered to Members through our Service.
- Our “Service” is the presentation of Courses and Classes to our Members using various online functionalities. Our Service may also allow for one-on-one interaction between you and our instructors as well as other services. Our Service may be free as well as having portions that require payment for use.
- A “User” is a collective identifier that refers to either a Visitor or a Member. All text, information, graphics, audio, video, and data offered through our Website/Service are collectively known as our “Content.” We may refer to Content provided by our Users as “User Content.” When we refer to our Website/Service, our Content and Classes are included by reference.
Acceptance of Legal Terms
Our Legal Terms are between you and Wire Briar and are governed by the Electronic Signatures in Global and National Commerce Act (ESIGN Act).
OUR LEGAL TERMS CONTAIN WARRANTY DISCLAIMERS AND OTHER PROVISIONS THAT LIMIT OUR LIABILITY TO YOU. PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY AND IN THEIR ENTIRETY, AS USING, ACCESSING, AND/OR BROWSING OUR WEBSITE CONSTITUTES ACCEPTANCE OF THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO BE BOUND TO EACH AND EVERY TERM AND CONDITION SET FORTH HEREIN, PLEASE EXIT OUR WEBSITE IMMEDIATELY AND DO NOT USE, ACCESS, AND/OR BROWSE IT FURTHER.
Wire Briar grants you a nonexclusive, nontransferable, revocable license to access and use our Website/Service strictly in accordance with our Legal Terms. Your use of our Website/Service is solely for internal, personal, noncommercial purposes unless otherwise provided in our Legal Terms.
Our Relationship to You
Wire Briar’s relationship to you is at all times that of an independent contractor. Our Legal Terms in no way create any agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship between you and Wire Briar.
Eligibility and Registration for Membership
You may view some of our Content without becoming a Member of our Website. However, to use our Service, you must register with our Website and become a Member. Your membership is not transferable or assignable and is void where prohibited. Our Service is intended solely for people at least 18 years of age or older, depending on your state’s age of majority for entering into binding contracts. Any registration by anyone under such age is unauthorized, unlicensed, and in violation of these Terms and Conditions. By using our Service, you represent and warrant that you are at least 18 or older, that you can enter into binding contracts, and that you agree to abide by all the terms and conditions of our Legal Terms. Wire Briar has sole right and discretion to determine whether to accept a Member and may reject a Member’s registration with or without explanation.
When you complete the registration process, you will create a password that will allow you to access our Service. You agree to maintain the confidentiality of your password and are fully responsible for all liability and damages resulting from your failure to maintain that confidentiality and all activities that occur through the use of your password. You agree to immediately notify us of any unauthorized use of your password or any other breach of security. You agree that Wire Briar cannot and will not be liable for any loss or damage arising from your failure to comply with password security as discussed herein.
Professional Advice Disclaimer
You hereby acknowledge that nothing contained in our Website/Service shall constitute professional advice and that no professional relationship of any kind is created between you and Wire Briar. Wire Briar makes no guarantees with regard to our Website/Service, its accuracy or use for a specific purpose, or its effect on you, your business opportunities, your employment, or your income. You agree that your use of our Website/Service is solely your responsibility and that Wire Briar has no liability for your use, actions, or reliance upon our Website/Service.
Digital Millennium Copyright Act Compliance
Our Website will respond quickly to claims of copyright infringement as found in our Content, according to the terms of the United States’ Digital Millennium Copyright Act of 1998 (DMCA) as found under United States law (17 USC. § 512). If you believe any of your copyrights are infringed by our Content, please provide us with a written notice via mail, fax, or email that contains the following information:
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- A description of the copyrighted work that you claim has been infringed;
- A description of where the material that you claim is infringing is located on our Website;
- Your address, telephone number, and email address;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- A statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf.
We are only required to respond to those notices that substantially comply with the above requirements. We will investigate your claim and will notify you by the method of contact you used to file your notice with us.
Users may post their own User Content to our Website through our Service. Users understand that by using our Website/Service, they may be exposed to content that is offensive, indecent, or objectionable. We have no control over User Content and do not in any way guarantee the quality, accuracy, or integrity of such User Content. Wire Briar is not responsible for the monitoring or filtering of any User Content. Should any User Content be found illegal, Wire Briar will submit all necessary information to the proper authorities.
If any User Content is reported to Wire Briar as being offensive or inappropriate, we may ask the Member to retract or otherwise modify the questionable content within 24 hours of being notified by Wire Briar. Should the Member fail to meet such a request, Wire Briar has full authority to either restrict the Member’s ability to post User Content OR to immediately terminate the membership of the Member, without further notification to the Member. Without limiting the foregoing, we have sole discretion to remove any User Content that violates our Legal Terms or is otherwise objectionable at our sole discretion.
Members are responsible for complying with all applicable laws for their content, including copyright and trademark laws. Members shall always respect copyright and trademark laws. You warrant that you will not use our Service to infringe the intellectual property rights of others in any way. In accordance with the DMCA and other applicable laws, we have adopted a policy of terminating Members whom we deem, at our sole discretion, to be infringers of others’ intellectual property rights.
As a Member, you agree not to use our Service to do any of the following:
1) Upload, post, or otherwise transmit any User Content that:
- violates any local, state, federal, or international laws.
- infringes on any patent, trademark, trade secret, copyright, or other proprietary rights of any party.
- harms, threatens, defames, promotes violence or illegal activities, or is otherwise vulgar, obscene, abusive, harassing, tortuous, libelous, invasive of another’s privacy, hateful, or racially, ethically, or otherwise objectionable.
- links directly or indirectly to any materials to which you do not have a right to link.
- contains any private information of any third party, including, without limitation, addresses, phone numbers, email addresses, government-issued tax or identification numbers, and credit card numbers.
- contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment, or to extract information from our Website/Service.
- contains any unsolicited or unauthorized advertising, solicitations, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation.
- you do not have a right to transmit under any law (e.g., intellectual property laws) or under contractual or fiduciary relationships (e.g., non-disclosure Agreements).
- in the sole judgment of Wire Briar, is objectionable or which restricts or inhibits any other person from using or enjoying our Website/Service, or which may expose Wire Briar, our affiliates, or our Users to any harm or liability of any type.
2) Use our Content to:
- develop a competing website or help anyone else to do the same.
- create compilations or derivative works as defined under United States copyright laws.
- redistribute it in any manner, including, but not limited to, sale, license, lease, rental, subscription, or any other distribution mechanism.
- decompile, disassemble, or reverse engineer our Website, Service, and/or any related software.
- use our Website/Service in any manner that violates our Legal Terms or any local, state, federal, or international laws.
3) Use your Member account to:
- allow another person to login as you.
- violate any local, state, federal, or international laws.
Our Intellectual Property
Our Website/Service may contain our service marks or trademarks as well as those of our affiliates or other companies, in the form of words, graphics, and logos. Your use of our Website/Service does not constitute any right or license for you to use our or others’ service marks/trademarks without the prior written permission of Wire Briar or the corresponding service mark/trademark owner. Our Content, as found within our Website/Service, is also protected under United States and international copyrights. The copying, redistribution, use, or publication by you of any such Content is strictly prohibited. Your use of our Website/Service does not grant you any ownership rights to our Content.
Advertisers and Sponsors Disclaimer
Our Website/Service may contain advertising and sponsorships. Advertisers and sponsors are responsible for ensuring that material submitted for inclusion on our Website/Service is accurate and complies with applicable laws. We are not responsible for the illegality or any error, inaccuracy, or problem in advertiser or sponsor materials. THE INCLUSION OF THIRD-PARTY ADVERTISEMENTS DOES NOT CONSTITUTE AN ENDORSEMENT, GUARANTEE, WARRANTY, OR RECOMMENDATION BY WIRE BRIAR, AND WE MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT ANY PRODUCT OR SERVICE CONTAINED THEREIN.
Linking to Our Website
You may provide links to our Website, provided: (a) that you do not remove or obscure, by framing or otherwise, any portion of our Website, (b) your website does not engage in illegal or immoral activities, and (c) you discontinue providing links to our Website immediately upon request by us.
Links to Other Websites
Our Website may, from time to time, contain links to third-party websites. These links are provided solely as a convenience to you. Inclusion of links for any website on our Website does not mean that we endorse, guarantee, warrant, or recommend the Service, information, content, and/or data of such third-party websites. Wire Briar has no control over the legal documents or privacy practices of third-party websites; as such, you access any such third-party websites at your own risk.
Our Website/Service may be temporarily unavailable from time to time for maintenance or other reasons. Wire Briar assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, Member communications. Wire Briar is not responsible for any technical malfunction or other problems of any telephone network or service, computer systems, servers or providers, computer or mobile phone equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or any combination thereof, including injury or damage to Member’s or to any other person’s computer, mobile phone, or other hardware or software, related to or resulting from using or downloading materials in connection with the our Website/Service, including without limitation any software provide through our Website/Service. Under no circumstances will Wire Briar be responsible for any loss or damage, including any loss or damage or personal injury or death, resulting from anyone’s use of our Website/Service, or for any interactions between Users of our Website/Service, whether online or offline.
Wire Briar reserves the right to change any and all Content, software, and other items used or contained in our Website/Service at any time without notice. Reference to any products, service, processes, or other information by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation thereof, or any affiliation therewith, by our Website, by third parties, or by any of the equipment or programming associated with or utilized by our Service.
THE INFORMATION, CONTENT, AND DOCUMENTS FROM OR THROUGH OUR WEBSITE/SERVICE ARE PROVIDED “AS-IS,” “AS AVAILABLE,” WITH “ALL FAULTS,” AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED (INCLUDING BUT NOT LIMITED TO THE DISCLAIMER OF ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE). OUR WEBSITE/SERVICE MAY CONTAIN BUGS, ERRORS, PROBLEMS, OR OTHER LIMITATIONS. WIRE BRIAR, INCLUDING ALL OUR AFFILIATES, HAS NO LIABILITY WHATSOEVER FOR YOUR USE OF OUR WEBSITE/SERVICE. WIRE BRIAR CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF OUR WEBSITE/SERVICE. WIRE BRIAR DOES NOT REPRESENT OR WARRANT THAT OUR WEBSITE/SERVICE, OR ANY SOFTWARE FOUND WITHIN, IS ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE OR THAT ANY SUCH ITEMS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THEREFORE, YOU SHOULD EXERCISE CAUTION IN THE USE AND DOWNLOADING OF ANY SUCH CONTENT OR SOFTWARE AND USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND REMOVE VIRUSES. ALL RESPONSIBILITY OR LIABILITY FOR ANY DAMAGES CAUSED BY VIRUSES SOMEHOW ATTRIBUTED TO OUR CONTENT, SERVICE, AND RELATED SOFTWARE IS DISCLAIMED. WITHOUT LIMITING THE FOREGOING, YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN CONTENT AND RELATED SOFTWARE FROM OR THROUGH OUR WEBSITE/SERVICE AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE THEREOF AND ANY DAMAGES TO YOUR MOBILE DEVICE OR COMPUTER SYSTEM, LOSS OF DATA, OR OTHER HARM OF ANY KIND THAT MAY RESULT.
Limitation of Liability
Wire Briar, as well as all our affiliates, shall not be liable for any loss, injury, claim, liability, or damage of any kind resulting in any way from: (a) any errors in or omissions from our Website/Service, (b) the unavailability or interruption of our Website/Service, (c) your use of our Website/Service or Classes, or (d) any delay or failure in performance of our Website/Service.
WIRE BRIAR AND ITS AFFILIATES ARE NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES, OR NEGLIGENCE OF ANY SUCH SUPPLIERS OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM. WIRE BRIAR AND ITS AFFILIATES HAVE NO LIABILITY AND WILL MAKE NO WARRANTY, REFUND, OR OTHER RESTITUTION TO YOU WITH REGARD TO OUR WEBSITE/SERVICE FOR ANY REASON, INCLUDING, BUT NOT LIMITED TO, DELAYS, CANCELLATIONS, STRIKES, GOVERNMENTAL ISSUES, OR FORCE MAJEURE.
IN NO EVENT WILL WIRE BRIAR OR ITS DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF OUR WEBSITE/SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, WIRE BRIAR’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU FOR THE PURCHASE GIVING RISE TO THE LIABILITY.
THE NEGATION AND LIMITATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND WIRE BRIAR. OUR WEBSITE/SERVICE WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS.
You represent and warrant that when you make a payment to Wire Briar as part of our Service, that: (a) any credit information you supply is true and complete, (b) charges incurred by you will be honored by your bank or credit card company, (c) you will pay the charges incurred by you at the posted prices, including any applicable taxes, and (d) if your initial payment method is dishonored, you will still pay the charges incurred, including any surcharge we may incur due to such dishonored payment.
While we actively support fighting payment fraud, Wire Briar has a zero-tolerance policy regarding payment charge-backs and asks that you contact us if you have an issue with our Service. However, if you start a charge-back process regarding our Service, Wire Briar reserves the right to immediately terminate your account. Your account and the payment information you provided will be blacklisted in our systems. Should we do this, you will never again be able to use that account and payment information with us, and you will be liable to us for administrative costs in processing the charge-back.
Due to the nature of service-based consulting, payments for Executive Coaching and Consulting Services are not refundable. Projects are non-cancellable, but they may be postponed, delayed, and rescheduled as needed without penalty within a 2 year time period.2ndCEO guarantees the quality of our work, but we cannot guarantee the outcomes as most are subject to variables outside of our direct control. Payments are due as agreed upon, regardless of issues outside the control of 2ndCEO. Ultimately, our goal is to a reach a mutually satisfactory solution. If you are unsatisfied for any reason, please contact us to initiate a dialog.
Use of Information and User Content
You agree to indemnify, defend, and hold Wire Briar and our partners, agents, officers, directors, employees, subcontractors, successors, assigns, third-party suppliers of information and documents, attorneys, advertisers, product and service providers, and affiliates harmless from any liability, loss, claim, or expense, including reasonable attorney’s fees, related to your violation of our Legal Terms or use of our Website/Service.
Termination of Your Account
If you violate the terms of our Legal Terms, Wire Briar reserves the right to terminate your account. You may also voluntarily terminate your account. You understand that if your account is terminated, you will lose access to the Service along with all of your User Content. You acknowledge that we are not required to provide you with copies of such User Content nor continue to maintain copies of such User Content on our Website, though we may do so at our sole discretion.
Any legal controversy or legal claim arising out of or relating to our Legal Terms and/or our Service, excluding legal action taken by us to collect or recover damages for, or obtain any injunction relating to, website operations, intellectual property, and our Service, shall be settled solely by binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in Prescott Valley, Arizona, United States, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. We may seek any interim or preliminary relief from a court of competent jurisdiction in the State of Arizona, United States, necessary to protect the rights or property of you and us pending the completion of arbitration. Each party shall bear one-half of the arbitration fees and costs.
Our Legal Terms shall be treated as though they were executed and performed in Prescott Valley, Arizona, United States, and shall be governed by and construed in accordance with the laws of the State of Arizona, United States, without regard to conflict of law principles. In addition, you agree to submit to the personal jurisdiction and venue of such courts. Any cause of action by you with respect to our Website/Service, must be instituted within one (1) year after the cause of action arose or be forever waived and barred. Should any part of our Legal Terms be held invalid or unenforceable, that portion shall be construed consistent with applicable law, and the remaining portions shall remain in full force and effect. To the extent that any Content is in conflict or inconsistent with our Legal Terms, our Legal Terms shall take precedence. Our failure to enforce any provision of our Legal Terms shall not be deemed a waiver of such provision nor of the right to enforce such provision. Our rights under our Legal Terms shall survive any termination of your account.