Terms of Use 2017-11-18T16:18:26+00:00

Terms of Use

Welcome to the Orchid Advisors family of software and services products. This software and associated Web-based services (including all functionality and content on OrchidAdvisors.com) are owned wholly by Orchid Advisors, LLC., a Connecticut corporation (Orchid Advisors).

Please review the following terms and conditions (Agreement) which govern your use of the Software as well as any electronic services provided in connecting to Web-based Sites (Service) owned and operated by Orchid Advisors and its partners, unless you have either previously registered to use the Software and/or Service or expressly entered into a separate agreement with Orchid Advisors. If you have not registered to use this Software or Service, or separately entered into a separate agreement with Orchid Advisors, you are considered a Trial User under this Agreement. If you have registered or separately entered into a separate agreement with Orchid Advisors (Customer Agreement), you are considered a Customer and must also comply with the terms of any separate Customer Agreement, along with the terms of this Agreement.

Your use of the Software and/or Service constitutes your agreement to be bound by this Agreement. We encourage you to review this Agreement whenever you use the Software and/or Service. If you do not agree to the terms of this Agreement, please do not use the Software and/or Service.

1.        Use of the Software and the Service

1.1        Use of the Software

Unless otherwise specified in this Agreement, Trial Users who use the Software or such portions of the Service as are available to non-Customers will be subject to all of the provisions of this Agreement, except those related to registration, fees and payment, and taxes.

1.2.        Registration

If you register to use any Services that complement the Software products, you will select a user name and password, which you agree to keep secret. In case of unauthorized use of your user name, password or account, you will notify us immediately at custservice@Orchid Advisors.com.

1.3.        Provision of the Software and/or Service

To enhance your use of the Software and Service, the Software and Service modules/products often operate in conjunction with one another to provide a more integrated and comprehensive experience. You acknowledge and agree that any Software or Service within the Orchid Advisors family will be entitled to provide the Software/Service experience to You, and such Software/Service usage will be governed by the terms of this Agreement.

1.4.        Changes to the Software and/or Service

In order to constantly improve and update the Software and Service provided by Orchid Advisors, the form and nature of the Software and/or Service may change from time to time without notice. Such changes to the Software may include things such as changes in look and feel; changes in supported Content; changes in Customer capabilities; and limits on transactions. Such changes to the Service may include things such as changes in hours of availability; changes in access to or format of Content; changes in Customer capabilities; and limits on storage space or number of transmissions.

1.5.        Discontinuation of Software and/or Service

From time to time, it may be necessary to discontinue the Software or Service or any aspect or feature of the Software or Service, including the existence of the Software or Service, without prior notice to you. We will provide as much notice as reasonably possible regarding changes in the availability of the Software or Service, including emergencies and routine maintenance. You acknowledge and agree that if we disable access to your account, you may be prevented from accessing the Software or Service, your account details, and any Customer Content.

1.6.        Content

“Content” means all information, text, photos, images, graphics, illustrations, video and/or audio clips, corporate and other materials made available to Trial Users and Customers, including Content generated by Orchid Advisors. Content also includes, but is not limited to, Customer Content and Third Party Content. “Customer Content” means all Content and other information submitted to us by a Customer. Customer Content may include, but is not limited to, company or personal contact information, product information, specifications and profiles. “Third Party Content” means all Content that is provided by a third party that is not Customer Content, made available through the Service. Customer Content definitions apply to Trial Users as well.

1.7.        Your Responsibilities

You are responsible for: (i) compliance with this Agreement and the Customer Agreement, if applicable; (ii) compliance with all applicable local, state, federal and foreign laws in using the Software or Service; (iii) acquiring all necessary rights and other authorizations required to supply us with Content you wish to see included in the Software and/or Service, whether Customer Content or Third Party Content, and to allow its use in the Software and as part of the Service (including copying, publication, distribution or other exploitation of such Content).

1.8.        Use Guidelines

You agree that you will not: (i) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share, reverse engineer, or otherwise commercially exploit or make the Software or Services available to any third party, other than as specifically authorized by us in writing; (ii) use the Service directly or indirectly to send electronic messages or other communications in violation of applicable laws; or (iii) knowingly send or store infringing, obscene, threatening, libelous or otherwise unlawful or tortious material. You further agree that you may not use the Software or Service, the Third Party Content or any content provided by Orchid Advisors for any purpose other than pursuit of winning awards on your own behalf (or on behalf of a particular client if you are a public relations representative), attendance or presence at events on your own behalf (or on behalf of a particular client if you are a public relations representative), or marketing activities on your own behalf (or on behalf of a particular client if you are a public relations representative). You may only use the minimum amount of Third Party or other content reasonably necessary to accomplish the foregoing limited purposes.

1.9.        Links to Third Party Websites

As a benefit of the Software and Service, the Software and/or Service may contain links to third party websites, which we do not investigate or monitor for accuracy or completeness. You agree that we are not responsible for the practices of those entities, including their privacy policies and practices, or the content, accuracy, or opinions expressed in such third party websites. This includes all sites operated by the U.S. Government, including ATF websites and content.

2.        Proprietary Rights and Licenses

2.1.        Proprietary Rights

You agree that Third Party Content is owned by third parties and should you wish to include Third Party Content within the Orchid Advisors Software and/or Service, you are responsible for acquiring all rights necessary to use, transmit, distribute, copy, publish, change or display such content. You may not (or permit anyone else to) modify, rent, lease, loan, sell, distribute or create derivative works based on Content that is not provided by you, unless you have been specifically authorized to do so in writing by Orchid Advisors or, in the case of Third Party Content, by such third party owner in a separate agreement. You are solely responsible for any Content including Customer Content that you create, transmit or display while using the Software and any accompanying Services. Any further copying, publication, distribution or use of such Content is at your own risk and we make no warranties or representations and shall not be responsible for any such further use or distribution. We are not responsible for misuse or misappropriation of any Content by you. You agree that you will not remove, obscure or alter any proprietary rights notices (including, but not limited to, trademarks/service marks and copyright notices) that may accompany an image or Content obtained via the Software or Service, except to the extent permitted by applicable law.

2.2.        License granted by Us

We hereby grant a limited, non-exclusive, non-transferable, revocable license to: (i) for Trial Users, to use the Software and/or Services in accordance with this Agreement and, for Customers, to use the Software and/or Services in accordance with this Agreement and any Customer Agreement in place; (ii) use certain third party software as may be downloaded or made available via the Software and/or Services, subject to any additional license terms and conditions that may apply to the use of such software by you; and (iii) use certain Customer Content for your internal purposes in accordance with each of the terms hereof and all applicable laws, rules and regulations. We do not make and expressly disclaim any grant by us of a license to use the Third Party Content; any use, publication, distribution or copying of such Content is entirely at your own risk.

2.3.        License Granted by You

Unless otherwise indicated in the Customer Agreement, you hereby grant us a non-exclusive, irrevocable, perpetual, royalty free license to use, reproduce, distribute, publish and modify the Customer Content to the full extent necessary for us to provide the Software and/or Services for your use, in accordance with the user configuration settings you select within the Software and/or Services. Provision of the Software and/or Services may involve allowing other users of the Software and/or Services access to and use of the Customer Content provided by you in connection with the use and distribution of the Software and/or Services (if permitted by your user configuration settings), unless otherwise indicated in the Customer Agreement, such as uploading Customer Content to the U.S. Government ATF Access 2000 databases.

2.4.        Ownership of Content

As between you and Orchid Advisors, you own all rights, title and interest in and to the Customer Content provided by you and Orchid Advisors owns all rights, title and interest to all other Content.

2.5.        Reservation of Rights

No rights are granted to you under this Agreement other than those that are expressly set forth herein.

3.        Additional Terms

3.1.        On-Line and Off-Line Agreement

By using the Software and/or Services, you acknowledge that you have read and agree to be bound by this Agreement, as it may be modified from time to time. You are required to keep the most current version of the Software operational so as to always have the most current version of this Agreement. This Agreement may be modified and in force even if you do not update your Software to reflect the revised Agreement.

3.2.        Participation Requirements

Customers are also subject to the Participation Requirements as may be noted within the Software and/or Services themselves.  This may include but not be limited to restriction of access of Content from Prohibited Persons as defined by the U.S. Government, as well as regulatory restrictions under ITAR. Under no circumstances are you allowed to share any Content with Prohibited Persons or any other person who might be legally prevented from viewing said Content under U.S. law. You should never transfer restricted Content as defined by the U.S. Government out of the U.S.

4.        Fees & Payment

If any fees are payable for Software or Services you use, they are specified at www.Orchid Advisors.com or one of the affiliated Orchid Advisors or partners’ sites.

5.        Taxes

Unless otherwise stated, Orchid Advisors’ fees do not include any direct or indirect local, state, federal or foreign taxes, levies, duties or similar governmental assessments of any nature, including value-added, use or withholding taxes (collectively, “Taxes”). You are responsible for paying all Taxes associated with your use of the Software and/or Services, excluding taxes based on Orchid Advisors’ net income or property. This includes any and all applicable taxes for which you may be responsible, including but not limited to Taxes associated with purchases, subscriptions, or sales made by you in connection with your use of the Software and/or Service.

6.        Term & Termination

This Agreement commences upon your use, access of or receipt of the Software and/or Service and continues throughout such use, access or receipt unless earlier terminated by Orchid Advisors. We may terminate this Agreement immediately and suspend or terminate your access to the Software and/or Service in whole or in part, without notice, in the event of any breach or threatened breach of any portion of this Agreement by you or as we may determine in our sole discretion. All fees paid by you upon registration are non-refundable if this Agreement or your access to the Software or Service is terminated as a result of your breach of this Agreement. Any other agreement you may enter into with Orchid Advisors concerning the Software and/or Service may contain additional terms regarding any aspect of the Software and/or Service and your relationship with Orchid Advisors, including the term and termination of use of the Software and/or Service.  Upon notice of termination, Customer agrees to remove all Software from their systems within 30 days.

7.        Disclaimer

THE SOFTWARE, SERVICE, AND ANY CONTENT PROVIDED VIA THE SOFTWARE/SERVICE IS PROVIDED “AS IS” AND “WHERE IS” WITHOUT WARRANTY OR REPRESENTATION OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT, ABILITY TO ACHIEVE A PARTICULAR RESULT, ACCURACY, OR UNINTERRUPTED OPERATION. YOU ASSUME ALL RISK AND RESPONSIBILITY ARISING OUT OF ANY USE OF THE SOFTWARE/SERVICE AND ANY THIRD PARTY CONTENT PROVIDED OR MADE AVAILABLE TO YOU VIA THE SOFTWARE/SERVICE. WE DO NOT REPRESENT OR WARRANT THAT YOUR USE OF THE SOFTWARE/SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR OR THAT ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SOFTWARE/SERVICE WILL BE ACCURATE OR RELIABLE.

FURTHER, THIS SOFTWARE, SERVICE, AND ANY CONTENT PROVIDED VIA THE SOFTWARE/SERVICE IS SOLD WITH THE UNDERSTANDING THAT ORCHID ADVISORS IS NOT RENDERING LEGAL ADVICE; IF LEGAL ADVICE IS REQUIRED, THEN THE SERVICES OF A COMPETENT PROFESSIONAL PERSON SHOULD BE SOUGHT. ORCHID ADVISORS SHALL NOT BE LIABLE FOR DAMAGES ARISING HEREFROM. THE FACT THAT AN ORGANIZATION OR WEBSITE IS REFERRED TO IN THE SOFTWARE AND/OR SERVICE AS A CITATION AND/OR A POTENTIAL SOURCE OF FURTHER INFORMATION DOES NOT MEAN THAT ORCHID ADVISORS ENDORSES THE INFORMATION THE ORGANIZATION OR WEBSITE MAY PROVIDE OR RECOMMENDATIONS IT MAY MAKE. FURTHER, YOU SHOULD BE AWARE THAT INTERNET WEBSITES INCLUDING REGULATORY CONTENT LISTED IN THE SOFTWARE, SERVICE, AND ANY CONTENT PROVIDED VIA THE SOFTWARE/SERVICE  MAY HAVE CHANGED OR DISAPPEARED BETWEEN WHEN THIS CONTENT WAS WRITTEN AND WHEN IT IS READ OR OTHERWISE USED. WHERE POSSIBLE SOURCES HAVE BEEN PROVIDED FOR REGULATORY SECTIONS AND THESE PRIMARY SOURCES SHOULD BE RELIED UPON FOR ANY ACTIONS YOU MAY TAKE WITH REGARDS TO THE CONTENT.

FINALLY, THIS SOFTWARE, SERVICE AND ANY CONTENT PROVIDED VIA THE SOFTWARE/SERVICE HAS NOTHING TO DO WITH FIREARM OR AMMUNITION SAFETY, USE, LOADING OR HANDLING. IT PROVIDES NO INSTRUCTION ON HANDLING OR SAFETY. ACHIEVEMENT OF THE ATF REGULATIONS REQUIRES THOROUGH PROPER EXECUTION AND INTERNAL QUALITY ASSURANCE PRINCIPLES. THIS CONTENT DOES NOT INCLUDE EVERYTHING THAT YOU NEED TO KNOW, IT IS NOT AN INTERPRETATION OF LAW AND OBVIOUSLY REQUIRES YOU TO ACCESS, READ AND UNDERSTAND ALL FIREARMS LAWS AND REGULATIONS AND FOLLOW THEM PROPERLY.

8.        Warranties

You represent and warrant that you have full legal authority to enter into this Agreement and receive the Software and/or Service and use the Customer Content supplied by you for each of the purposes set forth herein and as otherwise required, permitted or facilitated by the Software/Service. You further warrant and represent that the Customer Content that you supply to us is true and accurate, and that you have sole responsibility for the accuracy and quality of such Customer Content supplied by you.

9.        Indemnification

You shall defend, indemnify and hold us harmless against any loss, damage or costs (including reasonable attorneys’ fees) incurred in connection with claims, demands, suits or proceedings made or brought against us by a third party in connection with your breach of this Agreement or alleging that your provision, use or distribution of Customer Content provided by you infringes or misappropriates the intellectual property or any other rights of any third party.

10.        Limitation of Liability and Exclusion of Damages

10.1.        Limitation of Liability

IN NO EVENT SHALL OUR AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED THE AMOUNTS ACTUALLY PAID BY YOU OR ON BEHALF OF YOU HEREUNDER FOR THE SPECIFIC SOFTWARE/SERVICES USAGE IN THE SIX (6) MONTHS PRECEDING THE INCIDENT GIVING RISE TO LIABILITY.

10.2.        Exclusion of Consequential and Related Damages

IN NO EVENT SHALL WE HAVE ANY LIABILITY TO YOU FOR ANY LOST PROFITS OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED AND, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.        General Provisions

11.1.        Entire Agreement

You agree that this Agreement, together with any applicable Customer Agreement, constitutes the entire agreement between you and us, governs your use of the Software/Service (but excludes any Software or Services that we may provide to you under a separate written agreement) and supersedes all prior and contemporaneous agreements concerning provision of the Software/Service to you. Without limiting the generality of the foregoing, in the event that an entity of which you are an employee enters into an agreement with us (“Corporate Agreement”) for the provision of services that are substantially similar to the Software and/or Services, the terms of that agreement shall govern to the extent there is a conflict between this Agreement and the terms of that Corporate Agreement.

11.2.        Arbitration and Governing Law

This Agreement shall be governed exclusively by the laws of the State of Connecticut, without regard to its conflicts of law provisions. Any dispute, controversy, contest, claim or other matter arising out of or in connection with this Agreement or the interpretation or enforcement hereof shall be settled by binding Arbitration to be held in Hartford, Connecticut in accordance with the Commercial Arbitration Rules of the American Arbitration Association, except either party may file suit or other proceeding in either state or federal court in Hartford, Connecticut with respect to any matter related to the protection or maintenance of intellectual property of either party or any third party. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, that provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect.

11.3.        Notice

You agree that we may provide you with notice (“Notice”) under this Agreement, including Notice regarding changes to this Agreement by email, regular mail or posting in the Software and/or Service. You agree to provide us with Notice in writing to the corporate legal address provided on our Contact Us page. Notice shall be deemed to have been given upon the third business day after mailing via certified mail, return receipt requested.

11.4.        Waiver and Cumulative Remedies

No failure or delay to exercise any right under this Agreement shall constitute waiver of that right. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies at law or in equity.

11.5.        U.S. Only

We make the Software and/or Service available to users in the United States and make no representations that the Software or Service is legal, appropriate or available for use in locations outside the United States. Those who choose to use the Service outside the United States do so at their own risk and are responsible for compliance with applicable laws in those jurisdictions.

11.6.        Modification

We reserve the right to modify the terms and conditions of this Agreement at anytime, and such modifications will be effective immediately upon posting such modifications in the Software and/or Service. You agree to review the Software and/or Service periodically, and your continued use of the Software and/or Service will be deemed acceptance of any modified terms and conditions of this Agreement.

11.7.        Survival

The following provisions shall survive any termination or expiration of this Agreement for any reason whatsoever: Sections 2, 3, 4, 5, 6, 7, 8, 9, 10 and 11.

PRIVACY POLICY:

We know that you care how your information is used, and we appreciate your trust that we will use it carefully and sensibly. This notice describes our privacy policy. By visiting us or using our Software and/or Services, you are accepting the privacy policy described below.

1.        What Personal Information Do We Collect?

  • Information You Provide. We receive and store information you enter. For example, when you search for or buy a product or service, or when you supply information such as your address, phone number or credit card. You can choose not to provide certain information, but then you might not be able to take advantage of some of our features. We use the information that you provide for such purposes as responding to your requests, improving our Software and Service, and communicating with you. We do not share your information with other parties for purposeful use, unless specifically noted in the nature of the Software or Service (e.g., uploading data to the U.S. Government for filing).
  • Cookies. Like many Websites, we may at some point use “cookies”. Cookies are small programs that we transfer to your hard drive that allow us to recognize you and to provide you with a customized experience. If you do not want us to use cookies, you can easily disable them by going to the toolbar of your Web browser, and clicking on the “help” button. Follow the instructions that will prevent the browser from accepting cookies, or set the browser to inform you when you receive a new cookie. In addition, you may visit this and other Websites anonymously through the use of utilities provided by other private companies.
  • Other Information: Every computer has an IP (Internet Protocol) address. IP addresses of computers used to visit this site can sometimes be noted. In addition, we may automatically collect other information such as email addresses and contact information.

2.        How Do We Use Your Information?

  • Serviceability. We use your information to provide you with specialized mailings, invitations to in-person events and web-casts, as well as to inform you of services that you may buy.
  • Agents. We employ other companies and individuals to perform functions on our behalf. Examples include delivering packages, sending postal mail and e-mail, and processing payments. They have access to personal information needed to perform their functions, but may not use it for other purposes.
  • Law Enforcement. If we receive a lawful court order to release account or other personal information, then we will comply with the law. We will also release information when necessary to protect the life, safety or property of others. This includes exchanging information with other companies and organizations for fraud protection and credit risk reduction.

3.        How Do We Protect the Security of Your Information?

  • We limit access to your information on a “need to know” basis.
  • No system can guarantee absolute security, just as the finest lock cannot guarantee physical security. However, we take every reasonable precaution to assure that your data is secure.

4.        Your Choice:

Opt-in or Opt-out. It is your choice whether to receive mailings, emails or calls. Please contact Orchid Advisors should you be receiving information or content you do not wish to receive.  Orchid Advisors makes best efforts to enable all users to opt out of all emails within the email itself in accordance with the CAN-SPAM Act and other regulations.

5.        Children

We do not sell products or services to children. If you are under 18, you may use our Software and/or Service only with involvement of a parent or guardian.

6.        Other Websites

Various Websites may be linked to from our Software and/or Service. If you link to another site, your privacy depends on the policy of that site. We strongly urge you to check their privacy policy. Not all sites guarantee that they will not share your personally identifiable information with others. You may also wish to consult privacy guidelines such as those recommended by the Online Privacy Alliance (www.privacyalliance.org).

7.        Contact Us

If you would like to learn more about our privacy policy, or to access your personally identifiable information, you may contact us.