Filing Manager Terms

NOTICE OF UCC FILING MANAGER
TERMS AND CONDITIONS OF USE

The UCC Filing Manager is a service made available by Capitol Services, Inc., or Capitol Corporate Services, Inc., or one of its affiliates (hereafter collectively “CSI”), and all content, information, and software provided on or through the UCC Filing Manager may be used solely under the terms and conditions (“Terms of Use”) set forth below.  By accessing the UCC Filing Manager, you acknowledge that you have read and accept such Terms of Use.

License

As a user of the UCC Filing Manager, you are granted a nonexclusive, nontransferable, revocable, and limited license to access and use the UCC Filing Manager in accordance with the Terms of Use. CSI may terminate this license at any time for any reason.

Limitations on Use

Use of the content on the UCC Filing Manager is limited to lawful business purposes. You may not reverse engineer, disassemble, rent, lease, loan, sell, sublicense, or create derivative works from the UCC Filing Manager or its content. You may not use any network monitoring or discovery software to determine the software architecture or extract information about usage or users. You may not copy, modify, reproduce, republish, distribute, display, or transmit for commercial, non-profit, or public purposes all or any portion of the UCC Filing Manager, except to the extent specifically permitted herein.

No Legal Advice

Use of the UCC Filing Manager does not form an attorney-client relationship.  The UCC Filing Manager is for informational purposes only and is not intended to serve as a source for legal, accounting, or financial advice. If you require legal advice or other expert assistance, the services of a competent professional in your jurisdiction should be sought.

Registration

Use of the UCC Filing Manager may require you to register. When registration is requested, you agree to provide CSI with accurate, complete registration information. You must notify CSI of any changes to your registration information. Each registration is for a single person only. CSI does not permit access through a single name to be made available to multiple users on a network. Each registration will be given a username and password. You are responsible for protecting the security of your username and password. You are responsible for all data entered through your username and password. You must notify CSI immediately if you believe your username and/or password has been lost, stolen, or used without your authorization.

Security and Storage of Data

CSI maintains appropriate information security protocols, including, but not limited to, using firewalls to secure our network, encrypting exchanged data using Secure Sockets Layer (SSL), and monitoring systems on a regular basis. However, no method of electronic transmission or storage is 100% secure. CSI is not responsible for the deletion and/or failure to store any data entered by you, or the operation or failure of any information security protocols employed by CSI.

Disruption of UCC Filing Manager

CSI will endeavor to provide continuous service of the UCC Filing Manager but does not guarantee uninterrupted or undisturbed service of the UCC Filing Manager. CSI is not responsible for any loss or damage resulting from the interruption or disturbance of the UCC Filing Manager.

Disclaimer of Representations and Warranties

CSI makes no representation, warranty, or guarantee as to the effectiveness of any filing.  Electronic filings, including filings submitted through the UCC Filing Manager, are subject to the availability of the Secretary of State database and may not receive the file date of the day that they were submitted.  While reasonable care has been used in collecting and displaying information, CSI makes no warranties or representations of any kind concerning any information made available on or through the UCC Filing Manager.  CSI expressly disclaims all liability with respect to actions taken or not taken based upon such information or with respect to any errors or omissions contained in such information. Your use of the UCC Filing Manager is at your own risk.

THE UCC FILING MANAGER IS PROVIDED ON AN “AS IS” AND “WHERE IS” BASIS WITHOUT ANY WARRANTY. CSI MAKES NO REPRESENTATIONS OR WARRANTIES IN CONNECTION WITH THE UCC FILING MANAGER, INCLUDING, BUT NOT LIMITED TO, THE QUALITY, SUITABILITY, TRUTH, ACCURACY, OR COMPLETENESS OF ANY CONTENT, INFORMATION, PRODUCT, OR SERVICE CONTAINED ON THE UCC FILING MANAGER AND EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS.

Limitation of Liability

This Limitation of Liability sets forth the full extent of CSI’s liability hereunder for any claim against CSI and sets forth your sole remedy.  You acknowledge that the fees for services provided hereunder reflect the allocation of risk as set forth in this Limitation of Liability. CSI DISCLAIMS ALL RESPONSIBILITY FOR ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM OR CONNECTED WITH THE UCC FILING MANAGER, INCLUDING, BUT NOT LIMITED TO, YOUR USE OF THE UCC FILING MANAGER OR YOUR INABILITY TO USE THE UCC FILING MANAGER, EVEN IF CSI HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBLITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING ELSE TO THE CONTRARY HEREIN, THE MAXIMUM LIABILITY OF CSI (IRRESPECTIVE OF WHETHER CSI MAY HAVE BEEN OR MAY BE ALLEGED TO HAVE BEEN NEGLIGENT OR OTHERWISE LEGALLY AT FAULT AND IRRESPECTIVE OF INSURANCE COVERAGE MAINTAINED BY EITHER PARTY) SHALL IN NO EVENT EXCEED THE PAYMENT, IF ANY, RECEIVED BY CSI FOR THE SPECIFIC SERVICES WHICH ARE THE SUBJECT OF THE CLAIM OR DISPUTE.

Unlawful Activity

CSI reserves the right to report any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclose any information necessary to such persons or entities relating to user profiles, e-mail addresses, usage history, posted materials, IP addresses, and traffic information.  CSI has the right to report to law enforcement authorities any action that may be considered illegal, as well as any reports it receives of such conduct.  When requested, CSI will cooperate fully with law enforcement agencies in any investigation of alleged illegal activity.

Remedies

CSI reserves the right to seek all remedies at law and in equity for violations of the Terms of Use, including, but not limited to, the right to block access from a particular Internet address to the Website and its features.

Modification to Terms of Use

CSI reserves the right to change the Terms of Use at any time by updating this posting.  Updated versions of the Terms of Use will appear on the UCC Filing Manager and are effective immediately.  Continued use of the UCC Filing Manager after any such changes constitutes your consent to such changes.

Modification of UCC Filing Manager

CSI reserves the right to modify or discontinue the UCC Filing Manager, either temporarily or permanently. Notice will be provided to you if the UCC Filing Manager will be discontinued. CSI is not liable to you or any third party for any modification or discontinuance of the UCC Filing Manager.

Governing Law

The Terms of Use are governed by and construed in accordance with the laws of the United States of America and the State of Texas, without reference to conflicts of law principles of any jurisdiction.  All disputes arising from or related to the Terms of Use and/or your use of the UCC Filing Manager shall be within the exclusive jurisdiction of the courts located in the State of Texas.

Entire Agreement and Severability of Provisions

The Terms of Use incorporate by reference any notices contained on the Website, including the Capitol Services, Inc. Notice of Website Privacy Policy.  The Terms of Use constitute the entire agreement with respect to access to and use of the Website. The Terms of Use shall be binding upon and inure to the benefit of CSI and you or your successors, legal representatives, and permitted assigns. If any provision of the Terms of Use is unlawful, void, or unenforceable, then that provision shall be deemed severable from the remaining provisions and shall not affect the validity and enforceability of the remaining portion of the Terms of Use.

Copyright Notice

CSI owns all copyright and other rights in and to the content of the UCC Filing Manager, including the arrangement and presentation of the information contained herein and the UCC Filing Manager’s design. All such rights are reserved.

 

July 2018