Terms and Conditions

Agreement between user and pbc.guru

Jump to Business and Organization Terms

Welcome to pbc.guru. The pbc.guru website (the "Site") is comprised of various web pages operated by PBC Guru LLC ("PBC Guru LLC"). These Terms and conditions are a legal agreement between you ("You" or "you") and PBC Guru LLC.

pbc.guru is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein (the "Terms"). Your use of pbc.guru constitutes your agreement to all such Terms. By checking any acceptance boxes, clicking any acceptance buttons, submitting any text or content or simply by making any use of the Website, You (a) accept this Agreement and agree to be bound by each of its terms, and (b) represent and warrant to PBC Guru LLC that (i) You are at least 13 years of age and have the authority to enter into this Agreement (either on your own behalf or by having a parent or legal guardian agree to the terms set forth herein on your behalf), (ii) this Agreement is binding and enforceable against You, (iii) to the extent an individual is accepting this Agreement on behalf of an entity, such individual has the right and authority to agree to all of the terms set forth herein on behalf of such entity, and (iv) You have read and understand PBC Guru's Privacy Policy, the terms of which are posted at the Website and incorporated herein by reference (the "Privacy Policy"), and agree to abide by the Privacy Policy.

PBC Guru LLC may make changes to this agreement from time to time. These changes will be posted here. You should check this agreement often so You remain current on the terms and conditions set forth herein.

Privacy

Your use of pbc.guru is subject to PBC Guru LLC's Privacy Policy. Please review our Privacy Policy, which also governs the Site and informs users of our data collection practices.

Electronic Communications

Visiting pbc.guru or sending emails to PBC Guru LLC constitutes electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communications be in writing.

Fees

PBC Guru LLC may charge fees to organizations or users depending on the way the service is provide. PBC Guru LLC reserves the right at any point and in its discretion to begin charging fees and/or change fees for the use of portions of the Site and/or different levels of subscription or account to organizations or users.

Your account

If you use this site, 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. You may not assign or otherwise transfer your account to any other person or entity. You acknowledge that PBC Guru LLC is not responsible for third party access to your account that results from theft or misappropriation of your account. PBC Guru LLC and its associates reserve the right to refuse or cancel service, terminate accounts, or remove or edit content in our sole discretion.

PBC Guru LLC does not knowingly collect, either online or offline, personal information from persons under the age of thirteen. If you are under 18, you may use pbc.guru only with permission of a parent or guardian.

Links to third party sites/Third party services

pbc.guru may contain links to other websites ("Linked Sites"). The Linked Sites are not under the control of PBC Guru LLC and PBC Guru LLC is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. PBC Guru LLC is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by PBC Guru LLC of the site or any association with its operators.

Certain services made available via pbc.guru are delivered by third party sites and organizations. By using any product, service or functionality originating from the pbc.guru domain, you hereby acknowledge and consent that PBC Guru LLC may share such information and data with any third party with whom PBC Guru LLC has a contractual relationship to provide the requested product, service or functionality on behalf of pbc.guru users and customers.

No unlawful or prohibited use/Intellectual Property

You are granted a non-exclusive, non-transferable, revocable license to access and use pbc.guru strictly in accordance with these terms of use. As a condition of your use of the Site, you warrant to PBC Guru LLC that you will not use the Site for any purpose that is unlawful or prohibited by these Terms. You may not use the Site in any manner which could damage, disable, overburden, or impair the Site or interfere with any other party's use and enjoyment of the Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site.

All content included as part of the Service, such as text, graphics, logos, images, as well as the compilation thereof, and any software used on the Site, is the property of PBC Guru LLC or its suppliers and protected by copyright and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto.

You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on the Site. PBC Guru LLC content is not for resale. Your use of the Site does not entitle you to make any unauthorized use of any protected content, and in particular you will not delete or alter any proprietary rights or attribution notices in any content. You will use protected content solely for your personal use, and will make no other use of the content without the express written permission of PBC Guru LLC and the copyright owner. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to the intellectual property of PBC Guru LLC or our licensors except as expressly authorized by these Terms.

Third Party Accounts

You will be able to connect your PBC Guru LLC account to third party accounts. By connecting your PBC Guru LLC account to your third party account, you acknowledge and agree that you are consenting to the continuous release of information about you to others (in accordance with your privacy settings on those third party sites). If you do not want information about you to be shared in this manner, do not use this feature.

International Users

The Service is controlled, operated and administered by PBC Guru LLC from our offices within the USA. If you access the Service from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use the PBC Guru LLC Content accessed through pbc.guru in any country or in any manner prohibited by any applicable laws, restrictions or regulations.

Indemnification

You agree to indemnify, defend and hold harmless PBC Guru LLC, its officers, directors, employees, agents and third parties, for any losses, costs, liabilities and expenses (including reasonable attorneys' fees) relating to or arising out of your use of or inability to use the Site or services, any user postings made by you, your violation of any terms of this Agreement or your violation of any rights of a third party, or your violation of any applicable laws, rules or regulations. PBC Guru LLC reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with PBC Guru LLC in asserting any available defenses.

Liability disclaimer

THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. PBC Guru LLC AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE SITE AT ANY TIME.

PBC Guru LLC AND/OR ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE SITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. PBC Guru LLC AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PBC Guru LLC AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF PBC Guru LLC OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

Termination/access restriction

PBC Guru LLC reserves the right, in its sole discretion, to terminate your access to the Site and the related services or any portion thereof at any time, without notice. To the maximum extent permitted by law, this agreement is governed by the laws of the State of Maryland and you hereby consent to the exclusive jurisdiction and venue of courts in Maryland in all disputes arising out of or relating to the use of the Site. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and PBC Guru LLC as a result of this agreement or use of the Site. PBC Guru LLC's performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of PBC Guru LLC's right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by PBC Guru LLC with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

 Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and PBC Guru LLC with respect to the Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and PBC Guru LLC with respect to the Site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that this agreement and all related documents be written in English.

Changes to Terms

PBC Guru LLC reserves the right, in its sole discretion, to change the Terms under which pbc.guru is offered. The most current version of the Terms will supersede all previous versions. PBC Guru LLC encourages you to periodically review the Terms to stay informed of our updates.

Contact Us

PBC Guru LLC welcomes your questions or comments regarding the Terms. Please fill out the contact form and we will get back to you as soon as possible.




Business and Organization Terms and Conditions

Jump to User Terms

General

PBC Guru LLC will provide the pbc.guru Programs to organizations who register for the service and follow the terms outlined herein. In the event of any inconsistency among these Terms and Conditions and any other terms, the order of control shall be: (i) Business and Organization Terms & Conditions and (ii) any other exhibits, addenda or attachments to the Terms & Conditions including any links contained in these Terms and Conditions, which are incorporated by reference herein. Note that areas of the user terms apply to organizations where applicable but in no way limiting the business specific terms.

Intellectual Property Rights

(i) PBC Guru LLC owns all right, title and interest in and to any data provided to PBC Guru LLC by your employee, member or an end user to PBC Guru LLC in connection with the pbc.guru Programs ("Customer Data").
(ii) PBC Guru LLC owns all right, title and interest in and to the pbc.guru Programs including, without limitation, any intellectual property rights and any improvements, modifications, enhancements or refinements thereto. Except as set forth in the Agreement, all rights not expressly granted to you are reserved. You agree not to decipher, decompile, disassemble, reconstruct, translate, reverse engineer, or discover any of the pbc.guru Programs, intellectual property or ideas, algorithms, file formats, programming, or interoperability interfaces underlying or such intellectual property.

All company names and logos are trademarks™ or registered® trademarks of their respective holders. Reference to them is for the information and convenience of the public, and does not constitute affiliation, endorsement, recommendation, or favoring by them.

Restrictions

You: (i) will use the pbc.guru Programs solely for your internal business purposes, and (ii) will not, for itself, any affiliate of you or any third party (a) sell, rent, lease, license or sub-license, assign, distribute, or transfer the pbc.guru Programs; (b) modify, change, alter, create derivative works of, decipher, decompile, disassemble, reconstruct, translate, reverse engineer, or discover any source code of the underlying ideas, algorithms, file formats, programming, or interoperability interfaces of the pbc.guru Programs; (c) copy any tangible versions of the pbc.guru Programs; or (d) remove from any of the pbc.guru Programs any language or designation indicating the confidential nature thereof or the proprietary rights of PBC Guru LLC. In addition, you will not export, re-export or permit any third party to export or re-export, directly or indirectly, the pbc.guru Programs where such export or re-export is prohibited by applicable law without appropriate licenses and clearances.

Fees; Pricing and Payment Terms; Taxes

(i)  PBC Guru LLC reserves the right to amend the fees payable for the pbc.guru Programs at any time upon thirty (30) days prior notice to you; provided, however, that such amendment to the fees will not be applicable until the beginning of the next Subscription Period.
(ii) You will be responsible for any sales, use, value-added or import taxes, customs duties or similar taxes assessed in accordance with applicable law with respect to the provision of the pbc.guru Programs.
(iii) Notwithstanding anything herein to the contrary, PBC Guru LLC, in its sole discretion, may suspend or terminate the Agreement and corresponding access and right to use the pbc.guru Programs, at any time, upon notice to you, if you have not paid all amounts due on or before the payment due date, or for any other material breaches of the Business and Organization Terms and Conditions or any other exhibits, addenda or attachments to the Terms & Conditions including any links contained in these Terms and Conditions, which are incorporated by reference herein. You are responsible for amounts that remain outstanding as of the date of such termination. You agree to pay reasonable attorneys’ fees and court costs incurred by PBC Guru LLC to collect any unpaid amounts owed by you.

Term; Termination; Survival

The Agreement will remain in full force specified in the Business Agreement. Each party shall have the right to terminate the Agreement upon written notice to the other party for any reason.  Any provision of the Agreement which contemplates performance or observance subsequent to any termination or expiration of the Agreement shall survive any termination or expiration of the Agreement and continue in full force and effect.

Representations and Warranties; Disclaimer

(i) PBC Guru LLC warrants that PBC Guru LLC has the authority to enter into this Agreement.
(ii) You represent and warrant to PBC Guru LLC that: (a) you have the authority to enter into this Agreement; and (b) you will only use the pbc.guru Programs for lawful purposes and will not violate any law of any country or the intellectual property rights of any third party.
(iii) EXCEPT AS SPECIFICALLY PROVIDED IN THIS SECTION, EACH PARTY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF QUALITY, ACCURACY, BUSINESSABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU EXPRESSLY AGREE THAT THE USE OF pbc.guru PROGRAMS OR SERVICES AND THE INTERNET IS AT YOUR SOLE RISK. pbc.guru PROGRAMS AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.

Confidential Information

Any information that a receiving party knows or has reason to know (either because such information is marked or otherwise identified by the disclosing party orally or in writing as confidential or proprietary, has commercial value, or because it is not generally known in the relevant trade or industry) is “Confidential Information” of the disclosing party and will remain the sole property of the disclosing party. Such Confidential Information includes but is not limited to data, information (including personally identifiable information), ideas, materials, specifications, procedures, schedules, software, technical processes and formulas, source code, product designs, sales, cost and other unpublished financial information, product and business plans, advertising revenues, usage rates, advertising relationships, projections, marketing data and other similar information provided by a party. For avoidance of doubt, Customer Data shall be deemed Confidential Information of PBC Guru LLC. Each party agrees that it will not disclose, use, modify, copy, reproduce or otherwise divulge such Confidential Information to any third party without the prior written approval of the disclosing party except that the receiving party shall have the right to disclose such Confidential Information to the extent required by applicable law or to the directors, officers or employees of the receiving party who have a need to know such Confidential Information in order to perform its obligations under the Agreement and to the extent such directors, officers or employees are subject to obligations of confidentiality and non-disclosure that are substantially similar to the obligations set forth in the Agreement. The prohibitions contained in this Section will not apply to information (i) already lawfully known to the receiving party prior to such disclosure by the disclosing party; (ii) independently developed by the receiving party without access to or use of the disclosing party’s Confidential Information; (iii) disclosed in published materials; (iv) generally known to the public; or (v) lawfully obtained from any third party. In addition, a party will not be considered to have breached its obligations under the Agreement to the extent Confidential Information is required to be disclosed by any governmental authority, provided that, to the extent legally practicable, the receiving party advises the disclosing party prior to making such disclosure in order that the disclosing party may object to such disclosure, take action to ensure confidential treatment of the Confidential Information, or take such other action as it considers appropriate to protect the Confidential Information.

Dispute Resolution; Governing Law

In the event of a dispute or mistake between a Business or Organization and User, PBC Guru LLC will not be liable in any way for damages to either Business or User.

To the extent any disputes arise under the Agreement or otherwise between the parties, the parties will first attempt in good faith to resolve their dispute informally. This Agreement is governed by the State of Maryland.

Use of Business Names and Logos

PBC Guru LLC reserves the right to use business names and logos on our website and promotional material. This may include but is not limited to postings on pbc.guru, printouts distributed for marketing purposes, listings of business names and/or logos on promotional material, etc. PBC Guru LLC may ask a business's permission to use its name or logo in promotions but this is not a requirement for such use. A business may contact pbc.guru via the contact form to express how they prefer their information to be used and PBC Guru LLC will make an effort to honor such requests but is in no way bound to do so.

Indemnification

You will defend, indemnify, and hold PBC Guru LLC and its affiliates and their respective directors, officers, employees, agents and representatives harmless from and against any third party suit, proceeding, assertion against any damages, judgments, liability, costs and expenses (including without limitation any reasonable attorneys’ fees) incurred arising from your material breach of this Agreement, your unauthorized use or misuse of the pbc.guru Programs or any unauthorized combination of the PBC Guru LLC with any hardware, software, products, data or other materials not specified or provided by PBC Guru LLC.

Limitation of Liability

PBC Guru LLC’s aggregate liability for all claims (including claims for indemnification of third party damages) arising out of the Agreement, whether in contract, tort or otherwise, will not exceed the amount of fees paid by you to PBC Guru LLC under the Agreement during the twelve (12) months preceding the date on which the claim occurred. To the maximum extent permitted by applicable law, in no event will PBC Guru LLC be liable for any loss of business profits, business interruption, loss of data or any special, indirect, exemplary, incidental or consequential damages arising from or in relation to the Agreement or the use of the Services, however caused and regardless of theory of liability.

Notice

Except where explicitly provided otherwise herein, any notice required or permitted hereunder will be delivered to the contact person listed on the business account via electronic mail. Electronic mail will be considered received as long as no server error is received from the sending of an electronic mail. It is the responsibility of the Business to ensure that any changes to the appropriate electronic mail address are provided to PBC Guru LLC.    

Assignment

You may not, without the prior written consent of PBC Guru LLC, assign the Agreement, in whole or in part, either voluntarily or by operation of law, and any attempt to do so will be a material default of the Agreement and will be void. The Agreement will be binding upon and will inure to the benefit of the respective parties hereto, their respective successors in interest, legal representatives, heirs and assigns.

No Third Party Beneficiaries

The Agreement is solely for the benefit of the parties and their successors and permitted assigns, and does not confer any rights or remedies on any other person or entity.

Amendment; Waiver

This Agreement may be changed only by written agreement signed by both PBC Guru LLC and you. The failure of either party to exercise or enforce any of its rights under the Agreement will not act as a waiver of subsequent breaches and the waiver of any breach will not act as a waiver of subsequent breaches.

Severability

If any provision of the Agreement is held by a court or other tribunal of competent jurisdiction to be unenforceable, that provision will be enforced to the maximum extent permissible under applicable law and the other provisions of the Agreement will remain in full force and effect.

Force Majeure

If either party is prevented from performing any of its obligations under the Agreement due to any cause beyond the party’s reasonable control including, without limitation, an act of God, fire, flood, explosion, terrorism, war, embargo, government regulation, civil or military authority, acts or omissions of carriers, transmitters, providers, or acts of vandals, or hackers, the time for that party’s performance will be extended for the period of the delay or failure to perform due to such occurrence, except that you will not be excused from the payment of any sums of money owed by you to PBC Guru LLC provided prior to the force majeure event.

Independent Contractor

The Agreement will not be construed as creating or constituting a partnership, joint venture, or agency relationship between the parties. Neither party will have the power to bind the other or incur obligations on the other’s behalf without the other’s prior written consent.

Compliance with Laws

Each party will comply with all applicable laws, regulations, and ordinances relating to their performance hereunder.

Entire Agreement

The Agreement will constitute the entire agreement between PBC Guru LLC and you with respect to the subject matter hereof and all prior oral or written agreements, representations or statements with respect to such subject matter are superseded hereby.