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Terms of Service

Terms of Service Applicable to TERP Associates (“TERP”) Services when provided in conjunction with the MentorcliQ Mentoring Portal.

1) Intellectual Property. All materials provided by TERP, including but not limited to handouts, tools, presentations, information, and slides, regardless of whether such material is in paper or electronic form, shall be owned by TERP and TERP shall grant Client a non-exclusive, revocable, non-transferable license to use the Deliverables during the Workshop. Client may not, without TERP’s written permission, copy, duplicate or distribute the Deliverables to individuals or third-parties who do not attend the Workshop.

2) Limited Liability. EXCEPT AS EXPRESSLY PROVIDED HEREIN, TERP DOES NOT MAKE ANY EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES WHATSOEVER REGARDING THE DELIVERABLES OR WORKSHOP(S) INCLUDING WITHOUT LIMITATIONS ANY WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WHETHER ARISING BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. TERP CANNOT GUARANTEE THAT ANY DELIVERABLES PROVIDED BY TERP WILL PRODUCE RESULTS ANTICIPATED BY CLIENT.

3) Indemnification. Client agrees to indemnify, defend, and hold harmless TERP, its affiliates, its members and its subsidiaries (and each entity’s respective officers, directors, members, employees, representatives, and agents), from and against any damages, losses, penalties, costs, or expenses (including without limitation reasonable attorneys’ fees) that arise from any third-party claim in connection with: (1) any breach of Client’s representations, warranties or obligations contained in this Agreement and/or (2) Client’s (or its employees’, agents’ or contractors’) negligence or willful misconduct in the performance or nonperformance of its obligations hereunder.

4) Independent Contractors. Each Party operates in its own name and for its own account as independent contractors, and no partnership, joint venture, or employment is created hereby. TERP shall have complete control of its employees, contractors and the Workshop. Neither Party has the authority to enter into any undertakings, agreements or commitments whatsoever on behalf of or binding on the other Party.

5) General Provisions.

  1. Recording. Client may not record, reproduce or transmit the Workshop in any manner or by any means whatsoever without TERP’s written permission.

Last updated: August 13, 2018