Terms of Use - Meraki Consulting Group

MERAKI CONSULTING GROUP LLC

TERMS OF USE

Effective Date: June, 2023

These Terms of Use and our Privacy Policy, as each is amended from time to time, as well as any other rules and restrictions set forth on this Website (defined below), apply to you when you view, access, or otherwise use the website located at www.merakicg.com or mobile application (collectively, the “Website”) and services provided by Meraki Consulting Group LLC, and its affiliates (collectively, “MERAKI”) as referenced therein, including consulting services related to furniture, fixtures and equipment (“Services”). For the avoidance of doubt, these Terms of Use govern your use of our Services except to the extent such Services are governed by a separate agreement provided by MERAKI. The Website is owned by MERAKI, with offices at 3110 1^st Avenue North, Suite 2M, PMB 1332, St. Petersburg, FL 33713, USA and for the purposes of these Terms of Use, the terms “we,” “us,” “our,” and “MERAKI,” refer to Meraki Consulting Group LLC. “You” refers to you, as a user of this Website or Services. By accessing the Services or using the Website, you are acknowledging that you are the age of consent in your location or you have the consent of a legal parent or guardian, and that you have read, understand, and agree, without limitation or qualification, to be bound by these Terms of Use. If you do not agree with these Terms of Use, you do not have the right to access or otherwise use the Services and Website and, accordingly, you should not do so.

These Terms of Use include a release by you of all claims for damages against us that may arise out of your use of the Website or our Services. By using the Website or accessing our Services, you are agreeing to this release. You agree that each visit to the Website or use of our Services shall be subject to the then-current Terms of Use available on the Website. Accordingly, you should check these Terms of Use periodically for changes prior to using the Website or accessing our Services.

MERAKI maintains this Website and provides the Services for your information, education, and communication. You may download material displayed on the Website for viewing in a web browser for personal, noncommercial use only, provided you also retain all copyright and other proprietary notices contained on the materials. You may not, for any reason, distribute, modify, duplicate, transmit, reuse, repost, or use the content of the Website or accessed through the Services for public or commercial purposes, including the text, images, audio, and video without MERAKI’s prior written permission.

USE OF THE WEBSITE, SERVICES AND CONTENT

PERMISSION TO USE THE WEBSITE

Your use of the Website or Services is subject to the terms and conditions in these Terms of Use, and includes the limitations set forth below.

LIMITATIONS ON USE OF WEBSITE AND SERVICES

You agree that your use of the Website and Services is subject to the following limitations:

You agree not to distribute in any medium any part of the Website or Services without our prior written consent.
You agree not to alter or modify any portion of the Website except for content that you provide to the Website that is designated as editable by visual indications on the Website.
You agree not to copy, reproduce, distribute, display portions of, or link to this Website contained hereon for commercial purposes without our prior express written consent (including, but not limited to, the sale of advertising on the Website, or the use of the Website to generate advertising or subscription revenue).
You agree to use the Website and Services only for lawful, personal, and informational purposes, and you agree that you will not use the Website or Services in any manner which violates any applicable local, state, national, or international law, or the intellectual property or proprietary rights of any third party.
You agree not to interrupt or attempt to interrupt the operation of the Website or Services. You agree not to use the Website or Services in any manner designed to degrade the performance or functioning of the Website or Services. You agree not to post or transmit into or on the Website any information or software that contains a virus, bug, worm, Trojan horse, or other harmful or disruptive element. You agree not to use any automated tool, such as a web scraping tool, a bot or web robot, or web automation, to mine the Website for information or to fill out forms on the Website. You also agree that the web and email servers maintained by MERAKI and the emails associated with the domain cannot be used for the delivery of unsolicited bulk email or for any malicious or unlawful purpose.
You agree not to post or transmit into or on the Website any unlawful, fraudulent, threatening, harassing, abusive, libelous, defamatory, obscene, or otherwise objectionable or harmful information of any kind.
You will not attempt to gain unauthorized access to the Website or the servers and network associated with the Website. You will not circumvent or attempt to circumvent any security or access control technology implemented on the Website, or the servers and network associated with the Website.

You should assume that everything you see or read on this Website or through the Services may not be used except as provided in these Terms of Use or in the text on the Website, without the written permission of MERAKI. MERAKI reserves the right to suspend or discontinue access to all or any portion of the Website or Services at any time. Without limiting the preceding sentence, we reserve the right to limit or deny you access to the Website and Services or take other appropriate action if you violate these Terms of Use or engage in any activity that violates the rights of any person or entity or which we deem unlawful, offensive, abusive, harmful, or malicious. Except as otherwise permitted herein, you may not reproduce, distribute, modify, copy, publish, display, transmit, adapt, upload, create derivative works of, post, or in any way exploit the Website or Services in any manner or for any purpose.

OWNERSHIP AND COPYRIGHT PROTECTION

The Website and all content, information, data or materials available on the Website or Services (“Content”) contained thereon is protected by copyright as a collective work under United States copyright laws, and is owned or controlled by, or licensed to, MERAKI or the party listed as the provider of the applicable Content. The Website, Services and all Content is provided “as is” solely for your personal use and informational purposes. UNAUTHORIZED COPYING, REPRODUCTION, DISTRIBUTION, MODIFICATION, PUBLISHING, DISPLAY, ADAPTING, UPLOADING, CREATING DERIVATIVE WORKS, POSTING, OR TRANSMITTING OF ANY OF THE CONTENT IS PROHIBITED. MERAKI reserves all rights not expressly granted in and to the Website and the Content on behalf of itself or its licensors. In downloading any materials from the Website or through the Services in accordance with the limited rights granted under these Terms of Use, you agree to maintain and abide by all copyright, trademark, and other notices contained in such Content, or if none, you agree to abide by the following copyright and trademark notice with respect to such downloaded materials: Any communication or material you transmit to the Website or through the Services, such as questions, comments, suggestions or the like, will be owned by MERAKI. The materials of this Website and Services are protected by Copyright and Trademark Laws of the US and other countries and are owned by, or licensed to, MERAKI. All content of the Website and Services is owned or controlled by MERAKI. You may download content only for your personal use for non-commercial purposes but no modification or further reproduction of the content is permitted. The contents of the Website and Services, including any images, text, executable code, and layout design may not be distributed, reproduced, publicly displayed, downloaded, modified, reused, reposted, reverse engineered, commercialized, or otherwise used or exploited including for competitive research purposes, without the express prior written permission of MERAKI, except as otherwise provided herein. MERAKI neither warrants nor represents that your use of materials displayed on the Website and through the Services will not infringe rights of third parties not owned by or affiliated with MERAKI.

DMCA POLICY

MERAKI respects the intellectual property rights of others. In accordance with the Digital Millennium Copyright Act of 1998, the text of which may be found on the U.S. Copyright Office website at https://www.copyright.gov/legislation/dmca.pdf, MERAKI will respond expeditiously to claims of copyright infringement committed using the MERAKI Website if such claims are reported to MERAKI’s Designated Copyright Agent identified in the sample notice below.

If you are a copyright owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through the Website by completing the following DMCA Notice of Alleged Infringement and delivering it to MERAKI’s Designated Copyright Agent. Upon receipt of Notice as described below, MERAKI will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged content from the Website.

DMCA NOTICE OF ALLEGED INFRINGEMENT (“NOTICE”)

Identify the copyrighted work that you claim has been infringed, or – if multiple copyrighted works are covered by this Notice – you may provide a representative list of the copyrighted works that you claim have been infringed.

Identify the material or link you claim is infringing (or the subject of infringing activity) and to which access is to be disabled, including at a minimum, if applicable, the URL of the link shown on the Website or the exact location where such material may be found.

Provide your company affiliation (if applicable), mailing address, telephone number, and, if available, email address.

Include both of the following statements in the body of the Notice:

“I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent or the law (e.g. as a fair use)”.

“I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of, the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.”

Provide your full legal name and your electronic or physical signature.

Deliver this Notice, with all items completed, to MERAKI’s Designated Copyright Agent:

To: MERAKI CONSULTING GROUP, LLC

Cc: Copyright Agent

3110 1^st Avenue North, Suite 2M

St. Petersburg, FL 33713, USA

Email: info@merakicg.com

USE OF IMAGES

Images of people or places displayed on the Website and through the Services are either the property of, or used with permission by, MERAKI. The use of these images by you, or anyone else authorized by you, is prohibited unless specifically permitted by these Terms of Use or specific permission provided elsewhere on the Website and through the Services. Any unauthorized use of the images may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes. No use of any other images may be made without the prior written authorization of the owners of this Website, except to identify the products or services of MERAKI.

TRADEMARKS

MERAKI’s logo is a trademark of MERAKI. In addition, all trademarks, trade names, logos, taglines, service marks, trade dress, designs, and products (collectively the “Trademarks”) displayed on the Website and through the Services, whether marked or unmarked, are US and internationally registered and/or unregistered Trademarks of MERAKI or their respective owner. Nothing contained on the Website and Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademarks displayed on the Website other than display of the Website in a browser for individual use without the written permission of MERAKI or such third party that may own the Trademarks displayed on the Website. Your use of the Trademarks displayed on the Website and Services, or any other content on the Website and Services, except as provided in these Terms of Use, is strictly prohibited. Other marks, product names, and company names appearing on the Website or Services are trademarks and/or service marks of MERAKI and/or their respective owners and are protected by law. MERAKI marks may be used publicly only with permission from MERAKI. Fair use of the trademarks and service marks requires proper acknowledgment in accordance with the above copyright and trademark notice.

LINKS TO OTHER WEBSITES

Links may appear on the Website to third party website(s) which are not owned or operated by MERAKI (“Linked Websites”). These links are provided solely as a courtesy to our website visitors. MERAKI reserves the right to add, change, decline, or remove any link at any time. Each Linked Website may have an individual privacy policy and/or terms of use, which govern your use of and access to such Linked Website, and we recommend that you review the policies applicable to the Linked Website prior to your use of such Linked Website. MERAKI is not responsible for and does not endorse or warrant in any way any materials, information, goods, or services available through Linked Website or any privacy or other practices of such Linked Website.

PRIVACY POLICY

In addition to these Terms of Use, your use of and access to the Website and Services is also subject to our Privacy Policy which can be found at merakicg.com.

DISCLAIMERS AND LIABILITY

DISCLAIMER OF WARRANTIES

THE WEBSITE AND SERVICES MAY CONTAIN ERRORS AND DEFECTS OR MAY SUFFER INTERMITTENT DOWNTIME AND IS PROVIDED “AS IS,” “AS-AVAILABLE,” WITH ALL FAULTS, AND WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, MERAKI AND ITS AFFILIATES, LICENSORS, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS (COLLECTIVELY REFERRED TO AS “MERAKI” FOR THE PURPOSES OF THIS SECTION) HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE WEBSITE, AND SERVICES WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY; SATISFACTORY QUALITY; FITNESS FOR A PARTICULAR PURPOSE; NON-INFRINGEMENT OF THIRD-PARTY RIGHTS; THAT ACCESS TO OR OPERATION OF THE SERVICES AND WEBSITE WILL BE UNINTERRUPTED, VIRUS FREE, OR ERROR FREE; THAT THE WEBSITE AND OUR SERVERS ARE SECURE; OR AS TO THE ACCURACY, RELIABILITY, QUALITY, OR CONTENT OF ANY INFORMATION, SERVICE, OR PRODUCT PROVIDED ON OR THROUGH THE SERVICES AND WEBSITE; AS WELL AS ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE; PROVIDED THAT THIS SECTION SHALL NOT OPERATE TO EXCLUDE OR DISCLAIM THOSE WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION, RESTRICTION, OR MODIFICATION UNDER THE LAWS APPLICABLE TO THESE TERMS OF USE. USE OF THE WEBSITE IS AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF ANY FILES, INFORMATION, CONTENT, SERVICES, OR OTHER MATERIAL ACCESSED THROUGH OR OBTAINED BY MEANS OF THE WEBSITE.

LIMITATION OF LIABILITY

MERAKI SHALL NOT BE LIABLE TO YOU FOR PERSONAL INJURY, OR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OR INTERRUPTION OF BUSINESS, LOSS OF DATA, LOSS OF GOODWILL, OR LOST PROFITS) UNDER ANY THEORY OF LIABILITY, INCLUDING WITHOUT LIMITATION CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THESE TERMS OF USE, EVEN IF MERAKI HAS BEEN ADVISED OF THE RISK OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE WEBSITE, SERVICES AND/OR CONTENT IS TO CEASE ALL OF YOUR USE OF THE SERVICES AND/OR WEBSITE.

Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions the above limitations and exclusions may not apply to you. In such states or jurisdictions, MERAKI’s liability is limited to the extent permitted by law, thereby minimizing MERAKI’s liability to you to the lowest amount permitted by applicable law.

INDEMNIFICATION; WAIVER OF CERTAIN ACTIONS

You agree to defend, indemnify, and hold us harmless for any losses, damages, judgments, penalties, fees, fines, interest, or costs, including without limitation, reasonable attorneys’ fees (“Losses”), resulting from any claim, cause of action, proceeding, administrative action or demand (“Claims”) brought or asserted by a third party resulting from your use of or access to the Website or its products or Services, your violation of any third-party proprietary or other rights, or breach of these Terms of Use. You also agree to indemnify us for any Losses and Claims, resulting from your use of software robots, spiders, crawlers, or similar data gathering and extraction tools, or any other action you take that imposes an unreasonable burden or load on our infrastructure.

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, YOU HEREBY WAIVE YOUR RIGHT TO A JURY TRIAL AND ANY RIGHT TO PARTICIPATE IN ANY CLASS ACTION SUIT AGAINST MERAKI IN CONNECTION WITH YOUR USE OF THE WEBSITE OR SERVICES INCLUDING WITH RESPECT TO ANY CLAIMS UNDER THE AMERICANS WITH DISABILITIES ACT.

GOVERNING LAW; DISPUTE RESOLUTION

GOVERNING LAW

These Terms of Use and your use of the Services and Website are governed in all respects by the substantive laws of the State of Florida and of the United States of America. The Services and Website is intended for and directed to residents of the United States and all information, advertising, and claims contained on the Services and Website are valid in and applicable only to the United States.

DISPUTE RESOLUTION; VENUE

You and MERAKI agree that we will first attempt to resolve any legal or equitable claim relating to these Terms of Use (referred to as a “Claim”) informally. Accordingly, neither of us may start a formal proceeding (except for Claims involving any violation of the federal trademark or copyright laws, or for injunctive relief) for at least 30 days after one of us notifies the other of a Claim in writing. You will send your notice to Meraki Consulting Group, LLC, at info@merakicg.com . If we cannot resolve a Claim informally, you and MERAKI each agree to submit to personal jurisdiction in the State of Florida and agree that any and all Claims either of us asserts shall be exclusively brought in the courts of Florida, provided that neither you nor MERAKI shall be precluded from filing a Claim in Florida small claims court for disputes within the small claims court jurisdictional level.

MISCELLANEOUS

SUGGESTIONS AND FEEDBACK

MERAKI welcomes feedback or inquiries about our products. Feedback includes, but is not limited to, all ideas, concepts, improvements, processes, suggestions, techniques, and methodologies you submit to MERAKI. If you elect to provide any feedback or comments of any nature to MERAKI, all of such feedback and comments shall be the sole and exclusive property of MERAKI, and MERAKI shall have the right to use such feedback in any manner and for any purpose in MERAKI’s discretion without remuneration, compensation, or attribution to you, provided that MERAKI is under no obligation to use such feedback. If ownership cannot be transferred by operation of law or other limitations on assignability, you, by means of submitting your feedback, grant to MERAKI a non-exclusive, perpetual, royalty-free, fully paid up, worldwide, irrevocable, sublicensable, and transferable license and right to use and exploit such feedback. You grant MERAKI a perpetual, royalty-free, fully paid up, worldwide, irrevocable, sublicensable, and transferable license to use any and all data provided or made available to MERAKI in de-identified or aggregated form.

ENTIRE AGREEMENT, ASSIGNMENT, AND INTERPRETATION

These Terms of Use are the complete and exclusive agreement between you and MERAKI, and they supersede all prior or contemporaneous, oral or written, proposals, understandings, representations, conditions, warranties, and all other communications between you and MERAKI. These Terms of Use, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by MERAKI without restriction. This agreement may not be explained or supplemented by any prior course of dealings or trade by custom or usage. The section headings used herein are for convenience only and shall not affect the interpretation of these Terms of Use. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. If any provision of these Terms of Use shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.

CONTACT US

If you have any questions, comments, or concerns about these Terms of Use, Services and/or the Website, please send an email to info@merakicg.com . However, please note that communications made to that address or through the Website’s email and messaging systems shall not be deemed to constitute legal notice to MERAKI or any of its officers, employees, agents, or representatives in any situation where notice to MERAKI is required by contract or any law or regulation. The Website is © 2023 Meraki Consulting Group LLC and the MERAKI logo and all other associated trademarks and logos used on the Website are trademarks of Meraki Consulting Group LLC. Other company and product names used herein are properties of their respective owners. All rights reserved.