November 1, 2017

  1. Acceptance of Terms

Lionel Fray Associates welcomes you. Lionel L. Fray Associates, Inc. (LFA) provides ValueMap Services to you subject to the following Terms of Service (TOS), which may be updated by us from time to time without notice to you.

By accessing and using ValueMap.com or the ValueMap Services, you accept and agree to be bound by the terms and provision of the TOS. In addition, when using particular ValueMap Services, you are subject to any posted guidelines or rules applicable to such Services, which may be posted and modified from time to time. All such guidelines or rules are hereby incorporated by reference into the TOS. LFA may also offer other services that are governed by different Terms of Service.

  1. Right of Modification

We reserve the right to change or modify the TOS at our sole discretion at any time. Any change or modification to the TOS will be effective immediately upon posting by us. For any material changes to the Terms, we will take reasonable steps to notify you of such changes. In all cases, your continued use of the ValueMap.com and any related social media sites, after publication of such modifications, with or without notification, constitutes binding acceptance of these modified Terms of Service.

  1. Description of ValueMap Services

ValueMap provides users with access to a collection of resources (tools, cases, content, forums, databases) related to business strategy, business models, and the ValueMap Process ( ‘The ValueMap Services’). You also understand and agree that the ValueMap Services may include advertisements and that these advertisements are necessary to provide the ValueMap Services. When you provide your email address on ValueMap.com, you agree that the ValueMap Services may include communications from ValueMap.com, such as announcements, messages and newsletters. Unless explicitly stated otherwise, any new features that augment or enhance the current ValueMap Services are subject to the TOS. You understand and agree that the ValueMap Services are provided ‘AS-IS’ and LFA assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications. You are responsible for obtaining access to the ValueMap Services.

4.Conduct

You understand that all ValueMap Services containing information, data, text, software, music, sound, photographs, graphics, video, messages, tags, or other materials (‘Content’), whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Content originated.

You agree to not use the ValueMap Services to:

  1. Make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
  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. Forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the ValueMap Services;
  5. Interfere with or disrupt the ValueMap Services or servers or networks connected to the ValueMap Services, or disobey any requirements, procedures, policies or regulations of networks connected to the ValueMap Services.
  6.  Intentionally or unintentionally violate any applicable local, state, national or international law;
  7. ‘Stalk’ or otherwise harass another.
  1. Contributions to ValueMap

Unless covered by a separate Non-Disclosure Agreement or Consulting Agreement, when you submit ideas, suggestions, documents, and/or proposals (‘Contributions’) to ValueMap.com through its suggestion or feedback webpages, you acknowledge and agree that: (a) your Contributions do not contain confidential or proprietary information; (b) LFA is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (c) LFA shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide; (d) LFA may have something similar to the Contributions already under consideration or in development; (e) your Contributions automatically become the property of LFA without any obligation of LFA to you; and (f) you are not entitled to any compensation or reimbursement of any kind from LFA under any circumstances, unless agreed to via a separate contract

  1. Indemnity

You agree to indemnify and hold LFA and its subsidiaries, affiliates, officers, agents, employees, partners and licensors harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of Content you submit, post, transmit, modify or otherwise make available through the ValueMap Services, your use of the ValueMap Services, your connection to the ValueMap Services, your violation of the TOS, or your violation of any rights of another.

  1. Modifications to ValueMap Services

We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the ValueMap Services (or any part thereof) without notice. You agree that ValueMap shall not be liable to you or to any third party for any modification, suspension or discontinuance of the ValueMap Services (or any part thereof).

  1. Dealing with Advertisers

Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the ValueMap Services are solely between you and such advertiser. You agree that LFA shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the ValueMap Services.

  1. Links

The ValueMap Services may provide, or third parties may provide, links to other World Wide Web sites or resources. You acknowledge and agree that LFA is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that LFA shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.

  1. ValueMap’s Proprietary Rights

You acknowledge and agree that the ValueMap Services contain proprietary information that is protected by applicable intellectual property and other laws. Except as expressly permitted by applicable law or as authorized by LFA you agree not to copy, reproduce, modify, rent, lease, loan, sell, distribute, transmit, broadcast, publicly perform or create derivative works based on the ValueMap Services, such as Content or the case studies, in whole or in part. The burden of determining that your use of any information, software or any other content on the Site is permissible rests with you.

LFA grants you a personal, non-transferable and non-exclusive right and license to use its Services. You agree not to modify the Services in any manner or form, nor to use modified versions of the Services.

  1. Disclaimer of Warranties

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

  1. YOUR USE OF THE ValueMap SERVICES ARE AT YOUR SOLE RISK. THE ValueMap SERVICES ARE PROVIDED ON  ‘AS IS’ AND ‘AS AVAILABLE’ BASIS. ValueMap AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
  2. ValueMap AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY THAT (i) THE ValueMap SERVICES WILL MEET YOUR REQUIREMENTS; (ii) THE ValueMap SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE ValueMap SERVICES WILL BE ACCURATE OR RELIABLE; (Iv) ANY ERRORS IN THE CONTENT WILL BE CORRECTED.
  3. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE ValueMap SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR COMPUTER SYSTEM, INTERNET ACCESS, DOWNLOAD OR DISPLAY DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
  4. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ValueMap SERVICES OR VALUEMAP.COM OR LFA SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
  5. Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT LFA AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF LFA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (a) THE USE OR THE INABILITY TO USE THE ValueMap SERVICE; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (c) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (d) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE ValueMap SERVICE; OR (e) ANY OTHER MATTER RELATING TO THE ValueMap SERVICE.

  1. ENTIRE AGREEMENT

The TOS constitutes the entire agreement between you and LFA and governs your use of the ValueMap Services, superseding any prior version of this TOS with respect to the ValueMap Services.

  1. GOVERNING LAW

You and LFA agree that the TOS and the relationship between the parties shall be governed by the laws of the Commonwealth of Massachusetts.

  1. WAIVER AND SEVERABILITY OF TERMS

The failure of LFA to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision.

  1. Violations

Please report any violations of the TOS to info@valuemap.com