Terms and Conditions

Privacy Policy

AccuOpen believes that your privacy is important. Although AccuOpen collects information provided by you, as well as usage data, we use our best reasonable efforts to ensure that your information remains secure. This includes reasonable security measures in attempts to prevent unauthorized access of your information by utilizing technologies such as https for data transfers with our site. Furthermore, AccuOpen will only use your information in pursuit of providing you real-time store information. If you authorize outside offers, AccuOpen may use your information to provide you with as much business information as possible, including relevant third-pary discounts and deals. In addition, AccuOpen may use analytics software, such as Google Analytics, AddThis analytics, or any other analytics software AccuOpen deems appropriate. Furthermore, AccuOpen may use third-party analytics to obtain demographic information, such as your age and gender. This demographic information helps AccuOpen determine how to focus marketing efforts. Of course, AccuOpen strongly recommends that you carefully review the privacy policy of any third party service provider before opting-in to any third party service.

Terms and Conditions

AccuOpen strives to provide the the most up-to-date real-time store information as possible. However, much of our information is provided by our user community. As such, AccuOpen cannot guarantee the accuracy of any information presented on our site. Furthermore, AccuOpen requests your help in keeping information as accurate as possible and urges you to report any incorrect information via your AccuOpen account page and social media resources.

AccuOpen is aware of the possibility of abuse by a number of its members in the community. Therefore, AccuOpen reserves the right to ignore, block, delete, impede, or otherwise disable any user's account at any time, at AccuOpen's discretion without providing notice or reason. Your use of AccuOpen constitutes an at-will, nontransferrable, and revocable license at AccuOpen's sole discretion.

Ownership of Site; Agreement to Terms of Use

These Terms and Conditions of Use (the “Terms of Use”) apply to the AccuOpen web site located at www.AccuOpen.com, all mobile apps, and all associated sites linked to www.accuopen.com by AccuOpen, its subsidiaries and affiliates, including AccuOpen sites around the world (collectively, the “Site”). The Site, all related patents, trade secrets, copyrights, trademarks, servicemarks, and other intellectual property are the property of or are licensed to AccuOpen. Your license to use the Site does not convey any license or right to use any intellectual property of AccuOpen.

BY USING THE SITE, YOU AGREE TO THESE TERMS OF USE; IF YOU DO NOT AGREE, DO NOT USE THE SITE.

AccuOpen reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms of Use, at any time. It is your responsibility to check these Terms of Use periodically for changes. Your continued use of the Site following the posting of changes will mean that you accept and agree to the changes. As long as you comply with these Terms of Use, AccuOpen grants you a personal, non-exclusive, non-transferable, limited privilege to enter and use the Site and/or related mobile apps. AccuOpen reserves the right to charge for access to the Site, mobile apps, or any other related services. AccuOpen reserves the right to make changes to price or services offered at any time.

Content

All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code (collectively, “Content”), including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such Content, contained on the Site is owned, controlled or licensed by or to AccuOpen, and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws.

Except as expressly provided in these Terms of Use, no part of the Site and no Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including “mirroring”) to any other computer, server, Web site or other medium for publication or distribution or for any commercial enterprise, without AccuOpen’s express prior written consent.

You may use information on AccuOpen products and services (such as data sheets, knowledge base articles, and similar materials) purposely made available by AccuOpen for downloading from the Site, provided that you (1) not remove any proprietary notice language in all copies of such documents, (2) use such information only for your personal, non-commercial informational purpose and do not copy or post such information on any networked computer or broadcast it in any media, (3) make no modifications to any such information, and (4) not make any additional representations or warranties relating to such documents.

Your Use of the Site

You may not use any “deep-link”, “page-scrape”, “robot”, “spider” or use any other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Site or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Site or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Site. AccuOpen reserves the right to bar any such activity.

You may not attempt to gain unauthorized access to any portion or feature of the Site, or any other systems or networks connected to the Site or to any AccuOpen server, or to any of the services offered on or through the Site, by hacking, password “mining” or any other illegitimate means.

You may not probe, scan or test the vulnerability of the Site or any network connected to the Site, nor breach the security or authentication measures on the Site or any network connected to the Site. You may not reverse look-up, trace or seek to trace any information on any other user of or visitor to the Site, or any other customer of AccuOpen, including any AccuOpen account not owned by you, to its source, or exploit the Site or any service or information made available or offered by or through the Site, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided for by the Site.

You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site or AccuOpen’s systems or networks, or any systems or networks connected to the Site or to AccuOpen.

You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any transaction being conducted on the Site, or with any other person’s use of the Site.

You may not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal you send to AccuOpen on or through the Site or any service offered on or through the Site. You may not pretend that you are, or that you represent, someone else, or impersonate any other individual or entity.

You may not use the Site or any Content for any purpose that is unlawful or prohibited by these Terms of Use, or to solicit the performance of any illegal activity or other activity which infringes the rights of AccuOpen or others.

ACCUOPEN DOES NOT PROMISE THAT THE SITE OR ANY CONTENT, SERVICE OR FEATURE OF THE SITE WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE SITE WILL PROVIDE SPECIFIC RESULTS. THE SITE AND ITS CONTENT ARE DELIVERED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS. ALL INFORMATION PROVIDED ON THE SITE IS SUBJECT TO CHANGE WITHOUT NOTICE. ACCUOPEN CANNOT ENSURE THAT ANY FILES OR OTHER DATA YOU DOWNLOAD FROM THE SITE WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. ACCUOPEN DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ACCUOPEN DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE SITE AND/OR ANY ACCUOPEN SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE SITE AND ANY LINKED SITES. YOUR SOLE REMEDY AGAINST ACCUOPEN FOR DISSATISFACTION WITH THE SITE OR ANY CONTENT IS TO STOP USING THE SITE OR ANY SUCH CONTENT. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN THE PARTIES.

The above disclaimer applies to any damages, liability or injuries caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction of or unauthorized access to, alteration of, or use, whether for breach of contract, tort, negligence or any other cause of action.

AccuOpen reserves the right to do any of the following, at any time, without notice: (1) to modify, suspend or terminate operation of or access to the Site, or any portion of the Site, for any reason; (2) to modify or change the Site, or any portion of the Site, and any applicable policies or terms; and (3) to interrupt the operation of the Site, or any portion of the Site, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

Limitation of Liability

Except where prohibited by law, in no event will AccuOpen be liable to you for any indirect, consequential, exemplary, incidental or punitive damages, including lost profits, even if AccuOpen has been advised of the possibility of such damages.

If, notwithstanding the other provisions of these Terms of Use, AccuOpen is found to be liable to you for any damage or loss which arises out of or is in any way connected with your use of the Site or any Content, AccuOpen’s liability shall in no event exceed the greater of (1) the total of any subscription or similar fees with respect to any service or feature of or on the Site paid in the six months prior to the date of the initial claim made against AccuOpen (but not including the purchase price for any AccuOpen hardware or software products or any AccuOpenCare or similar support program), or (2) US$100.00. Some jurisdictions do not allow limitations of liability, so the foregoing limitation may not apply to you.

You agree to indemnify and hold AccuOpen, its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries and affiliates, harmless from any demands, loss, liability, claims or expenses (including attorneys’ fees), made against AccuOpen by any third party due to or arising out of or in connection with your use of the Site.

Violation of These Terms of Use

AccuOpen may disclose any information we have about you (including your identity) if we determine that such disclosure is necessary in connection with any investigation or complaint regarding your use of the Site, or to identify, contact or bring legal action against someone who may be causing injury to or interference with (either intentionally or unintentionally) AccuOpen’s rights or property, or the rights or property of visitors to or users of the Site, including AccuOpen’s customers. AccuOpen reserves the right at all times to disclose any information that AccuOpen deems necessary to comply with any applicable law, regulation, legal process or governmental request. AccuOpen also may disclose your information when AccuOpen determines that applicable law requires or permits such disclosure, including exchanging information with other companies and organizations for fraud protection purposes.

You acknowledge and agree that AccuOpen may preserve any transmittal or communication by you with AccuOpen through the Site or any service offered on or through the Site, and may also disclose such data if required to do so by law or AccuOpen determines that such preservation or disclosure is reasonably necessary to (1) comply with legal process, (2) enforce these Terms of Use, (3) respond to claims that any such data violates the rights of others, or (4) protect the rights, property or personal safety of AccuOpen, its employees, users of or visitors to the Site, and the public.

You agree that AccuOpen may, in its sole discretion and without prior notice, terminate your access to the Site and/or block your future access to the Site if we determine that you have violated these Terms of Use or other agreements or guidelines which may be associated with your use of the Site. You also agree that any violation by you of these Terms of Use will constitute an unlawful and unfair business practice, and will cause irreparable harm to AccuOpen, for which monetary damages would be inadequate, and you consent to AccuOpen obtaining any injunctive or equitable relief that AccuOpen deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies AccuOpen may have at law or in equity.

You agree that AccuOpen may, in its sole discretion and without prior notice, terminate your access to the Site, for cause, which includes (but is not limited to) (1) requests by law enforcement or other government agencies, (2) a request by you (self-initiated account deletions), (3) discontinuance or material modification of the Site or any service offered on or through the Site, or (4) unexpected technical issues or problems.

If AccuOpen does take any legal action against you as a result of your violation of these Terms of Use, AccuOpen will be entitled to recover from you, and you agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief granted to AccuOpen. You agree that AccuOpen will not be liable to you or to any third party for termination of your access to the Site as a result of any violation of these Terms of Use.

Governing Law; Dispute Resolution

You agree that all matters relating to your access to or use of the Site, including all disputes, will be governed by the laws of the United States and by the laws of the Commonwealth of Kentucky without regard to its conflicts of laws provisions. You agree to the personal jurisdiction by and venue in the state and federal courts in Fayette County, Kentucky, and waive any objection to such jurisdiction or venue. Any claim under these Terms of Use must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred. Claims made under the separate terms and conditions of purchase for goods and services are not subject to this limitation. No recovery may be sought or received for damages other than out-of-pocket expenses, except that the prevailing party will be entitled to costs and attorneys’ fees. In the event of any controversy or dispute between AccuOpen and you arising out of or in connection with your use of the Site, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If we are unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may submit such controversy or dispute to mediation. If the dispute cannot be resolved through mediation, then the parties shall be free to pursue any right or remedy available to them under applicable law.

Limitation on Collective Action

All claims and/or disputes arising under the Terms of Use and/or Privacy Policy shall be brought and resolved individually, on a case by case basis according to the Terms of this Section. Therefore, you forfeit the right to participate in a class action suit or any other collective action against AccuOpen. However, AccuOpen may submit to resolution by class action, including class arbitration, at AccuOpen's sole discretion.

Binding Arbitration

Any dispute, controversy or claim arising out of or relating in any way to these Terms and Conditions and/or Privacy Policy including without limitation any dispute concerning the construction, validity, interpretation, enforceability or breach, shall be exclusively resolved by binding arbitration upon AccuOpen's submission of the dispute to arbitration. In the event of a dispute, controversy or claim arising out of or relating in any way to these Agreements or your use of AccuOpen services, AccuOpen shall notify the other Party in writing thereof. Within ninety (90) days of such notice, management level representatives of both Parties shall meet at an agreed location to attempt to resolve the dispute in good faith. Should the dispute not be resolved within ninety (90) days after such notice, the complaining Party shall seek remedies exclusively through arbitration. The demand for arbitration shall be made within a reasonable time after the claim, dispute or other matter in question has arisen, and in no event shall it be made after two years from when the aggrieved party knew or should have known of the controversy, claim, dispute or breach.

This agreement to arbitrate shall be specifically enforceable. AccuOpen may apply to any court with jurisdiction for interim or conservatory relief, including without limitation a proceeding to compel arbitration.

The arbitration shall be conducted by one or three arbitrator(s). If the Parties are not able to agree upon the selection of an arbitrator within thirty days of commencement of an arbitration proceeding by service of a demand for arbitration, the arbitrator shall be selected by the federal court in the Eastern District of Kentucky in accordance with the terms of this agreement. For three arbitrators, each party shall select an arbitrator within thirty days of commencement of the arbitration who shall serve as a neutral arbitrator and the two designated arbitrators shall select a third neutral arbitrator within thirty days of their selection, if the parties cannot agree on a third arbitrator. If the two arbitrators cannot agree on selection of a third arbitrator within thirty days of their appointment, the federal judge in the Eastern District of Kentucky shall select such arbitrator in accordance with the terms of this agreement.

The arbitrator(s) shall have at least five years of experience in intellectual property matters and/or internet disputes, if at issue. Otherwise, the arbitrator(s) shall have at least five years of experience in at least one issue in dispute. Furthermore, each arbitrator shall have served as an arbitrator at least three times prior to their service as an arbitrator in any arbitration arising under this Agreement.

The arbitration shall be conducted in accordance with the laws of the Commonwealth of Kentucky and the then existing Commercial Rules of the American Arbitration Association.

The arbitration shall be conducted in Lexington, Kentucky.

The laws of the Commonwealth of Kentucky shall be applied in any arbitration proceedings, without regard to principles of conflict of laws.

It is the intent of the parties that, barring extraordinary circumstances, arbitration proceedings will be concluded within one hundred and twenty days from the date the arbitrator(s) are appointed. The arbitrator(s) may extend this time limit in the interests of justice. Failure to adhere to this time limit shall not constitute a basis for challenging the award.

Except as may be required by law, neither a party nor its representatives may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties to this Agreement.

The Parties shall not be entitled to discovery in the arbitration, except that any Party shall be entitled to request no more than 1000 pages of documents and to take three depositions not to exceed eight hours for each such deposition. Any Party shall be entitled to depose any expert who will testify in the arbitration proceeding but shall pay the regular hourly rate of such expert during such deposition. In addition to the foregoing, any Party shall be entitled to take the deposition of a witness who will testify at the arbitration but who is unavailable to testify at the hearing to preserve such witness’ testimony for the arbitration hearing.

The Parties shall exchange a copy of all exhibits for the arbitration hearing and shall identify each witness who will testify at the arbitration, with a summary of the anticipated testimony of such witness ten (10) days before the arbitration hearing.

The arbitrator(s) shall have no authority to award punitive/consequential/special/indirect damages. The arbitrators shall not be entitled to issue injunctive and other equitable relief. The arbitrator(s) shall award interest from the time of the breach to the time of award at the rate of 6% prejudgment interest under Kentucky law.

The cost of the arbitration proceeding and any proceeding in court to confirm or to vacate any arbitration award, as applicable (including, without limitation, reasonable attorneys’ fees and costs), shall be borne by the unsuccessful party, as determined by the arbitrators, and shall be awarded as part of the arbitrator’s award. It is specifically understood and agreed that any party may enforce any award rendered pursuant to the arbitration provisions of this Section by bringing suit in any court of competent jurisdiction. The parties agree that the arbitrator shall have authority to grant injunctive or other forms of equitable relief to any party. This Section shall survive the termination or cancellation of this Agreement.

Each party shall pay its own proportionate share of arbitrator fees and expenses plus the fees and expenses of the arbitrator it designated (if there are three arbitrators). The arbitrator(s) shall be entitled to award the foregoing arbitration and administrative fees and expenses as damages in his/her discretion.

Void Where Prohibited

AccuOpen administers and operates the www.AccuOpen.com Site from its location in Lexington, Kentucky USA, using various strategically-placed servers; other AccuOpen sites may be administered and operated from various locations outside the United States. Although the Site is accessible worldwide, not all features, products or services discussed, referenced, provided or offered through or on the Site are available to all persons or in all geographic locations, or appropriate or available for use outside the United States. AccuOpen reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product or service to any person or geographic area. Any offer for any feature, product or service made on the Site is void where prohibited. If you choose to access the Site from outside the United States, you do so on your own initiative and you are solely responsible for complying with applicable local laws.

Miscellaneous

You may not use or export or re-export any Content or any copy or adaptation of such Content, or any product or service offered on the Site, in violation of any applicable laws or regulations, including without limitation United States export laws and regulations.

If any of the provisions of these Terms of Use are held by a court or other tribunal of competent jurisdiction to be void or unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best embodies the intent of these Terms of Use, so that these Terms of Use shall remain in full force and effect. These Terms of Use constitute the entire agreement between you and AccuOpen with regard to your use of the Site, and any and all other written or oral agreements or understandings previously existing between you and AccuOpen with respect to such use are hereby superseded and cancelled. Other than as provided in a purchase agreement you enter into with AccuOpen, AccuOpen will not accept any counter-offers to these Terms of Use, and all such offers are hereby categorically rejected. AccuOpen’s failure to insist on or enforce strict performance of these Terms of Use shall not be construed as a waiver by AccuOpen of any provision or any right it has to enforce these Terms of Use, nor shall any course of conduct between AccuOpen and you or any other party be deemed to modify any provision of these Terms of Use. These Terms of Use shall not be interpreted or construed to confer any rights or remedies on any third parties.

AccuOpen may provide access to AccuOpen international data and, therefore, may contain references or cross references to AccuOpen products, programs and services that are not announced in your country. Such reference does not imply that AccuOpen intends to announce such products, programs or services in your country .

Feedback and Information

Any feedback you provide at this site shall be deemed to be non-confidential. AccuOpen shall be free to use such information on an unrestricted basis.

You and AccuOpen agree that each of these Terms is severable. Therefore, invalidity of one or more Terms does not negate any other Term herein.