FTI Consulting, Inc. Website Terms and Conditions
FTI Consulting LLP
200 Aldersgate, Aldersgate Street
London | EC1A 4HD | United Kingdom
VAT ID: 815057542 | Registration # OC372614
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY.
In the case of inconsistencies between these Terms and information included in off-line materials, these Terms will always control. By visiting, entering, or using the Websites and/or the services located at the Websites, (collectively, the “Services”), you indicate that you accept the current version of these Terms and that you agree to be bound by them. Acceptance of the Terms creates a binding contract (“Agreement”) between you and FTI that you will use the Websites and the Services only in a manner consistent with these Terms. If you do not agree to any of these Terms, then please do not access or use the Websites or Services, and, if applicable, you should arrange to cancel your registered user account or subscription to us.
I. Your Use of the Websites and Services
FTI grants you a limited, non-transferable license to use the Websites in accordance with the Terms. You may only use the Websites to view information presented at the Websites and to make legitimate inquiries. You may not use the Websites for any other purposes, including without limitation, to make any false or fraudulent inquiries. The Websites and the content provided on the Websites, including any text, graphics, button icons, audio and video clips, digital downloads, data compilations and software (collectively, “Content”), may not be copied, reproduced, republished, framed, mirrored, uploaded, posted, transmitted, modified, translated, used to create derivate works, sold, transferred, sub-licensed, distributed, disassembled, decompiled, or reverse engineered without the written permission of FTI, and/or its third party partners, except that you may download, display and print the materials presented on the Websites for your personal, non-commercial use only.
II. Member Conduct Guidelines
(a) In consideration of your use of the Websites and Services, you represent that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. Certain features and areas of the Websites and certain Services are available only with an account registration, login information, and/or a member account number (“Your Account”). You agree to provide true, accurate, current and complete information about yourself upon registration and thereafter. If you are required to register and select a login and password, You agree that you are responsible for maintaining the confidentiality of Your Account and any usernames, passwords, or any other tools or data that afford you access to restricted areas of the Websites or Services and are fully responsible for all activities that occur under your password or Account, including without limitation all costs, fees, liabilities or damages incurred, and material transferred, stored, modified or shared through use of Your Account (whether such use is lawful or unlawful). Any Services or materials ordered or transactions completed through Your Account will be deemed to have been lawfully completed by You. Your Account and your personal login information is personal to you and you may not allow any third party to use it. If you are sharing such usernames, passwords, etc. with others for the purpose of shared viewing of the Websites, you are also responsible for all users of such information, whether or not actually or expressly authorized by you. You agree to immediately notify FTI of any unauthorized use of your password or account or any other breach of security. FTI is not liable for any harm caused by or related to the theft, misappropriation, disclosure, or unauthorized use of your login Information and FTI cannot and will not be liable for any loss or damage arising from your failure to comply with the Terms. You agree to comply with all local rules regarding online conduct and acceptable Content, including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
(b) You agree not to use the Websites or the Services to:
1. upload, post, email, transmit or otherwise make available (“Post”) any Content:
- that is unlawful, harmful, threatening, indecent, inflammatory, pornographic, profane, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, false or inaccurate, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
- that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or that would otherwise violate any law, or violate any contractual or fiduciary relationship (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
- that 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 virus, bug or other harmful item; or
- that contains any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation.
2. Harm minors in any way;
3. Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
4. Violate any applicable local, state, national or international law, intentionally or unintentionally;
5. "Stalk" or otherwise harass another;
6. Collect or store personal data about other users;
7. Transmit or otherwise transfer any Web pages, data or content found on the Websites to any other computer, server, Web site, or other medium for mass distribution or for use in any commercial enterprise; or
8. Supply material support or resources to organizations designated by the United States government as a foreign terrorist organization pursuant to Section 219 of the Immigration and Nationality Act
While utilizing or accessing the Websites, the Services, or information or other Content available on the Websites, you also agree not to:
i. Use any device, software or routine to interfere or attempt to interfere with the proper working of the Websites or interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service in any way;
ii. Use any "robot," "spider" or other automatic device, or a program, algorithm or methodology having similar processes or functionality, or any manual process, to monitor or copy any of the Web pages, data or content found on the Websites without the prior written permission of FTI; or
iii. Imposes a burden or load on our infrastructure that FTI deems in its sole discretion to be unreasonable or disproportionate to the benefits FTI obtains from your use of the Websites.
Content that violates these guidelines may be removed at the discretion of FTI. We have no obligation to remove content that you personally find objectionable or offensive, though we will investigate complaints referring to inappropriate use of the Websites.
(c) You agree to be fully responsible for your own Content and the consequences of posting or publishing them. Under no circumstances will FTI be liable in any way for any Content (other than for Content developed by us), including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise transmitted to or through the Websites. In the event that you have a dispute with a user of FTI and its Services, you release FTI and its officers, members and employees from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
(e) You understand and agree that FTI's online services are provided "AS IS." FTI assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or settings. You understand and agree that use of FTI's online services are at your sole risk. Any material and/or data downloaded or otherwise obtained through the use of FTI's Services is at your own discretion and risk, and you are solely responsible for any damage to your computer system or loss of data that results from the download of such material and/or data.
III. Intellectual Property Rights
Except for any Content submitted by users, the content on the FTI Websites, including without limitation, the text, software, scripts, graphics, photos, sounds, music, videos, interactive features and the like, the trademarks, service marks and logos contained therein ("Marks"), and any other proprietary rights related thereto or appearing on the Websites are owned by or licensed to FTI, subject to trademark, copyright and other intellectual property rights under United States and foreign laws and international conventions. Content on the Websites is provided to you AS IS for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. FTI reserves all rights not expressly granted in and to the Websites and the Content. You agree to not engage in the use, copying, or distribution of any of the Content other than expressly permitted herein, including any use, copying, or distribution of content submitted by third parties obtained through the Websites for any commercial purposes. If you download or print a copy of the Content for personal use, you must retain all copyright and other proprietary notices contained therein. You agree not to circumvent, disable or otherwise interfere with security related features of the FTI Websites or features that prevent or restrict use or copying of any Content or enforce limitations on use of the FTI Websites or the Content therein. You agree to be liable for any damages resulting from any infringement of copyright, trademark, or other proprietary right, or any other harm resulting from your use of the Websites.
IV. FTI Webstore(s)
FTI may offer to you FTI publications and related products, including downloads of publications in digital form (“Digital Content”) (collectively, the “Products”) some of which may be available without charge and some which will only be available for purchase through ecom the FTI Websites (collectively, the “FTI Webstore”).
(a) Using the Webstore. The FTI Webstore permits you to browse and, once you have a registered account, to download certain Products without charge. You may also specifically request to purchase other Products for a fee. Not all FTI Webstore Products may be available to all users.
(b) Digital Content. All Products you receive through the FTI Webstore (“Your Orders”) will be governed by these Terms. Access to any Digital Content specified in Your Order will be made available to you via email.
(c) Purchased Content. On a limited basis, and subject solely to FTI’s discretion, you may specifically request to purchase a previously published FTI Product. Such Products will either be made available electronically or in hard copy. If you are purchasing tangible Products, FTI will require you to agree to additional terms. Unless otherwise agreed by FTI the risk of loss for all physical Products will pass to you upon delivery of the item to the carrier. FTI disclaims all responsibility regarding carriers’ delivery times and additional charges for shipping. Access to any purchased Products will be made available to you upon FTI’s receipt of payment. The price for any purchased Product shall be determined by FTI on a case by case basis. In certain instances additional local import duties and taxes may apply. Any such additional charges must be borne by you and we have no control over these charges.
(d) Content and Product Descriptions.. All information and descriptions provided about Products made available through the FTI Webstore are for your information only; information and descriptions may be less detailed and, in certain circumstances, different to information contained in an actual item packaging, materials and other descriptions. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LOCAL LAW, WE DO NOT REPRESENT OR WARRANT THAT THE DESCRIPTIONS OF ANY ITEMS DISPLAYED, ADVERTISED, MADE AVAILABLE AND/OR SOLD IN OR THROUGH THE FTI WEBSTORE ARE ACCURATE OR COMPLETE. IF YOU PURCHASE AN ITEM FROM US THAT IS NOT AS DESCRIBED ON THE FTI WEBSTORE, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LOCAL LAW YOUR SOLE AND EXCLUSIVE REMEDY IS TO RETURN SUCH ITEM IN AN GOOD CONDITION FOR A REFUND OF THE PURCHASE PRICE, SUBJECT TO FTI RETURN POLICIES. THIS SECTION DOES NOT AFFECT YOUR STATUTORY RIGHTS AS A CONSUMER UNDER APPLICABLE LOCAL LAWS, TO THE EXTENT THAT SUCH RIGHTS APPLY TO YOU AND CANNOT BE EXCLUDED OR LIMITED. In addition to the disclaimers above, in no event may FTI be responsible for your use of the Products, including in connection with public or private offering of securities or in connection with financial or business transactions or related to any reliance on the findings, conclusions or opinions embodied in such Products.
(e) Reprints & Permissions. The material in all FTI publications is copyrighted and may not be reprinted and/or reproduced unless prior written permission is granted. In the rare occasion that we may grant such permission, a fee will be charged. All requests for reprints or reproductions must be in writing. Permissions will not be granted over the phone. All permissions if granted, are granted for one-time usage only. Permission is for the text of the content only, not for graphics, designs, images, photos and/or any other visual element. To request permission to reprint content from the FTI Journal please visit the FTI Journal website. FTI does not allow any full text reproduction of any FTI Content on any internet website other than FTI’s own Websites. To protect the integrity of our authors’ work we require that articles be reprinted unedited in their entirety. No Content may be translated into any language unless the translator has entered into a prior written licensing agreement with FTI. To obtain permission to reprint any of FTI copyrighted material please contact us at email@example.com.
V. Third Party Links
The Websites contain links to other websites that are provided solely as a convenience to you and not as an endorsement by FTI of the contents, services or operation of such other websites. FTI shall not be responsible for the content of or services offered by any other websites or third party providers and makes no representation or warranty regarding any other websites or the services provided or the contents or materials on such websites. If you decide to access other websites, you do so at your own risk. You agree not to hold FTI responsible for the content or operation of such websites.
FTI may immediately change or terminate your access to the Services, the Websites, or any online membership(s) with FTI, with or without notice, at any time, without liability to you, any other user or any third party. FTI reserves the right to terminate your online membership(s) if , without limitation, you have: (1) provided FTI with false or misleading registration information; (2) interfered with other users or the administration of FTI Services or Websites; (3) upon a request by law enforcement or other governmental authorities; or (4) otherwise violated these Terms.
VII. Disclaimer of Warranties
ALL PRODUCTS, OFFERINGS, CONTENT, AND MATERIALS ON THE WEBSITE ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. EXCEPT AS OTHERWISE REQUIRED BY LAW, FTI DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. ADDITIONALLY, FTI DOES NOT WARRANT THAT ACCESS TO THE WEBSITES WILL BE TIMELY, SECURE, AND/OR ERROR-FREE OR UNINTERRUPTED. FTI DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION, RESULTS, OR CONTENT PROVIDED ON THE WEBSITES OR IN ANY EMAIL COMMUNICATION SENT BY OR ON BEHALF OF FTI.
VIII. Limitation of Liability
FTI ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING THE WEBSITES OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO OR AUDIO FROM THE WEBSITES. IN NO EVENT SHALL FTI BE LIABLE FOR ANY INJURY, LOSS, CLAIM, DAMAGE, OR ANY SPECIAL, EXEMPLARY, PUNITIVE, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO LOST PROFITS OR LOST SAVINGS), WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, WHICH ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH (I) ANY USE OF THIS SITE OR CONTENT FOUND HEREIN, (II) ANY FAILURE OR DELAY (INCLUDING, BUT NOT LIMITED TO THE USE OF OR INABILITY TO USE ANY COMPONENT OF THIS SITE), (III) OTHER MATTER RELATING TO THE WEBSITES AND/OR SERVICES.
If, notwithstanding the foregoing, FTI or any third party provider or distributor should be found liable for any loss or damage, which arises out of or is in any way connected with any of the above described functions or uses of the Websites, the Content, and/or the Services, the liability of FTI and the third party providers and distributors shall in no event exceed, in the aggregate, the greater of (a) the subscription fee and service charge, if any, for accessing the Websites or Services, or (b) US$100.00. In its sole discretion, in addition to any other rights or remedies available to FTI and without any liability whatsoever, FTI, at any time and without notice, may terminate or restrict your access to any component of the Websites or its Services. Some states do not allow certain limitations of liability, so the foregoing limitation may not apply to you.
You agree to indemnify, defend and hold harmless FTI, its affiliates, officers, directors, employees, consultants and agents from any and all third party claims, liabilities, damages, losses, debt, expenses, obligations, and/or costs (including, but not limited to, attorney’s fees) arising from: (i) your use and access to the Websites or of FTI Services; (ii) your violation of the Terms; (iii) your violation of any third party right, including without limitation any trademark, copyright, property, proprietary, privacy, or other right or your infringement or infringement by any other user of your account, of any intellectual property or other right of any person or entity; and (iv) any of your Content, including, without limitation, any Content posted or otherwise provided by you that infringes any copyright, trademark, intellectual property right of any person or defames any person or violates any person's rights of publicity or privacy, or otherwise violates these Terms. The Terms will inure to the benefit of successors, assigns, and licensees. This defense and indemnification obligation will survive these Terms and your use of the Websites and/or Services.
X. Forward-Looking Statements
The site and the information and materials thereon include “forward-looking” statements that involve uncertainties and risks. There can be no assurance that actual results will not differ from the expectations of FTI. Factors that could cause such differences include the pace and timing of additional acquisitions, the company's ability to realize cost savings and efficiencies, competitive and general economic conditions, pretension of staff and clients and other risks described in the company's filings with the Securities and Exchange Commission. We are under no duty to update any of the forward-looking statements to conform such statements to actual results and events and do not intend to do so.
XI. Claims of Intellectual Property Infringement and Agent
If you believe your copyright, or other intellectual property rights have been infringed by the Websites, Content or Services, we ask that you please provide to FTI’s Agent the following information required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. 512:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyright work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
- Information reasonably sufficient to permit us to contact the complaining party;
- A statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Send such notice as directed above to:
909 Commerce Road
Annapolis, MD 21401
Fax: +1 410 951-4878
XII. Governing Law
This Agreement and its performance shall be governed by the laws of the State of Maryland, United States of America, without regard to its conflict of laws provisions. You consent and submit to the exclusive jurisdiction of the state and federal courts located in the State of Maryland, United States of America, in all questions and controversies arising out of your use of the Websites, the Services, and/or the Terms, except as expressly stated below. To the extent allowed by applicable law, any claim or cause of action arising from or relating to your access or use of the Websites must be brought within two (2) years from the date on which such claim or action arose or accrued. FTI controls and operates the Websites from its headquarters in the United States of America, and the Websites may not be appropriate or available for use in other locations. If you use the Websites outside the United States of America, you are responsible for following applicable local laws.
For any claim (i) raised by a resident of a country other than the United States of America; or (ii) where the total amount of the award sought is less than ten thousand dollars ($10,000.00), you agree that FTI may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration. In the event FTI elects arbitration, you hereby agree that any effort to resolve the dispute will be conducted exclusively by binding arbitration before a neutral arbitrator as described in this section. The arbitrator's decision will be final except for a limited right of appeal under the U.S. Federal Arbitration Act. Any court with jurisdiction over the parties may enforce the arbitrator's award.
Any arbitration will be conducted by the American Arbitration Association (the "AAA") under its Commercial Arbitration Rules, or other applicable AAA rules. You and FTI agree to commence arbitration only in Baltimore City, State of Maryland, U.S.A. You may request a telephonic or in-person hearing by following the AAA rules. In a dispute involving $10,000 or less, any hearing will be telephonic unless the arbitrator finds good cause to hold an in-person hearing instead. The arbitrator may award the same damages to you individually as a court could. The arbitrator may award declaratory or injunctive relief only to you individually, and only to the extent required to satisfy your individual claim.
In the event of an arbitration, neither you nor we will have the right to litigate that claim in court or have a jury trial on the claim, or to engage in pre-arbitration discovery except as provided in the code or procedures of the AAA, as applicable. Further, you will not have the right to participate in a representative capacity or as a member of any class of claimants pertaining to any claim subject to arbitration. The arbitrator's decision will be final and binding. Other rights that you would have if you went to court may also not be available in arbitration.
If any other provision of this section is found to be illegal or unenforceable, that provision will be severed, with the remainder of this section remaining in full force and effect. If arbitration is found to be illegal or unenforceable, the state courts of the State of Maryland and if the jurisdictional prerequisites exist, the United States District Court for the District of Maryland, and no other court or tribunal, shall have sole and exclusive jurisdiction to hear and determine any suit, action, proceeding, claim, controversy or dispute you have with FTI in connection with the Websites; in such event, you irrevocably consent to the jurisdiction of the said courts, and venue therein.
XIII. Attorney’s Fees
If FTI takes any action to enforce these Terms, such parties will be entitled to recover from you, and you agree to pay, all reasonable and necessary attorney's fees and any cost of litigation, in addition to any other relief, at law or in equity, to which such parties may be entitled.
XIV. Injunctive Relief
You acknowledge that a violation or attempted violation of any provision of these Terms will cause such damage to FTI as will be irreparable, the exact amount of which would be difficult to ascertain and for which there will be no adequate remedy at law. Accordingly, you agree that FTI shall be entitled as a matter of right to an injunction issued by any court of competent jurisdiction, restraining such violation or attempted violation of the Terms by you, or your affiliates, partners, or agents, as well as recover from you any and all costs and expenses sustained or incurred by FTI in obtaining such an injunction, including, without limitation, reasonable attorneys’ fees. You agree that no bond or other security shall be required in connection with such injunction.
You may not assign, convey, subcontract or delegate your rights, duties or obligations hereunder.
The relationship between FTI and you will be that of independent contractors, and neither of us nor any of our respective officers, agents or employees will be held or construed to be partners, joint ventures, fiduciaries, employees or agents of the other.
XVIII. Additional Terms
Additional terms and conditions may apply to purchases of goods and services and other uses of portions of the Websites, and you agree to abide by such other terms and conditions.
This Agreement shall be deemed severable. In the event that any provision is determined to be unenforceable or invalid, such provision shall nonetheless be enforced to the fullest extent permitted by applicable law, and such determination shall not affect the validity and enforceability of any other remaining provisions.
The headings used in this Agreement are included for convenience only and will not limit or otherwise affect the terms and conditions herein.
XXI. Entire Agreement
This Agreement, together with any terms and conditions, legal notices and/or policies incorporated herein or referred to herein, constitute the entire agreement between us relating to the subject matter hereof, and supersedes any prior understandings or agreements (whether oral or written) regarding the subject matter, and may not be amended or modified except in writing or by making such amendments or modifications available on the Websites.
If you are aware of any violations of these Terms and Conditions, please report them at firstname.lastname@example.org.
Last Revised June 1, 2018
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