Terms and Conditions
By using or accessing BenchmarkRef.com or a subdomain of the website, you acknowledge that you agree to and are subject to the following Terms and Conditions constituting our mutual Agreement. If you do not fully agree to these Terms and Conditions, you are not authorized to access or otherwise use the website. Within this Agreement and under these Terms and Conditions, “use” and “”access” of the website specifically includes all direct or indirect use or access of the website or any cached version of the website as well as any direct or indirect use and access of any information or content on the web site, regardless of how obtained. The term “website” includes, without limitation, any cached version thereof.
The website is operated by BenchmarkRef.com, LLC. Unless otherwise specified, the entity controlling the website that you are accessing is referred to in the Terms and Conditions of this Agreement as “BenchmarkRef.com”, “we”, “us” and “our”. The words “you” and “your” refer you as the customer and subscriber as well as your agents, including each person listed in your account information as being associated with your account. This Agreement in the form of Terms and Conditions explain our obligations to you and your obligations to us in relation to the BenchmerkRef.com services you purchase. By purchasing, subscribing and otherwise applying for BenchmarkRef.com services, you agree to establish an account with us for such services. When you use your account or permit someone else to use your account to purchase, subscribe and otherwise acquire access to additional BenchmarkRef.com services or to modify or cancel your BenchmarkRef.com services (even if we were not notified of such authorization), this Agreement in the form of Terms and Conditions covers such service actions. Additionally, you agree that each person listed in your account information as being associated with your account for any services provided to you is your agent with full authority to act on your behalf with respect to such services in accordance with the permissions granted and that they will have the authority, without limitation, to terminate and modify such services or your account information as well as purchase additional services.
Please read through all of the Terms and Conditions of this Agreement carefully. The Terms and Conditions constitute a legally binding agreement between you and BenchmarkRef.com. You are not authorized to use this website unless you are at least 18 years of age and able to enter into legally binding contracts. We do not knowingly collect the information of anyone under the age of 18.
LIMITED LICENSE TO USE THE WEBSITE. Upon application to be a customer and acceptance by BenchmarkRef.com, you are granted a limited, revocable and non-exclusive license to access our website. The content and services of the website are provided solely for the purpose of providing you with publicly available data that is organized, assembled, related and analyzed in a unique manner that is intended to be of value, convenience and economy to you. Utilizing the website that is not for one of these purposes or otherwise in accordance with the Terms and Conditions of this Agreement or as otherwise authorized by us in writing is expressly prohibited. The license to use our website extends to the uses expressly described herein. The license to use our website granted to you in this Agreement does not include any right of collection, aggregation, copying, scraping, duplication, display or derivative use of the website nor any right of use of data mining, robots, spiders or similar data gathering and extraction tools without the prior written permission from BenchmarkRef.com. Unauthorized uses of the BenchmarkRef.com website include, without limitation, those listed below. You agree not to do any of the following, unless otherwise previously authorized by us in writing:
Copy, reproduce, upload, post, display, republish, distribute or transmit any part of the content in any form whatsoever
Reproduce any portion of the BenchmarkRef.com website on your website or otherwise, using any device including, but not limited to, use of a frame or border environment around the website, or other framing technique to enclose any portion or aspect of the BenchmarkRef.com website, or mirror or replicate any portion of the BenchmarkRef.com website
Deep-link to any portion of the BenchmarkRef.com website without our express written permission
Modify, translate into any language or computer language, or create derivative works from, any content or any part of the BenchmarkRef.com website
Reverse engineer any part of the site
Sell, offer for sale, transfer or license any portion of the BenchmarkRef.com website in any form to any third parties
Use any robot, spider, scraper, other automatic device or manual process to monitor, copy or keep a database copy of the content or any portion of the BenchmarkRef.com website
Use the BenchmarkRef.com website to transmit information that is in any way false, fraudulent or misleading and taking any action that may be considered phishing or that would give rise to criminal or civil liability
Violate, plagiarize or infringe the rights of us or third parties including, without limitation, copyright, trademark, patent, trade secrets, rights of publicity or privacy or any other intellectual or proprietary rights
Use or access the BenchmarkRef.com website in any way that, in our sole discretion, adversely affects or could possibly adversely affect the performance or function of our website or any other system used by us.
If you are aware of or experience any content, activity, communication through or in connection with the BenchmarkRef.com website that appears to be in violation of the above restrictions, or in violation of any provision of the Terms and Conditions of this Agreement, we ask that you please inform us of any such violation by contacting us as set forth under “Contact Us” at the bottom of pages on our website.
PROPRIETARY RIGHTS AND DOWNLOADING OF INFORMATION FROM THE WEBSITE. The BenchmarkRef.com website and the information on the website are protected by copyright as a collective work and / or compilation, pursuant to applicable U.S. and international copyright laws and conventions and database rights. You agree to abide by any and all copyright notices, information or restrictions contained in or relating to any content on the website. Copying, storing or otherwise accessing the website or any content of the website for other than your personal, noncommercial use (other than in accordance with a valid subscription) is expressly prohibited without prior written permission.
OWNERSHIP. Except as otherwise set forth herein, all right title and interest in and to all (i) registered and unregistered trademarks, service marks and logos; (ii) patents, patent applications and patentable ideas, inventions and / or improvement; (iii) trade secrets, proprietary information and know-how; (iv) all divisions, continuations, reissues, renewals and extensions thereof now existing or hereafter filed, issued or acquired; (v) registered and unregistered copyrights including, without limitation, any forms, images, audiovisual displays, text, software and (vi) all other intellectual property, property rights or other rights related to intangible property which are used, developed, comprising, embodied in or practiced in connection with any BenchmarkRef.com services are owned by BenchmarkRef.com or its licensors. You agree to make no claim of interest in or ownership of any such BenchmarkRef.com Intellectual Property Rights. You acknowledge that no title to the BenchmarkRef.com Intellectual Property Rights is transferred to you and that you do not obtain any rights, expressed or implied, in the BenchmarkRef.com or its licensors’ service, other than the rights expressly granted in this Agreement. To the extent that you create any derivative work (any work that is based upon one or more preexisting versions of a work provided to you, such as an enhancement or modification, revision, translation, abridgement, condensation, expansion, collection, compilation or any other form in which preexisting works may be recast, transformed or adapted) such derivative work shall be owned by BenchmarkRef.com. All right, title and interest in and to each derivative work shall automatically vest in BenchmarkRef.com. BenchmarkRef.com shall have no obligation to grant you any right in any such derivative work.
EXCLUSIVE REMEDY; TIME LIMITATION ON FILING ANY CLAIM. YOU AGREE THAT OUR ENTIRE LIABILITY, AND YOUR EXCLUSIVE REMEDY, IN LAW, IN EQUITY, OR OTHERWISE, WITH RESPECT TO ANY BENCHMARKREF.COM SERVICES PROVIDED UNDER THIS AGREEMENT AND / OR FOR ANY BREACH OF THIS AGREEMENT IS SOLELY LIMITED TO THE AMOUNT YOU PAID FOR SUCH SERVICES DURING THE TERM OF THIS AGREEMENT. IN NO EVENT SHALL BENCHMARKREF.COM, ITS LICENSORS AND CONTRACTORS (INCLUDING, BUT NOT LIMITED TO, THIRD PARTIES PROVIDING SERVICES AS PART OF THE SUBSCRIPTION SERVICE FOR OUR WEBSITE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES EVEN IF BENCHMARKREF.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THAT A STATE DOES NOT PERMIT THE EXCLUSION OR LIMITATION OF LIABILITY AS SET FORTH HEREIN, BENCHMARKREF’S LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW IN SUCH STATES. BenchmarkRef.com and its licensors and contractors disclaim any and all losses or liability resulting from, but not limited to (1) loss or liability resulting from access delays or access interruptions; (2) loss or liability resulting from data non-delivery or data mis-delivery; (3) loss or liability resulting from acts of God; (4) loss or liability resulting from the unauthorized use or misuse of your account number, password or security authentication option; (5) loss or liability resulting from errors, omissions or misstatements in any and all information or services provided under this Agreement; (6) loss or liability relating to the deletion or failure to store email messages; (7) loss or liability resulting from the application of our dispute policy; or (8) loss or liability relating to limitations, incompatibilities, defects or other problems inherent in xml, xkms or any other standard not under BenchmarkRef.com sole control. YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ANY OF OUR SEVICES MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR SUCH CLAIM SHALL BE FOREVER BARRED.
DISCLAIMER OF WARRANTIES. YOU AGREE THAT YOUR USE OF OUR SERVICES OR OUR LICENSORS’ SERVICES IS SOLELY AT YOUR OWN RISK. YOU AGREE THAT ALL OF SUCH SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, EXCEPT AS OTHERWISE NOTED IN THIS AGREEMENT. WE AND OUR LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NEITHER BENCHMARKREF.COM NOR OUR LICENSORS MAKE ANY WARRANTY THAT SERVICES LICENSED HEREUNDER WILL MEET YOUR REQUIREMENTS OR THAT THE SERVICES WILL BE UNINTERUPTED, TIMELY, SECURE OR ERROR FREE. BENCHMARKREF.COM AND OUR LICENSORS DO NOT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY AND RELIABILITY OF ANY INFORMATION OBTAINED THROUGH OUR SERVICES. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND / OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OUR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK. YOU ALSO UNDERSTAND AND AGREE THAT LOSS OF DATA THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE INCLUDING THE LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND / OR DATA. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OUR SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. YOU UNDERSTAND AND AGREE THAT YOU CANNOT RELY ON ANY SUCH INFORMATION OR ADVICE. TO THE EXTENT THAT JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. WE ARE NOT RESPONSIBLE FOR AND SHALL HAVE NO LIABILITY WITH RESPECT TO ANY PRODUCTS AND / OR SERVICES PURCHASED BY YOU FROM A THIRD PARTY.
INDEMNITY. You agree to release, indemnify, defend and hold harmless BenchmarkRef.com and any of our (or their) contractors, agents, employees, officers, directors, shareholders, affiliates and assigns from all liabilities, claims, damages, costs and expenses, including reasonable attorneys’ fees and expenses, relating to or arising out of (a) this Agreement or the breach of your warranties, representations and obligations under this Agreement; (b) the BenchmarkRef.com services or your use of such services, including without limitation infringement or dilution by you, or someone else using our services from your computer; (c) any intellectual property or other proprietary right of any person or entity; (d) a violation of any of our operating rules or policies relating to the services provided; (e) any information or data you supplied to BenchmarkRef.com including, without limitation, any misrepresentation in your application, if applicable; (f) any information, material or services available on your licensed BenchmarkRef.com website. When we are threatened with suit or sued by a third party, we may seek written assurances from you concerning your promises to indemnify us. Such assurances may, without limitation, be in the form of a deposit of money by you to us or our representatives to cover our fees and expenses, including but not limited to attorneys’ fees, in any such suit or threat of suit. Your failure to provide such assurances may be considered a material breach of this Agreement. We shall have the right to participate in any defense by you of a third-party claim related to your use of any of the BenchmarkRef.com services, with counsel of our choice. We shall reasonably cooperate in the defense at your request and expense. You have the sole responsibility to defend us against any claim, but you must receive our prior written consent regarding any related settlement. The terms of this paragraph will survive any termination or cancellation of the Agreement.
TERMINATION. You may terminate this Agreement upon at least thirty (30) days written notice to BenchmarkRef.com for any reason. We may terminate this Agreement or any part of the BenchmarkRef.com services at any time in the event that you breach any obligation hereunder, fail to respond within ten (10) calendar days to an inquiry from us concerning the accuracy or completeness of information you have provided or for any other reason in BenchmarkRef.com’s sole discretion upon written notice to you.
REPRESENTATIONS AND WARRANTIES. You agree and warrant that: (i) neither your purchase and subscription nor use of any of the BenchmarkRef.com services as well as the manner in which you intend to use such BenchmarkRef.com services will directly or indirectly infringe the legal rights of a third party; (ii) you have all the requisite power and authority to execute the Agreement and to perform your obligations hereunder; (iii) you are of legal age to enter into this Agreement; and (iv) you agree to comply with all applicable laws and regulations.
MODIFICATION TO AGREEMENT. Except as otherwise provided in this Agreement, you agree during the term of this Agreement that we may: (1) revise the terms and conditions of this Agreement; and / or (2) change part of the services provided under this Agreement at any time. Any such revision or change will be binding and effective after posting of the revised Agreement or change to the services on BenchmarkRef.com websites, or upon notification to you by email or United States mail. You agree to periodically review our websites, including the current version of this Agreement available on our websites, in order to be aware of any such revisions. If you do not agree with any revision to the Agreement, you may terminate this Agreement at any time by providing us with notice. Notice of your termination will be effective on receipt and processing by us. Any fees paid by you if you terminate your Agreement with us are nonrefundable but you will not incur any additional fees. By continuing to use BenchmarkRef.com services after any revision to this Agreement or change in services, you agree to abide by and be bound by any such revisions or changes. We are not bound by nor should you rely on any representation by (i) any agent, representative or employee of any third party that you may use to apply for our services; or (ii) information posted on our websites of a general informational nature. No employee, contractor, agent or representative of BenchmarkRef.com is authorized to alter or amend the terms and conditions of this Agreement.
ACCOUNT ACCESS. To access or use BenchmarkRef.com services or to modify your account, you may be required to establish an account and obtain a user name and password. You authorize us to process any and all account transactions initiated through the use of your user name and password. You are solely responsible for maintaining the confidentiality of your user name and password. You must immediately notify us of any unauthorized use of your user name and password. You are responsible for any unauthorized activities, charges and / or liabilities made through your user name and password. In no event will we be liable for the unauthorized use or misuse of your user name and password. You agree that we may log off any account that is inactive for an extended period of time.
NOTICES AND ANNOUNCEMENTS. Except as expressly provided otherwise herein, all notices to BenchmarkRef.com shall be in writing and delivered via overnight courier or certified mail, return receipt requested to BenchmarkRef.com, LLC, Attention Legal Department, 1331 Wild Rose Lane, Lake Forest, Illinois 60045-3657. All notices to you shall be delivered to your mailing address or email address as provided in your account information (as updated by you pursuant to this Agreement). You authorize us to contact you as a customer via telephone at the number provided by you in your account information (as updated by you pursuant to this Agreement), which telephone number is incorporated herein by reference, email or postal mail regarding information we deem is of potential interest to you. Notices and announcements may include commercial emails, telephone solicitations and other notices describing changes, upgrades, new products and services or other information pertaining to internet security.
SEVERABILITY. You agree that the terms of this Agreement are severable. If any term or provision is declared invalid or unenforceable, in whole or in part, that term or provision will not affect the remainder of this Agreement. You agree that this Agreement will be deemed amended to the extent necessary to make this Agreement enforceable, valid and, to the maximum extent possible consistent with applicable law, consistent with the original intentions of the parties and that the remaining terms and provisions will remain in full force and effect.
ENTIRE AGREEMENT. You agree that this Agreement is the entire, complete and exclusive agreement between you and us regarding our services and that it supersedes all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of this Agreement.
ASSIGNMENT AND RESALE. Except as otherwise set forth herein, your rights under this Agreement are not assignable or transferable. Any attempt by your creditors to obtain an interest in your rights under this Agreement, whether by attachment, levy, garnishment or otherwise, renders this Agreement voidable at our option. You agree not to reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes any of the services (or portion thereof) without BenchmarkRef.com’s prior express written consent.
GOVERNING LAW. You and BenchmarkRef.com agree that this Agreement and any disputes hereunder shall be governed in all respects by and construed in accordance with the laws of the State of Delaware, United States of America, excluding its conflict of law rules. You and we each agree to submit to exclusive subject matter jurisdiction, personal jurisdiction and venue of the United States District Court for the Eastern District of Virginia, Alexandria Division for any disputes between you and BenchmarkRef.com under, arising out of, or related in any way to this Agreement (whether or not such disputes also involve other parties in addition to you and BenchmarkRef.com). If there is no jurisdiction in the United States District Court for the Eastern District of Virginia, Alexandria Division, for any such disputes, you and we agree that exclusive jurisdiction and venue shall be in the courts of Fairfax County, Fairfax, Virginia. The parties hereby waive any right to jury trial with respect to any action brought in connection with this Agreement. The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded.
AGREEMENT TO BE BOUND. By applying for BenchmerkRef.com services through our online application process or otherwise, or by using the services provided by BenchmarkRef.com under this Agreement, you acknowledge that you have read and agree to be bound by all terms and conditions of this Agreement.
INDEPENDENT PARTIES. Neither party nor their employees, consultants, contractors or agents are agents, employees or joint ventures of the other party. They do not have any authority to bind the other party by contract or otherwise to any obligation. Each party shall ensure the foregoing persons shall not represent to the contrary, either expressly, implicitly by appearance or otherwise. Except as otherwise expressly stated herein, we agree there shall be no third party beneficiaries to the Agreement.
WAIVER. No waiver of any provision of the Agreement shall be effective unless it is in writing and signed by an authorized representative of BenchmarkRef.com. The remedies of BenchmarkRef.com under this Agreement shall be cumulative and not alternative. The election of one remedy for a breach shall not preclude pursuit of other remedies. The failure of a party, at any time or from time to time, to require performance of any obligations of the other party hereunder shall not affect its right to enforce any provision of this Agreement at a subsequent time. The waiver of any rights arising out of any breach shall not be construed as a waiver of any rights arising out of any prior or subsequent breach.
FORCE MAJEURE. Neither party shall be deemed in default hereunder, nor shall it hold the other party responsible for, any cessation, interruption or delay in the performance of its obligations hereunder due to causes beyond its control including, but not limited to: earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, labor strike, lockout, boycott, supplier failures, shortages, breaches or delays, any law, order regulation, direction, action or request of government, including any federal, state and local governments having or claiming jurisdiction over BenchmerkRef.com, or of any civil or military authority or any other cause or circumstance, whether of a similar or dissimilar nature to the foregoing, beyond the reasonable control of the affected party, provided that the party relying upon this section (i) shall have given the other party written notice thereof promptly and, in any event, within five (5) days of discovery thereof and (ii) shall take all steps reasonable necessary under the circumstances to mitigate the effects of the force majeure event upon which such notice is based, provided further, that in the event a force majeure event described in this section extends for a period in excess of thirty (30) days in the aggregate, BenchmarkRef.com may immediately terminate this Agreement.
HEADINGS. The section headings appearing in this Agreement are inserted only as a matter of convenience and in no way define, limit, construe or describe the scope or extent of such section or in any way affect such section.