Terms of Service

Last Updated: March 31, 2020


This document ("Terms") constitutes a binding agreement between you and Div & Bracket Corporation (also referred to as "Div & Bracket", "we", "us", "our") in exchange for allowing you the use of divandbracket.com, its associated websites and services (herein collectively referred to as "Services"). Your use or continued use constitutes your acceptance of these Terms which govern your use of our Services.

If you are entering into this agreement on behalf of an organization, company or other entity, you warrant that you are a duly authorized representative of such organization, company or entity, able to enter into this agreement on its behalf, and that you and consequently your organization, company or entity understand and agree to the terms.

You must be at least 18 years old to use our Services.

These Terms are subject to change, alteration, or cancellation in whole or in part from time to time, without notice, so you should visit this page on an ongoing basis to check for changes.

Any rights not expressly granted by these Terms are expressly reserved by Div & Bracket.

By using the Services, you agree to the terms set forth in this agreement. Additionally, by agreeing to these Terms, you also agree to our Privacy Policy, located at divandbracket.com/privacy. All terms and provisions of the Privacy Policy apply to all of our Services. If you do not agree to the Terms and Privacy Policy, stop using our Services immediately. The section headings provided in this agreement are for informational purposes only.

Div & Bracket reserves the right to immediately terminate your use of the Services for any reason whatsoever or no reason at all and at any time, without notice, whether or not you are in compliance with these Terms.

Collected Information

In the course of using our Services, we may collect information from or about you as outlined in our Privacy Policy. You warrant that you possess necessary ownership of and/or the rights in, to and over any information or content you submit to us to grant us the permissions and license(s) outlined in either these Terms or the Privacy Policy.

Requests

Div & Bracket reserves the right to not fulfill any request you make through our Services.

Div & Bracket's Content

Div & Bracket retains exclusive ownership of and all rights, title and interest in, to and over the Services, including without limitation, all of its content, materials, trademarks, logos, websites, software, applications and intellectual property.

You acknowledge and agree that the materials contained in this site, the Services, and/or provided in connection with the Services are protected by copyright, trademark and other laws governing proprietary rights and interests.

The Services including, without limitation, all software made available to you through which you access or use the Services, are licensed to you in accordance with the terms and limitations hereof, not sold or otherwise transferred. You understand that at all times Div & Bracket maintains exclusive ownership of, and all rights, title and interest in, to and over the Services.

Nothing contained in these Terms is intended to grant to any user of the Services any ownership or rights in the Services or Div & Bracket's intellectual property, all of which is expressly reserved by Div & Bracket.

Div & Bracket grants you a limited, non-exclusive, non-transferrable and revocable license, without the right to sublicense, to access the Services, subject to such restrictions on your access as we may impose at the outset or from time to time thereafter.

You understand that the limited license granted to you to access the Services may be revoked at any time and for any reason, or no reason at all, and is automatically revoked upon termination of this agreement. You understand that the limited license granted to you to access the Services is subject to modification or revocation, solely at the discretion of Div & Bracket, now or in the future.

You understand that the Services are protected by copyright and intellectual property laws, and that Div & Bracket retains exclusive ownership of and all rights, title, and interest in, to and over the Services.

You may not resell, rent, lease, lend or otherwise make the Services, or any component thereof, available to any third party.

Products & Services

With respect to any services or products you request or purchase from us, Div & Bracket reserves the right to decline to produce, fulfill, provide or sell you its services or products for any reason, or no reason at all, at any time.

Errors & Ommissions

Div & Bracket makes reasonable efforts to ensure the accuracy of information it posts on its Services. From time to time, however, errors or ommissions may occur and you agree that Div & Bracket may correct any errors or ommissions as it sees fit and you hereby release Div & Bracket Corporation from any liability for any such errors or ommissions which may occur.

White Papers

You agree that Div & Bracket white papers are provided AS-IS and with all faults, and that your use of them or the information contained therein is at your own risk. Information contained in the white papers is subject to change. You agree that Div & Bracket white papers do not constitute legal, financial or other advice, even if the white papers contain information related to taxation, regulations, rules or laws. You understand and agree that information contained in Div & Bracket white papers may not be appropriate for your use and/or may not be applicable to your particular situation. You should always consult a lawyer or other appropriate professional(s) to determine which taxes, regulations, rules or laws are applicable to you.

To the maximum extent permitted by applicable law, you release us from all liability with respect to the information contained in Div & Bracket white papers and/or from any actions you take, or fail to take, based on the information provided therein.

Suggestions & Improvements

Our customers' thoughts, suggestions and ideas about how we can improve or modify our Services, products, product-related services, business and programs are important to us. However, in order to provide Div & Bracket with the freedom to implement any thoughts, suggestions or ideas you give us, you acknowledge that any idea you submit regarding our website(s), product(s), service(s), program(s), business or the Services will solely become the intellectual property of Div & Bracket and you will retain no rights or ownership in the idea.

Uptime

Div & Bracket attempts to maintain reasonable uptime of the Services, but cannot be held responsible for disruption or outages of its Services or the services of the third parties it contracts with who are necessary to the operation of the Services.

Modification of the Services

Div & Bracket may modify, change or alter the Services at any time, for any reason, or no reason at all. Div & Bracket may modify, change or alter any feature of the Services at any time, for any reason, or no reason at all.

Discontinuance

Div & Bracket may discontinue providing the Services at any time, for any reason, or no reason at all. Div & Bracket may discontinue providing any feature of the Services at any time, for any reason, or no reason at all.

Third Party Software

Certain of the Services or Div & Bracket's software may utilize or contain programs, scripts, markup, code, machine-executable instructions or the like that Div & Bracket has acquired from third parties (individually, or collectively, "third party software"). Some of such third party software may be licensed to Div & Bracket under terms that may allow you to acquire a license to or the right to utilize such third party software yourself.

Although you may be permitted to acquire a license to or the right to utilize such third party software, the inclusion or incorporation of third party software into the Services and/or components of the Services in no way grants you any rights, title or interest in, to or over Div & Bracket's Services, software, programs, scripts, markup, code, machine-executable instructions, etc.

Additionally, certain third party software that we use in providing the Services may accept input and/or generate output. Although you may be permitted to acquire a license to or the right to utilize such third party software, any input developed by Div & Bracket and provided to the third party software, and any output generated by the third party software derived from Div & Bracket's input, are exclusively owned by Div & Bracket, and Div & Bracket retains exclusive ownership of and all rights, title and interest in, to and over such input and output.

Determining which portions of Div & Bracket's Services or software is third party software that you may utilize for your own use is entirely your responsibility.

Promotion of Div & Bracket

You agree that you will not promote Div & Bracket in any manner through any email that violates the CAN-SPAM Act or associated FTC rule.

Data Breaches

Unless expressly prohibited by applicable law, we may deliver data breach notifications to certain users of our Services electronically. Electronic receipt of such notifications will require access to any email addresses that you provide to us, which will require you to possess or have access to a computer, mobile phone, or other computing device and software capable of accessing such email, such as installable email software or a web browser, in case you access your email via software as a service. Retaining a copy of any notification for your records received electronically by you may require possessing a device that allows you to download the email or print the email.

You consent to receive any and all notifications from us concerning data breaches electronically by email at any email address you provide to us, to the extent allowed by applicable law. Because certain jurisdictions may allow us to deliver data breach notifications electronically even without your consent under all or certain circumstances, if you reside in such a jurisdiction then we may deliver such notifications to you electronically even without your consent.

For purposes of providing notices required by law, unauthorized access to data maintained by Div & Bracket will qualify as a "data breach" only if it meets the statutory definitions or requirements as set forth in applicable rules, laws or regulations to which Div & Bracket is subject.

You may contact us at hello@divandbracket.com to either withdraw your consent to receive data breach notifications from us electronically or to request a paper copy of a notification you receive electronically.

No Partnership

These Terms are not intended to and do not create any partnership or joint venture between you, on the one hand, and, on the other hand, Div & Bracket, its affiliates and third party service providers. You and Div & Bracket are separate parties without the power or authority to bind the other.

No Class Actions

By using this website and/or the Services and agreeing to be bound by these Terms, you are waiving any right to seek to form or participate in any so-called "class actions" against any one or more of Div & Bracket, its affiliates, third party providers and/or their respective successors or assigns.

Export Restrictions, etc.

The Services may be subject to control under applicable U.S. laws and regulations governing export and sanctions. You agree that you will not export, re-export, or utilize the Services in violation of any applicable laws or regulations and that you will not use the Services for the purposes of conducting or facilitating business with any prohibited destination, entity or individual.

Professional Services

Professional services that Div & Bracket offers, including without limitation web design, web hosting, software development or consulting, will typically require and be governed by one or more separate agreements.

Inclusionari

Inclusionari, including without limitation the website located at inclusionari.com and its associated websites and services, is a website and/or service of Div & Bracket and is part of the Services. Your use of Inclusionari is governed by these Terms and Div & Bracket's Privacy Policy. The numbered provisions that immediately follow additionally apply to your use of Inclusionari:
1. Inclusionari incorporates certain third party code, content and/or software as described at https://www.inclusionari.com/notices
Entire Agreement

The Terms constitute the entire agreement between you and Div & Bracket Corporation regarding the Services. Any exception to the conditions of this agreement which Div & Bracket makes for you must be made in writing by an authorized representative of Div & Bracket and is subject to any restrictions or conditions imposed by Div & Bracket. Exceptions may be communicated by Div & Bracket to you in writing electronically. Failure of Div & Bracket to enforce any provision of the Terms shall not constitute a waiver of that provision. All terms and provisions of this agreement which should reasonably be expected to survive termination of this agreement will survive its termination.

Div & Bracket may offer specific websites or services under different or separate terms of service, privacy policies, and/or agreements, in which cases those different or separate terms of service, privacy policies, and/or agreements will apply to those specific websites or services.

Transfer

Div & Bracket may transfer or assign this agreement without your consent. You may not impose any restrictions or conditions upon such transfer or assignment.

Termination/Survival of Certain Terms

You or we may terminate this agreement at any time, with or without notice, for any reason or no reason at all.

All terms and provisions of this agreement which should reasonably be expected to survive termination of this agreement will survive termination of this agreement. By way of example but without limitation, even if you or we terminate this agreement, provisions related to Div & Bracket's ownership of its Service, content and intellectual property and the like will survive such termination.

Indemnity

By using our Services you agree to indemnify, defend and hold harmless us, our affiliates, distributors, licensors, advertisers, sponsors and our and their directors, officers, members, managers, employees, consultants, agents and other related parties, from and against any and all claims, damages, losses, expenses (including reasonable attorneys fees and costs) and other costs that result specifically from your violation of these Terms of Service, or arise generally from your use of our Services.

No Warranties

Div & Bracket makes no warranty of any kind or description, whether express or implied, of our Services. This disclaimer of warranty specifically includes any warranty that the computers and servers by which our Services are made available are free of viruses or other harmful components. Recovery for any incidental or consequential damages is specifically excluded to the maximum extent permitted by applicable law.

Jurisdiction and Governing Law

This agreement is governed by the laws of New Jersey, without regard to the principles of conflicts of law. The exclusive jurisdiction for any dispute arising from use of our Services shall be the State of New Jersey and specifically the state courts located in Morris County, or for Federal courts, the United States District Court located in Newark, New Jersey.

Severability

If any provision of these Terms or the application thereof to any person, place or circumstance, is held by a court of competent jurisdiction to be invalid or otherwise unenforceable in whole or in part, such provision shall still be enforceable to the extent possible and the remainder of this agreement shall remain fully valid and enforceable. If a court deems such provision susceptible of reformation to make it valid and enforceable, such provision shall be so modified and then enforced as modified. Whether a provision found to be unenforceable or invalid as written is deleted or is reformed through modification, all of the remaining terms and conditions of these Terms shall remain in full force and effect to be fully enforceable as written.

For questions or concerns regarding the Terms of Service or Privacy Policy, you may contact us by email at hello@divandbracket.com, by telephone at (973) 634-8538, or by mail at Div & Bracket Corporation • PO Box 654 • Madison, NJ 07940.