BKD, LLP has adopted the following Terms and Conditions of Use for the BKD web sites, or any mobile version thereof, to ensure that You know what to expect from Your visit to the Sites.
(a) “We”, “Us”, “Our”, or “BKD” mean BKD, LLP, BKD Wealth Advisors, LLC, BKD Corporate Finance, LLC, and all other subsidiaries, parent entities, divisions, departments, and affiliates of BKD, LLP.
(b) “Site” or “Sites” means the BKD web sites or web sites used for BKD matters and includes, without limitation, www.bkd.com; https://bkdconnect.bkd.com; http://bkdforensics.com/ ; https://secure.netlinksolution.com/nextgen/ ; http://www.bkdrisk.com/; http://www.sageerpinsights.com/ ; http://www.dynamicsgpinsights.com/; and any other related web sites used by BKD now or in the future.
(c) “You” or “Your” means You, Your registered business, and any of Your employees, officers, or agents who may use the Site.
(e) “Content” or “Contents” means all text, graphics, videos, sounds, music, trade dress, trademarks, text, works of authorship, services, newsletters, articles, papers, features, functions, the selection and arrangement of the foregoing, and all other materials and information of any kind or nature contained on or made available on these Sites by BKD or its vendors or licensors.
(f) “Data” means information of any kind that You upload, input, or submit to or through the Site.
3. No Advice. The information provided on the Sites, including without limitation all newsletters, papers, articles, and other information downloaded or accessed by You, is for general guidance and to offer the You general information on particular subjects of interest. It is not intended to constitute legal, accounting, tax, marketing, or other professional advice or services.
4. Security of Computer and IT Systems. . You agree to be responsible and liable for the security of Your computers, IT system, and Data and for taking measures to protect against viruses or other harmful software your computer may come in contact with, regardless of the source of such viruses or harmful software. BKD strongly recommends that you adopt and practice safe computing policies and practices, including without limitation applying appropriate security patches and updates and installing and running adequate anti-malware software. If You connect to the internet through a wireless modem, router or other device You should take every precaution to ensure the secure transmission of data. This includes implementation and adherence to security measures recommended by the manufacturer of the wireless device used and/or security experts.
5. User data. You are solely responsible for all Data and other information, confidential or otherwise, that You upload to or through any Site. You are solely responsible for creating personal backup copies of all Data you post or store on any Site or provide to BKD. When You post Data to a Site, You authorize and direct BKD to make such copies thereof as deemed necessary or desirable by BKD in order to facilitate the use and storage of the Data on the Site and to facilitate BKD’s performance of accounting, tax, audit, and other services. By accessing and posting Data to a Site, You represent that you have the authority and ability to access the Data and Site and post the Data on the Site. BKD does not assert any ownership of Your Data. You agree that BKD may retain Data in accordance with its own data retention policies and that BKD may delete Data from the Site at any time and for any reason. You further agree that BKD is not responsible for any of the content of Your Data or any Data or information that You submit to or post on or through a Site. You agree that BKD is not responsible in any manner for any Data or content not created by BKD.
6. Third Party Collaboration or Sharing. Your decision to share information or collaborate with third party users is Your sole decision. All users must apply sound business and legal judgment when posting and collaborating with others through a Site.
7. Other Online Services. BKD may from time to time offer a variety of other online services and products through one or more of its Sites; however, such services will be subject to their own terms and condition. This TOU is intended to govern use of the Sites and not other services that may be provided or made available by or through BKD.
8. Prohibited Actions. You may not do any of the following on, through or in any way in connection with any Site:
(a) Upload, post, transmit or submit any information or material that (i) contains software viruses, worms, code, files, or programs designed to interrupt, deny service, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (ii) is defamatory, libelous, obscene, indecent, pornographic, abusive, threatening to others, intimidating, hateful, racially or ethnically objectionable or constitutes stalking; (iii) infringes the patent, copyright, trademark, trade secret, right of publicity, right to privacy, or other intellectual property right of any third party; (iv) violates any state, federal, or international law; (v) constitutes bulk or unsolicited commercial email – i.e. spam; (vi) constitutes phishing; or (vii) constitutes a BOT or spider.
(b) Harm minors in any way.
(c) Interfere with or disrupt this Site or the services provided by this Site.
(d) Impersonate any person or entity or otherwise misrepresent Your affiliation with a person or entity.
(e) Violate or infringe any of Our trademark, copyright, proprietary, or intellectual property rights.
(f) Violate or breach any provision of the TOU.
(g) Copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code or software used in connection with this Site or obtain unauthorized access to this Site.
(h) Use any Content or other information to, in whole or in part, create a likelihood of confusion, to misrepresent any fact, or to deceive others in any form or by any means.
(i) Copy, modify, reuse, rent, lease, distribute, republish, retransmit, sell, lend, assign or transfer any Content of this Site.
(j) Access any Site by any means other than through the interface provided by Us.
(k) Remove any copyright notice, trademark notice or other proprietary notice from any Content you download or otherwise receive from or through any Site.
(l) Misappropriate the funds, property or data of any person.
(m) Hack or crack in an attempt to gain unauthorized access to the Site or any Data, content, or other information on or accessible through any Site.
(n) Grant access to any third-party to access or use any Site on your behalf, even as an agent, without the written consent of BKD.
9. Investigation and Enforcement. BKD, in its sole discretion, may enforce compliance with the TOU by investigation and prosecution. If BKD believes You are or may be violating the TOU or committed prohibited actions, BKD may without notice and at its sole discretion take such action as it deems appropriate to restrict, suspend or terminate Your account. BKD may involve and cooperate with law enforcement if criminal or other illegal activity is suspected.
10. Disclaimers and Limitations. You agree to the following limitations and disclaimers.
(a) Service Availability. BKD MAKES NO REPRESENTATION OR WARRANTY THAT ANY SITE WILL BE AVAILABLE AT ALL TIMES. BKD MAKES NO WARRANTY, EXPRESS OR IMPLIED, REGARDING THE AVAILABILITY OF ANY SITE AND SHALL NEVER BE LIABLE FOR ANY CLAIMED ACTUAL OR CONSEQUENTIAL DAMAGES ARISING FROM ANY LACK OF AVAILABILITY OF ANY SITE.
(b) Creation of and Receipt of Data. BKD CANNOT GUARANTEE, NOR SHALL BKD ASSUME ANY RESPONSIBILITY OR LIABILITY FOR, THE CREATION OR RECEIPT OF YOUR DATA, NOR IS BKD RESPONSIBLE FOR THE CONTENT OF ANY OF YOUR DATA.
(c) Site, Content, Results. THE BKD SITES AND SITE CONTENT ARE PROVIDED "AS-IS". BKD DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT WITH RESPECT TO THE SITES OR THE CONTENT OF THE SITES. BKD CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE SITES. BKD DOES NOT REPRESENT OR WARRANT THAT THE SITES OR BKD’S SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. BKD MAKES NO WARRANTY, EXPRESS OR IMPLIED, REGARDING THE EFFICACY OF THE SECURITY OF THE SITES.
(d) Limitation of Liability. IN NO EVENT WILL BKD OR ITS MEMBERS, MANAGERS, PARTNERS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF THE SITES OR MATERIALS ON, ACCESSED THROUGH OR DOWNLOADED FROM THE SITES, EVEN IF BKD IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, BKD'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 TO BKD FOR USE OF ANY OF THE SITES, BUT IN NO CASE WILL BKD'S LIABILITY TO YOU EXCEED ONE THOUSAND DOLLARS.
11. Intellectual Property. All Content on the Sites is owned or licensed by Us and is subject to copyright, trademark and other federal and state laws relating to intellectual property. No Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, scraped, displayed, posted, transmitted or sold without Our prior written consent or the consent of Our licensors and licensees. Any unauthorized use of Content or violation of this provision is a material breach of this TOU and may be a violation of applicable law. Nothing in this TOU constitutes or may be construed as transferring or licensing any intellectual property rights to You, whether by estoppel, implication or otherwise. We will aggressively enforce Our intellectual property rights to the fullest extent of the law.
12. Indemnity for Breach/Causation of Claims. If You breach the terms of this TOU or in any way cause any claims to made against Us, Our employees, officers or directors, You will be liable to Us for all damages, costs, judgments and expenses (including reasonable attorneys’ fees) that We or Our employees, officers or directors incur. You agree to defend, indemnify, and hold BKD harmless from and against all claims, liabilities, losses, expenses, damages and costs (including reasonable attorney’s fees) that arise from (a) Your use of the Sites, (b) any actual or threatened breach by You of any provision of this TOU, (c) any violation of applicable law by You, or (d) information or content You submit, post, transmit or make available through the Sites.
13. Changes. BKD reserves the right to update the TOU at any time without notice to you. Such modifications shall become effective immediately upon the posting thereof. You must review this TOU on a regular basis to keep yourself apprised of any changes. The most current version of this TOU can be found on the Sites.
14. General Terms. The following additional terms apply to this TOU
(e) Notices. BKD may give notice to You through general posting on the Site, via postal notification, or via e-mail notification. You may give notice to BKD via e-mail at firstname.lastname@example.org or online via Our Contact Us form.
15. Account. In order to use certain BKD Sites, You may need an account. If You are required to have an account You must complete a registration and provide BKD with such information as BKD may request. All such information must be current, complete and accurate. If You submit false, fraudulent, or misleading information, BKD will have the right to immediately terminate Your account and access to any Site for which an account is necessary.
16. Access and Login. Some BKD Sites require passwords for access. If passwords are required, BKD will provide Your authorized representatives passwords for access to the Site by Your designated users. You agree to notify BKD immediately if access to any of Your designated users is to be revoked. BKD will endeavor to promptly terminate the access of such users; however, You cannot be assured that such access has been terminated until you receive written confirmation of termination from BKD. All password access to the Site will be terminated when the client relationship between You and BKD is terminated. It is agreed that You may not under any circumstances grant any unauthorized third party or person access to the Site for any reason whatsoever without the written consent of BKD.
17. Passwords. If a password is required for access to a BKD Site, You may choose a password, but each of Your user names must be based on a valid email address You provide to Us. You are solely responsible for maintaining the confidentiality of the passwords issued to Your users.
18. Your Use of Site You agree to be responsible and liable for any and all activities that occur on, in, or through Your account and access to Your account. You agree to immediately notify BKD of any unauthorized use of Your account. BKD will not be liable for any loss that You may incur as a result of unauthorized use of passwords issued to You and Your users, and You agree to defend, indemnify, and hold BKD harmless from any loss or damage of any kind resulting from any such unauthorized access to the Site.