The following Terms and Conditions describe your
responsibilities as a user of Deferral.com.
General Terms and Conditions
ALL INFORMATION AND CONTENT ON OUR WEBSITES ARE SUBJECT TO
APPLICABLE STATUTES AND REGULATIONS, AND ARE PROTECTED BY COPYRIGHT AND OTHER APPLICABLE
American Financial Systems, Inc. (d.b.a. Deferral.com) and
its affiliates (collectively, “Deferral.com”) provide the materials contained
in our website(s) (collectively, the "Website") as a service to our
customers and visitors. The information
contained on the Website is general in nature and should not be considered legal or tax advice. This information is provided for general
educational purposes. The facts of your
particular situation and developments in applicable laws, rules and regulations
or the interpretation thereof, may affect the information as it pertains to
you. You should consult with your
attorney or tax advisor regarding your specific legal or tax situation.
Users Subject to These Terms and Conditions
In these Terms and Conditions, the words "you" and
"your" mean everyone who accesses the Website or who has an account
that is accessible by means of the Website, or sponsors or administrators of any
plan with access to information that is maintained on or by means of the Website,
and any person who is authorized for such access. The words
"Deferral.com", "we", "us", and "our"
mean American Financial Systems, Inc. (d.b.a. Deferral.com), and its
affiliates, including without limitation any entities who are members of the
AFS companies group.
Accepting Terms and Conditions
Deferral.com requires that all visitors to the Website
adhere to these Terms and Conditions including the Privacy Statement that is
incorporated by reference herein. By accessing the Website or any of its pages
you indicate your acknowledgement and acceptance of these Terms and Conditions
without limitation or qualification. If a new service is added, your use of
that service constitutes your acceptance of the Terms and Conditions in effect
at the time of the use. Deferral.com may revise these Terms and Conditions at
any time by updating this posting, which revisions will be binding upon all
visitors to the Website. You should therefore visit this posting to review
these Terms and Conditions from time to time as you visit the Website. If you
do not accept the Terms and Conditions you must discontinue use of the Website.
Laws and Regulations
User access to and use of the Website is subject to all
applicable federal, state and local laws and regulations. Unauthorized use of this system is prohibited
and violators can be prosecuted under federal and state laws. Massachusetts law
and federal law will govern the interpretation and enforcement of these Terms
Copyright and Trademark Information
The contents of the Deferral.com Website, including without
limitation, text and other information and images, and the arrangement thereof,
are protected by applicable copyright laws. No permission is granted to copy,
distribute, modify, post or frame any text, graphics, video, audio, software
code, or user interface, processes, design or logos.
Deferral.com and its logo are trademarks of Deferral.com.
All other trademarks are the property of Deferral.com unless otherwise
designated or clearly implied herein as belonging to third parties. Nothing
contained at the Website shall be construed as granting by implication,
estoppel, or otherwise any license or right under any patent, trademark,
copyright (except as expressly stated below) or proprietary rights of
Deferral.com or of any third party.
You are authorized by Deferral.com to copy, transmit or
display any information registered or owned by Deferral.com on any page of the Website
solely, in the case of plan participants and other individuals, for your
personal, non-commercial use, and for plan sponsors and administrators, solely
for your use in connection with your administration of nonqualified deferred
compensation plans under the supervision of your attorneys and tax advisers,
provided that any such copy, transmission or display includes any copyright,
trademark or service mark attribution as it appears on such page.
The information and materials contained at the Website may
not otherwise be copied, transmitted, displayed, distributed, downloaded,
licensed, modified, published, posted, reproduced, used, sold, transmitted,
used to create a derivative work or otherwise used for commercial or public
purposes without Deferral.com's prior written consent.
The Website, including this page, may contain other
proprietary notices and copyright information, the terms of which must be
observed and followed. Certain images and information at the Website are the
copyright or trademark of third parties and any use is subject to the terms and
conditions of such third parties.
Limitation of Liabilities and Warranties
The Website, the services provided through the Website, and
the information on the Website are provided "as is" without any
warranty of any kind, either express or implied, including but not limited to
the implied warranties of merchantability, fitness for a particular purpose and
non-infringement. Some jurisdictions do not allow the exclusion of implied
warranties, so the above exclusion may not apply to you.
The information on the Website may include technical
inaccuracies or typographical errors. Deferral.com from time to time amends,
changes, adds, deletes, updates or alters the information contained at this Website,
without notice. Deferral.com assumes no liability for any errors or omissions
in the information contained at or any services or functions performed or
supplied by or by means of the Website, and expressly disclaims any
responsibility to update the information contained at the Website.
IN NO EVENT SHALL DEFERRAL.COM BE LIABLE FOR ANY PUNITIVE,
SPECIAL, DIRECT, INDIRECT, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR
ANY OTHER DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO LOSS OF USE, DATA,
OR PROFITS, WITHOUT REGARD TO THE FORM OF ANY ACTION, INCLUDING BUT NOT LIMITED
TO CONTRACT AND TORT ACTIONS, ARISING OUT OF OR IN CONNECTION WITH THE USE,
INABILITY TO USE, COPYING OR DISPLAY OF, OR THE INTERACTION OR ANY OTHER FORM
OF COMMUNICATION WITH, OUR SERVICES, THE WEBSITE AND THE INFORMATION CONTAINED
AT THE WEBSITE (INCLUDING VIA COMPUTER VIRUSES OR ANY OTHER FORM OF SOFTWARE).
We do not promise that your use of the website will be
uninterrupted, error-free or completely secure, and you acknowledge that there
are risks inherent in internet connectivity that could result in the loss of
your privacy and confidential information.
Links to Other Internet Websites
Although Deferral.com may provide a link to a third party,
such a link is not an authorization, endorsement, sponsorship or affiliation by
Deferral.com with respect to such website, its owners or its providers.
Deferral.com is providing these links only as a convenience to you, and makes
no representation or warranty with respect thereto or the reliability
thereof. It is up to you to take
precautions to ensure that whatever you select is free of such items as
viruses, worms, trojan horses and other items of a destructive nature.
Any comments or materials sent to Deferral.com, including
feedback data, such as questions, comments, suggestions or the like regarding
the Website or Deferral.com services (collectively "Feedback"), shall
be deemed to be the property of Deferral.com. Deferral.com's use of the
Feedback will be in compliance with the Deferral.com Privacy Statement, which
is set forth on the Website, and applicable laws. Deferral.com shall have no
additional obligations with respect to such Feedback and shall be free to reproduce,
use, disclose, exhibit, display, transform, create derivative works and
distribute the Feedback to others without limitation. Further, Deferral.com
shall be free to use any ideas, concepts, know-how or techniques contained in
such Feedback for any purpose whatsoever, including but not limited to
developing, manufacturing and marketing products or services incorporating such
Feedback. Application information submitted to Deferral.com shall be treated
confidentially to the extent required by applicable law or as disclosed in the
Notice Regarding Investment Information
DEFERRAL.COM DOES NOT WARRANT OR GUARANTEE THE ACCURACY OR
THE COMPLETENESS OF INFORMATION PROVIDED HEREIN WITH RESPECT TO ANY ENTITY OR
INVESTMENT-RELATED INFORMATION THAT MAY BE AVAILABLE BY HYPERLINK OR OTHERWISE.
UNDER NO CIRCUMSTANCES WILL DEFERRAL.COM BE LIABLE FOR ANY LOSS OR DIRECT,
INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES CAUSED BY
RELIANCE ON THIS INFORMATION OR FOR THE RISKS OF ANY SECURITIES MARKET.
Violations of Terms and Conditions
Deferral.com reserves the right to seek all remedies
available at law and in equity for violations of these Terms and Conditions,
including the right to block access from a particular Internet address to the Website.
YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS DEFERRAL.COM FROM ANY
LIABILITY, LOSS, CLAIM AND EXPENSE, INCLUDING ATTORNEY'S FEES, RELATED TO YOUR
VIOLATION OF THESE TERMS AND CONDITIONS OR YOUR USE OF THE WEBSITE OR THE
SERVICES AND INFORMATION PROVIDED AT THE WEBSITE.
Scope of Terms and Conditions
These Terms and Conditions cover all services available on
this Website now or in the future. These Terms and Conditions are a supplement
to any other agreement you have with us, and any conditions established in
specific client agreement will supersede any general terms. All transactions or
communications initiated by you will not be recognized until actually received
and acknowledged by us.
You are responsible for protecting the security of any
accessing device, including your user name and password. You agree to keep all
accessing devices and means to attain access to the Website, secure and
confidential to prevent unauthorized access to your account and to prevent
unauthorized use of our services, and you specifically agree that you will not
disclose your user name or password to any third party, nor will you allow
others to use the Website without consent.
In the event you believe the security of your access
security device is compromised, you must disable and/or change the components
of the accessing device. It is your obligation to inform us if you believe
unauthorized use has occurred. We can cancel your access to our services at our
discretion and without prior notification in the event we believe there has
been a security breach.
The Deferral.com Privacy Statement, which is available for
viewing on the Website, is provided separately and is also applicable to you as
a user of this Website.
We may amend or change any part of these Terms and
Conditions without notice by updating this posting. Your continued use of
Deferral.com shall indicate your assent to all amendments and changes made to
these Terms and Conditions, which shall be binding upon all Deferral.com users.
Procedure for Making Claims of Copyright Infringement
In accordance with the Digital Millennium Copyright Act (17
USC § 512), we are registered with the US Copyright Office as a Service
Provider. Any notifications of claimed copyright infringement must be sent to
our Designated Agent. The Designated Agent is David J. Thibodeau, Jr. .
Notification should be mailed to Hamilton Brook Smith & Reynolds PC, P.O.
Box 9133, 530 Virginia Road, Concord, MA 01742-9133 or sent via e-mail to firstname.lastname@example.org.
These Terms and Conditions shall constitute the complete and
exclusive agreement between us regarding your use of the Website or any
services we offer through the Website, notwithstanding any variance with any
purchase order or other written instrument submitted by you, whether formally
rejected by Deferral.com or not. Deferral.com may provide software products or
services under the terms of a separate agreement between you and Deferral.com
(each, an “Other Agreement”). Deferral.com’s obligations with respect to any
product, service, or access that it makes available to you under any Other
Agreement shall be governed solely by the Other Agreement under which such
product or service is provided and these Terms and Conditions shall not be
deemed or construed to alter the terms of such Other Agreement. If any
provision of these Terms and Conditions is held to be unenforceable for any
reason, such provision shall be reformed only to the extent necessary to make
it enforceable, and such decision shall not affect the enforceability of such
provision under other circumstances, or of the remaining provisions hereof
under all circumstances.
These Terms and Conditions shall be governed by the laws of
the Commonwealth of Massachusetts, without regard to its choice of law or
conflicts of laws provisions, and you hereby consent to the exclusive
jurisdiction of the state and federal courts sitting in the Commonwealth of
Massachusetts. Any and all unresolved disputes relating in any way to, or
arising out of, the Website or any use thereof shall be submitted to
arbitration in the Commonwealth of Massachusetts; except that, to the extent
that you have breached or have indicated your intention to breach these Terms
and Conditions in any manner which violates or may violate the intellectual
property rights of Deferral.com or any third party, or may cause continuing or
irreparable harm to Deferral.com or any such third party (including, but not
limited to, any breach that may impact Deferral.com’s intellectual property
rights, or a breach by reverse engineering), Deferral.com may seek injunctive
relief, or any other appropriate relief, in any court of competent
Any arbitration of a dispute under this Agreement shall be
conducted under the rules then prevailing of the American Arbitration
Association. The arbitrator's award shall be binding and may be entered as a
judgment in any court of competent jurisdiction. These Terms and Conditions
will not be governed by the United Nations Convention of Contracts for the
International Sale of Goods, the application of which is hereby expressly