TERMS OF USE

Thomson Reuters (Tax & Accounting) Inc. and its affiliates (collectively, “TRTA”) provide this website to you, subject to these terms of use (“Terms”) and subject to TRTA’s Privacy Statement. The Terms constitute a legal agreement between you and TRTA and govern all use of this website, including all content, information, and services provided on the website. Access to and use of any other site, product or service, including those referenced herein or linked to from this site, are governed by the terms of the License Agreement or other agreement related to that service or site. By accessing, browsing, or using this website, you acknowledge that you have read, understood, and agree to be bound by these Terms. TRTA may update these Terms at any time, with or without notice to you. Each time you access this website, you agree to be bound by the Terms then in effect. If you do not agree to these terms, please do not use this site.

You should exercise caution when using this site. Don’t disclose information that might be considered private or confidential, or that may infringe any third party proprietary rights.

By accessing the website, you represent and warrant that you are at least 18 years old or, if younger than 18, are at least 13 or older and have a parent’s or guardian’s permission to access or use this website.

Privacy.  Please review TRTA’s Privacy Statement for ag description of TRTA’s privacy practices and an explanation of how TRTA may use any personal information TRTA collects on this website.

Additional Terms and Conditions.  Additional terms and conditions may apply to purchases of goods or services and to specific portions or features of this site, including contests, promotions or other similar features, all of which terms are made a part of these Terms by this reference. If there is a conflict between these Terms and the terms posted for or applicable to a specific portion of the Site or for any service and/or product offered on or through this Site, the latter terms shall control with respect to your use of that portion of the Site or the specific service and/or product.

Patents, Copyrights and Trademarks.  The technology and content provided on this website are owned by or licensed to TRTA and protected by United States, Canadian, and other international intellectual property laws. TRTA and its licensors retain all proprietary rights to that content and technology. No part of this website may be reproduced, duplicated, copied, downloaded, stored, further transmitted, disseminated, transferred, or otherwise exploited without TRTA’s prior written consent. Please see notices on individual referenced sites, products and services for additional notices and information. The trademarks, service marks, trade names and logos appearing on this site are trademarks of TRTA and or its affiliates or licensors. MATERIALS IN THIS WEBSITE ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AND ALL SUCH WARRANTIES ARE HEREBY DISCLAIMED.

License.  By offering this website for use, TRTA provides you with a worldwide, nonexclusive, nontransferable, revocable, limited license to access and use of the information and services on this website, strictly subject to and in accordance with these Terms. TRTA reserves the right to terminate this license at any time and for any reason. Your failure to comply with these Terms will result in automatic termination of this license, with or without prior notice, and you must immediately destroy all copies of downloaded materials in your possession or control. Except for the limited license set forth in these Terms, TRTA does not grant you any express or implied rights or licenses under any patents, trademarks, copyrights, or other proprietary or intellectual property rights.  TRTA has no obligation to store, and may remove or delete, any of your content on this website for any reason, at any time and without notice to you.

Usage.  By accessing, browsing, or using this website, you agree to the following:

• You will not use, intentionally or unintentionally any of the content, information, or services on this website in a manner contrary to or in violation of any applicable international, national, federal, state, or local law, rule, or regulation having the force of law. Please note that TRTA is not a consumer reporting agency, and you will not use any of the content, information, or services on this website as a factor in establishing a consumer’s eligibility for credit or insurance to be used primarily for personal, family, or household purposes, for employment purposes, or for any other purpose authorized under section 1681b of the Fair Credit Reporting Act (15 U.S.C.A. § 1681b).
• You will not use this website in any manner that could harm, infect, take over, disable, overburden, or otherwise impair any of our computer systems, including, but not limited to, the servers, networks, and other components connected to or used for this website.
• You will not interfere with any other party’s use and enjoyment of this website, or of any of the content, information, or services provided on this website.
• To the extent that you are able to upload, post or otherwise transmit content using this site you will not upload, post, or otherwise transmit any content that (i) you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (ii) 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; (iii)  is abusive, illegal, defamatory,  indecent, obscene, offensive or threatening in any way; (iv) encourages anyone to break the law; (v) violates anyone’s copyright, trademark or other proprietary right; (vi) interferes with the privacy of another user; (vii) contains false or misleading statements; or (viii) gives rise to any liability or violates any applicable local, state, federal or international law or regulation.
• You represent that you have all the necessary legal rights to upload, post or otherwise transmit content using this site and you hereby grant TRTA a non-exclusive, transferable, worldwide, fully paid-up, royalty-free, perpetual, irrevocable right and license to use, distribute, publicly perform, display, reproduce, modify, translate, sublicense and create derivative works from your content in any and all media in any manner, in whole or in part, without any duty to notify or to compensate you. You further irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of your content that you may have under any applicable law or legal theory.
• You will not attempt to gain unauthorized access to any services, accounts, computer systems, or networks connected to any server used for this website, through password mining, hacking, or any other means.
• You will not seek to gain access to any materials or information through any means not intentionally made available by TRTA.
• You will not reproduce, duplicate, copy, download, store, further transmit, disseminate, transfer, or otherwise exploit this website, or any portion hereof without TRTA’s prior written consent, except that you may reproduce limited content from this site describing TRTA’s products and services solely to educate users or potential users about TRTA products or services.
• You will not use any framing techniques to enclose any portion of this website (including, but not limited to, images, text, page layout, and form) without TRTA’s prior written consent;
• You will not make any use of the trademarks, service marks, trade names, logos, and graphics on this website without TRTA’s prior written consent.
• You will not, directly or indirectly, reverse engineer, decompile, disassemble or otherwise attempt to discern the source code or architecture of any feature or component of the website or extract information about usage, individual identities, or users.
• You will not use any robot, spider, other automatic software or device, or manual process to monitor or copy our website or the content, information, or services on this website without TRTA’s prior written consent.
• You will not collect any email addresses made available on this site for purposes of promotions or marketing campaigns.
• You will not distribute, on or through this website, any advertising; promotion; solicitation for goods, services, or funds; or solicitation for others to become members of any enterprise or organization without TRTA’s prior written permission.
• You will not use or otherwise export or re-export this website, or any portion thereof, in violation of the export control laws and regulations of the United States of America, Canada, or any other country.

DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY.

THE PRICING, EXCEPT WHERE NOTED OTHERWISE, REFLECTS THE LIST PRICE. THE LIST PRICE OR MULTIPLE COURSE PRICE MAY OR MAY NOT REPRESENT THE PREVAILING PRICE IN EVERY AREA ON ANY PARTICULAR DAY. TRTA CANNOT CONFIRM THE PRICE OF AN ITEM OR SERVICE OR ITS AVAILABILITY UNTIL YOUR ORDER IS PLACED. DESPITE OUR REASONABLE EFFORTS, A SMALL NUMBER OF THE ITEMS MAY BE MISPRICED OR NO LONGER OFFERED. IF THE CORRECT PRICE OF AN ITEM SOLD IS HIGHER THAN OUR STATED PRICE, TRTA WILL, AT ITS DISCRETION, EITHER CONTACT YOU FOR INSTRUCTIONS BEFORE PROCESSING YOU ORDER AND SHIPPING ANY MATERIALS OR CANCEL YOUR ORDER AND NOTIFY YOU OF SUCH CANCELLATION.

TRTA AND ITS LICENSORS PROVIDES THIS WEBSITE “AS IS” AND “AS AVAILABLE” WITHOUT ANY REPRESENTATION OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO:

• REPRESENTATION OR WARRANTIES OF PERFORMANCE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, ERRORS, OMISSIONS, COMPLETENESS, CURRENTNESS, DELAYS, RELIABILITY AND NON-INFRINGEMENT;
• WARRANTIES THAT ACCESS TO ANY PRODUCT WILL BE UNINTERRUPTED, SECURE, COMPLETE, OR ERROR FREE;
• WARRANTIES AS TO THE LIFE OF ANY URL OR THIRD-PARTY WEB SERVICE; AND
• WARRANTIES WITH REGARD TO ANY CONTENT OR SOFTWARE THAT HAS BEEN MODIFIED IN ANY WAY BY ANYONE OTHER THAN, AND WITHOUT THE EXPRESS APPROVAL OF, TRTA.

BY ACCESSING, BROWSING, OR USING THIS WEBSITE, YOU ACKNOWLEDGE THAT:

• THE WEBSITE IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY;
• YOUR USE OF THE WEBSITE, IN FULL OR IN PART, IS AT YOUR SOLE RISK;
• PROVISION OF CONTENT AND SOFTWARE ENTAILS THE LIKELIHOOD OF SOME HUMAN AND MACHINE ERRORS, DELAYS, INTERRUPTIONS, AND LOSSES, INCLUDING THE INADVERTENT LOSS OF DATA OR DAMAGE TO MEDIA;
• THIS SITE, AND THE PRODUCTS AND SERVICES REFERENCED HEREIN MAY NOT SATISFY CUSTOMER REQUIREMENTS NOT EXPRESSLY STATED IN THE CUSTOMER AGREEMENT; AND
• ALL MESSAGES POSTED BY USERS REFLECT THE OPINIONS OF THEIR RESPECTIVE AUTHORS AND NOT THOSE OF THE TRTA (INCLUDING ITS MODERATORS) AND THEREFORE, TRTA CANNOT BE HELD RESPONSIBLE OF ANY WEBSITE DISCUSSIONS.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TRTA, ITS PARENT COMPANY, ITS SUBSIDIARIES, ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, ADVERTISERS, CONTENT PROVIDERS AND LICENSORS (COLLECTIVELY, THE “TRTA PARTIES”) WILL NOT BE LIABLE (JOINTLY OR SEVERALLY) TO YOU, WHETHER IN NEGLIGENCE, TORT, CONTRACT OR ANY OTHER THEORY OF LIABILITY, EVEN IF THE TRTA PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OR COULD HAVE FORESEEN ANY SUCH DAMAGES, FOR:

• DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFITS, LOST SAVINGS AND LOST REVENUES, OF ANY KIND ARISING OUT OF, OR IN CONNECTION WITH USE OF THIS WEBSITE;
• ANY CLAIM(S) RELATING IN ANY WAY TO CUSTOMER’S INABILITY OR FAILURE TO PERFORM RESEARCH OR OTHER WORK OR TO PERFORM SUCH RESEARCH OR WORK PROPERLY OR COMPLETELY, EVEN IF ASSISTED BY TRTA;
• ANY LOSS, INJURY CLAIM, LIABILITY, OR DAMAGE OF ANY KIND RESULTING FROM OR RELATED TO ACCESS, USE OR THE UNAVAILBILITY OF THE WEBSITE (OR ANY PART THEREOF); NOR
• ANY DECISION MADE OR ACTION TAKEN BY CUSTOMER IN RELIANCE UPON THE AVAILABILITY OF OR CONTENT MADE AVAILABLE THROUGH THIS WEBSITE.

No Legal Advice.  The information and services on this website are not intended to and shall not be used as legal advice. No attorney-client relationship is formed. You use the content, information, and services on this website at your own risk.

Support Services.  Any support services offered by TRTA are offered in support of TRTA products and are in no way substitutes for assistance from legal, tax, accounting, financial, or other qualified professionals.  If legal, tax, accounting, financial or other advice or other expert assistance is required, the services of a competent professional person should be sought.

Advertisers.  TRTA and this website may contain, link to, reference, or promote websites, applications and/or services from third parties. TRTA does not guarantee the accuracy of or endorse the views or opinions given by any third party content provider, advertiser, sponsor or other user. You agree that TRTA is not responsible for, and do not control such non-TRTA websites, applications or services, nor is TRTA responsible for the acts or omissions of such advertisers or sponsors. TRTA may run paid advertisements and sponsorships from third parties on this website. Any dealings you have with any third party advertisers or sponsors are solely between you and such advertiser or sponsor.

Links to Third Party Sites.  This Site may provide links to other third-party World Wide Web sites or resources. TRTA makes no representations whatsoever about any other web site which you may access through this Site. Because TRTA has no control over such sites and resources, you acknowledge and agree that TRTA is not responsible for the availability of such external sites or resources and is not responsible or liable for any Content, advertising, products, services or other materials on or available from such sites or resources. It is up to you to take precautions to ensure that whatever you select for your use is free of such items as viruses, worms, trojan horses and other items of a destructive nature.

References on this Site to any names, marks, products or services of any third parties or hypertext links to third party sites or information are provided solely as a convenience to you, and do not constitute or imply an endorsement, sponsorship or recommendation of, or affiliation with the third party or its products and services. TRTA makes no representation or warranty as to any third party Content, products or services, and you agree that TRTA 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 third-party Content, products or services available on or through any such site or resource.

Web Forums.  TRTA monitors some web forums containing user generated content and does not monitor others. Monitored web forums are moderated and messages are screened for inappropriate content. Please be advised that web forum content is the sole responsibility of the person supplying the content, and TRTA assumes no responsibility to control such content. Opinions expressed on TRTA web forums and in any corresponding comments are the personal opinions of the original authors, and not necessarily that of TRTA. Except for private web forums, which are governed under a separate Nondisclosure Agreement, all user generated content posted or submitted to a web forum shall be treated as non-confidential information as outlined above. Web forums may include additional terms, which take precedence over these terms.

Electronic Communications.  When you visit any of TRTA’s websites, partially or fully complete forms, or send emails to TRTA, you are communicating with TRTA electronically and consent to receive communications from us electronically. TRTA will on occasion communicate with you by email or by posting notices on this site. You agree that all agreements, notices, disclosures and other communications that TRTA provides to you electronically satisfy any legal requirement that such communications be in writing. Further, if you partially or fully complete forms on TRTA’s sites, TRTA may use your contact information for marketing purposes as set forth in TRTA’s Privacy Statement. If you no longer wish to receive commercial email messages from TRTA, please refer to TRTA’s Privacy Statementfor instructions on how to opt-out.

Live Chat.  Information a Live Chat representative provides to you may be protected by copyright law.  By using the Live Chat Service, you represent and warrant that:

• you are at least 18 years old;
• information you supply does not violate the Terms of Use policy, including but not limited to the “Information You Provide” section, and will not cause injury to any person or entity; and
• you will use the information provided by a Live Chat representative for your own personal, non-commerical use only, and you will not dedicate any such information as open data.

Your live chat with a Live Chat representative is not made public on the site and is only seen by you and TRTA. You will not have the ability to edit or delete any information you have submitted. TRTA reserves the right to remove or to refuse to post any information for any reason. You acknowledge that you, not TRTA, are responsible for the information you submit.
TRTA will treat any personal information that you submit through this site in accordance with TRTA’s Privacy Statement.

Registration and Account Information.  

Certain sections of this website may require you to register as a user or create an account. By registering or creating an account, you agree to provide accurate and complete information and to inform TRTA of any changes to that information. Each registration is for a single user only, unless otherwise expressly provided on the registration page. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. If you believe there has been unauthorized use, you must notify TRTA immediately.

Registration data and any other information TRTA obtains about you will be used in accordance with TRTA’s Privacy Statement. By submitting information to TRTA as part of any registration, you consent to the possible transfer of such information outside of your country. TRTA reserves the right to access and disclose any information about you (including personal data given in your registration) in order to comply with applicable laws, regulations, court orders or lawful governmental requests; to operate TRTA’s systems properly; and to protect TRTA’s rights and the safety or interests of others, at TRTA’s sole discretion.

Data Aggregation.  You grant TRTA permission to aggregate your non-personally identifiable data which you enter or upload with that of other users of TRTA products. For example, this means that TRTA may use that aggregated data to improve services, design promotions, or provide ways for you to compare business practices with other users.  You also grant TRTA permission to (i) use information about your business and experience to help TRTA provide and enhance its products; (ii) combine your business data, if any, with that of others in a way that does not identify you or any individual personally; and (iii) share or publish summary results relating to research data and to distribute or license such data to third parties.

Termination.  You acknowledge and agree that TRTA, in its sole discretion, may deny, terminate or restrict your website access if your conduct is found to be unlawful, inconsistent with, or in violation of, the letter or spirit of these Terms, or for any other reason.  TRTA shall not be liable to you or any third party for denial, termination or restriction of website access. Should you object to any terms and conditions of these Terms, or to any subsequent modifications thereto, your only recourse is to immediately discontinue use of the website.

Indemnification.  You agree to indemnify, defend, and hold TRTA and its officers, directors, employees, affiliates, agents, licensors, and suppliers harmless from and against all claims, losses, expenses, damages, and costs, including reasonable attorneys’ fees, resulting from any violation of these Terms by you.

Governing Law and Jurisdiction.  The Terms shall be governed by and construed in accordance with the laws of the State of New York in the United States, without giving effect to any principles of conflicts of law. You hereby agree that any disputes arising under or in connection with the Terms or the website shall be submitted for resolution to federal and state courts in New York County in the State of New York, and you hereby waive any jurisdictional, venue or inconvenient forum objections to such courts.

Severability of Provisions.  Should any provision of the Terms be held to be void, invalid, unenforceable or illegal by a court, the validity and enforceability of the other provisions will not be affected thereby.

Waiver.  Failure to enforce any provision of the Terms will not constitute or be construed as a waiver of such provision or the right to enforce it.

U.N. Convention on the International Sale of Goods.  The United National Convention on the International Sale of Goods shall not apply to the Terms, the website or any content.

Contact Information.  If you have any questions about these Terms, or about the content, information, or services on this website, you may contact TRTA using any of the methods described on TRTA’s “contact us” page.

Digital Millennium Copyright Act.  TRTA responds to notices of alleged infringement that comply with the Digital Millennium Copyright Act. Please see http://thomsonreuters.com/copyright/ for more information.