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PLEASE READ
THESE TERMS AND CONDITIONS CAREFULLY.
By using
and/or visiting
the
FTI family of websites, located at ,
, , ,
, ,
, ,
, ,
,
or any other site operated by FTI Consulting, Inc.
and/or
its affiliates (“FTI”), collectively referred to as the “Websites”, YOU
SIGNIFY YOUR ASSENT
TO THESE TERMS AND CONDITIONS (the "Terms") AND THE MANNER IN WHICH
WE COLLECT, USE, AND DISCLOSE YOUR PERSONAL INFORMATION AS SET OUT IN
FTI’S
PRIVACY POLICY (the “Privacy Policy”), set out in Section V, below. Terms may be changed or updated at any time.
You can always read the current, complete version of the Terms at
. Specific Web pages of the FTI Websites may
set out additional terms and conditions, all of which are incorporated
by
reference into these Terms.
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, 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. You agree to
provide true,
accurate, current and complete information about yourself upon
registration and
thereafter. You agree that you are responsible for maintaining the
confidentiality of any usernames, passwords, account, 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. 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 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 FTI 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, tortious, 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:
1. 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;
2. 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
3.
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.
(d) In
order to provide the Services, you
hereby grant FTI the royalty-free, non-exclusive, worldwide, and
sublicensable
right to use, modify, distribute, publish, copy, publicly display and
publicly
perform, in any format or medium now known or later developed, with or
without
attribution, any Content submitted by you on the Websites or Services,
in
connection with the Websites and Services, except as otherwise
prohibited by
the Privacy Policy.
(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. 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 or operation of such other
websites.
FTI shall not be responsible for the content of any other websites and
makes no
representation or warranty regarding any other websites 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.
V. Privacy
and
Security
FTI is
committed
to safeguarding client confidences, including any personal information
received
from or about our clients in the course of an engagement. FTI personnel
are
required to hold such information in strict confidence and to use and
disclose
it only to provide the services for which we are retained. Accordingly,
personal
information obtained from or relating to our clients is processed in
compliance
with the terms and conditions set forth in our client contracts and
engagement
letters, applicable law, and professional standards.
When
processing
personal information obtained from or relating to our clients that is
transferred from the EU to the US, FTI adheres to the principles and
requirements of the US Department of Commerce Safe Harbor Program. For
information about the Safe Harbor, see: http://www.export.gov/safeharbor/doc_safeharbor_index.asp.
If you
have questions or concerns regarding this policy or FTI’s personal data
processing policies, please contact us at: privacy@fticonsulting.com.
VI. Termination
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.
IX. Indemnity
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, attorneys 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:
1. A physical
or electronic signature of a
person authorized to act on behalf of the owner of an exclusive right
that is
allegedly infringed;
2. 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;
3. 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;
4. Information
reasonably sufficient to
permit us to contact the complaining party;
5. 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
6. 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:
Copyright
Agent
500 East Pratt Street
Suite 1400
Baltimore, MD 21202
Fax: <insert>
Email: copyrightagent@fticonsulting.com
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. 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.
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.
XV. Assignment
You may not
assign, convey, subcontract or delegate your rights, duties
or obligations hereunder.
XVI. Relationship
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.
XVII. Modification
FTI may
make changes to
the information and/or materials offered on or available from the
Websites at
any time without notice, and FTI may
change these Terms at any time without notice by posting updated terms
of use
on the Websites. Your continued use of
the Websites after such changes have been posted signifies your assent
and
agreement to the new Terms, even if you have not reviewed the changes. Therefore, you should check the Terms and
Conditions posted on the Websites periodically for updates and changes.
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.
XIX. Severability
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.
XX. Headings
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 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.
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