Terms of Use Agreement

and

Privacy Policy

Thank you for your interest in OnTapReport.com. If, after reading through our Terms of Use Agreement and Privacy Policy, you still have questions about our services and products, we encourage you to contact us at Contact@OnTapReport.com.
Terms of Use Agreement
Date Last Revised: April 30, 2014
This Terms of Use Agreement (this “Agreement”) sets forth the terms and conditions that govern your use of the products and services (collectively, the “Services”) and the materials available therein (the “Materials”) provided by the website www.OnTapReport.com (including as applicable any mobile applications and derivative URLs such as “members.ontapreport.com”, the “Website”), which is owned and operated by R&D Experiment LLC, a Texas limited liability company (“R&D”, “we”, “us” or “our”). By using the Website, you agree to be bound by the terms and conditions of this Agreement and the Privacy Policy, as each may be amended from time to time in the future (see also Paragraph 17 below regarding modifications).

1. Accepting the Terms

By accessing, downloading, exporting, printing or otherwise using any of the information, tools, features and functionality located on the Website or by purchasing any Services or Materials offered on the Website, you agree to adhere and be bound by this Agreement, whether you are a “Visitor” (which means that you simply browse the Website) or you are a “Member” (which means that you have registered and have a membership account with the Website). The term “you”, “yours” or “User” refers to Visitors and Members, and includes natural persons as well as companies and entities, as applicable.  If you do not agree to adhere to this Agreement, you may not use the Website or any of the Services or Materials.
You also may not use the Website, the Services or the Materials, and you may not accept this Agreement, if you are not of a legal age to form a binding contract with R&D.  If you accept this Agreement, you represent that you have the capacity to be bound by it or, if you are acting on behalf of a company or entity, that you have the authority to bind such company or entity.
Before you continue, you should print or save a local copy of this Agreement for your records.

2. Privacy and your Personal Information

For information about our privacy practices, please read our Privacy Policy, which is hereby incorporated into this Agreement. This policy explains how we treat your personal information, and protect your privacy, when you access the Website and use the Services and Materials. The policy may be updated from time to time at our discretion. Changes will be effective upon posting to the Website.

3. Limited License; Restrictions on Use

By purchasing any Services or Materials, or any membership subscription to access Services or Materials from the Website, you are granted (subject in all respects to the terms of this Agreement) a non-exclusive, non-transferable, limited license to access the Services and to display, download, print, email or fax the Materials solely for your own professional use and research purposes in the ordinary course of your business, but not in any event for the business of resale or redistribution.  Any other use of the Website, Services or Materials, whether in electronic or hard copy form, is strictly prohibited without R&D’s express prior written consent, which consent may be granted or withheld in R&D’s sole discretion.  Your failure to comply with these terms will result in automatic termination of this limited license, with or without prior notice, and you must immediately destroy all copies of downloaded Materials in your possession or control. Except for the limited license set forth above, and without limiting anything in Paragraph 7 below, R&D does not grant you any express or implied rights or licenses under any patents, trademarks, copyrights, or other proprietary or intellectual property rights.

4. Third-Party Offers and Links

The Website may also present, from time to time, certain information relating to third party products or services (“Third-Party Offers”).  In connection with any Third-Party Offers, the Website may provide links to other websites and related information (on the Website or via postal services, email or other electronic means) belonging to our advertisers and other third-parties. We do not endorse, warrant or guarantee the products or services available, or the accuracy of news reported, through these Third-Party Offers (or any other third-party products, services or news reported, advertised on or linked from the Website), and R&D is not an agent or broker or otherwise responsible for the activities or policies of those other websites. R&D does not guarantee that any service, product, or other terms offered by any particular advertiser or other third party on the Website are actually the rates or terms that may be offered to you if you pursue the offer or that they are the best rates or terms available in the market.

5. Your Registration Information

You agree and understand that you are responsible for maintaining the confidentiality of your password that, together with your login, allows you to access the Services and Materials. The login and password, together with any credit card or payment information, billing or other addresses, emails, telephone numbers or other information provided to us for purposes of purchasing or subscribing to access the Services and Materials, are collectively referred to herein as “Registration Information.”
Further, by providing us with your email address, you agree to receive all required notices electronically, to that email address. It is your responsibility to update or change that address and other Registration Information, as appropriate. Notices to you will be provided by email or through a link in such email to an appropriate page on the Website, accessible through any standard, commercially available internet browser.
If you become aware of any unauthorized use of your Registration Information, you agree to notify us immediately by email at Contact@OnTapReport.com.

6. Your Use of the Website and the Services and Materials

Your right to access and use the Website and the Services and Materials is personal to you and is not transferable by you to any other person or entity. You are only entitled to access and use the Website and the Services and Materials for lawful purposes.
Your access and use of the Website and the Services and Materials may be interrupted from time to time for any of several reasons, including the malfunction of equipment, periodic updating, service interruptions relating to R&D’s service and utilities providers, maintenance or repair of the Website or other actions that R&D, in its sole discretion, may elect to take.
Further, in using the Website and the Services and Materials, you agree to strictly adhere to each of the following:
  1. You will use the Website and the Services and Materials solely for your own professional use and research purposes, and under no circumstances will you offer any part of the Services or Materials for commercial resale or commercial redistribution in any medium or use the Services or the Materials to compete directly or indirectly with the business of R&D;
  2. You will use the Website and the Services and Materials only for appropriate, legal purposes, and in compliance with all applicable international, federal, state and local laws and regulations.
  3. You will take reasonable steps to ensure that the information you receive via the Services and Materials is stored in a secure manner.
  4. You will not use the Services or Materials to promote or provide instructional information about illegal activities or promote physical harm or injury against any group or individual.
  5. You will not use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the Website or any portion of the Website, without R&D’s express prior written consent, which consent may be granted or withheld in R&D’s sole discretion;
  6. You will not use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Website, other than the search engines and search agents available through the Website and the Services and other than generally available third-party web browsers (such as Microsoft Explorer);
  7. You will not post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of the Website, the Services or the Materials; or
  8. You will not attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of Website, the Services or the Materials.

7. Intellectual Property Rights

The contents of the Website, including its “look and feel” (for example, its text, graphics, images, organization, report layouts, report formats, logos and button icons), photographs, editorial content, notices, software (including HTML-based computer programs and programs related to the Services or used to generate Materials) and other items are protected under United States, international and other applicable copyright, trademark and other intellectual property protection laws. In addition, the Services and Materials may be covered by one or more pending U.S. patent applications. The contents of the Website belong or are licensed to R&D or its software or content suppliers. R&D grants you the right to view and use the Website, the Services and the Materials subject to the terms of this Agreement, including the terms in this Paragraph 7 and the terms of the limited license granted in Paragraph 3 above.

8. Registrations / Subscriptions

Certain Services and Materials available through the Website require you to register as a subscriber or create a membership account. By registering as a subscriber or creating a membership account, you agree to provide accurate and complete information and to inform us of any changes to that information. Except with respect to Multiuser Subscriptions (defined below) or as expressly provided on the Website’s registration or subscription page, each registration subscription is for a single User only, and the limited license granted pursuant to Paragraph 3 above is granted solely to such single User.
From time to time, R&D may offer subscriptions that permit multiple specified persons who are employees or agents of the same entity (e.g., company, corporation, partnership, sole proprietor, etc.) to access the Services and Materials (“Multiuser Subscriptions”).  With respect to any Multiuser Subscriptions, the terms “you”, “yours” or “User” as used throughout this Agreement shall be deemed to include both the entity and the entity’s individual employees and agents who have been granted access to the Website and its Services and Materials through the entity’s Multiuser Subscription. 
You are not permitted to access or use the Services or Materials for any purpose whatsoever unless you are an authorized User (whether pursuant to a single-User registration, a Multiuser Subscription or trial subscription as may be offered by R&D from time to time).  The unauthorized use by any person who accesses or uses the Services or Materials without a valid subscription will nonetheless be governed pursuant to the terms of this Agreement, and such person will be liable to R&D for any breach of this Agreement as well as for the payment of such person’s use and access of the Website at the full applicable pricing for such Services and Materials then in effect. 

9. Payments

When purchasing a subscription or membership program to access the Services and Materials, you understand and agree that you will be charged a recurring subscription fee, at the then current rate, for each subscription period (monthly, quarterly or annually, as the case may be) until your subscription is terminated. Your subscription will renew automatically after each subscription period, and your credit card or other billing source authorized by you will be charged unless we terminate it or you notify us of your decision to terminate your subscription. You may terminate your subscription by emailing us at Contact@OnTapReport.com (receipt of which must be confirmed by email reply from us), or by following such other instructions to cancel your subscription as may be provided on the Website from time to time. You must cancel your subscription before it renews in order to avoid billing of subscription fees for the next renewal term to your credit card or other payment source. If you cancel your subscription, your membership and recurring billing will terminate at the end of your billing term and you will not be eligible for a prorated refund of any portion of your paid subscription fee. We reserve the right to change the recurring subscription fee for any renewal term to be effective upon the renewal of your subscription.
Current fees for the Services and Materials are posted on the Website. By purchasing the Services or Materials (or subscriptions to access the same), you agree to pay using a valid credit card, Paypal or other legitimate payment method and affirm that you are authorized to use such payment method. We reserve the right to suspend access to the Services and Materials to any delinquent account without notice. If you have questions about our fees or payment process, please contact us at Contact@OnTapReport.com before you make a purchase. You are responsible for (and must pay for) all purchases of the Services and Materials (or subscriptions to access the same) by individuals using your account. If you suspect that unauthorized use of your account is taking place, you must notify us immediately.
We will use reasonable efforts to provide accurate, complete and up-to-date information, and (without limiting the disclaimers set forth in Paragraphs 13 and 14 below) you accept that the Services and Materials are provided “AS IS”. You are not paying for R&D to return any particular result or to provide any analyses or research whatsoever.  Rather, you are paying R&D solely to provide data that has been collected by R&D from other public and private sources (including information from other Users), and then to provide that data to you in certain re-organized, filtered, searchable or other report formats through the Services and Materials (and you acknowledge that the particular formats and features available through the Services and Materials may change or be updated from time to time at the sole discretion of R&D). Unless we state in writing otherwise, all fees and charges for the Services and Materials (and subscriptions for access to the same) are nonrefundable. Any issues, questions or concerns about a particular purchase must be raised within ten (10) days after purchase, and you explicitly agree to waive all issues, questions and concerns after such time.

10.  Fraud Prevention

In an effort to help protect Users from credit card fraud, we may analyze purchases and attempted purchases on the Website to identify persons suspected of fraudulent activity and block them from using the Website in the future. We may share this data (including suspect credit card numbers, email addresses, IP addresses, etc.) with credit card and other payment processors, and potentially, law enforcement, in an effort to reduce fraud. In placing any order on the Website, you acknowledge that such information may be added to our suspicious activities list and be shared with our trusted partners. For more information about our privacy practices, please see our Privacy Policy.

11.  Termination

We may at any time, with or without notice, terminate your subscription, membership program and access to the Services and Materials, upon the occurrence of any of the following:
  1. if you have breached any provision of this Agreement (or have acted in a manner which clearly shows that you do not intend to, or are unable to, comply with the provisions of this Agreement);
  2. if R&D, in its sole discretion, believes it is required to do so by law (for example, where the provision of the Services or Materials to you is, or becomes, unlawful); or
  3. if R&D, in its sole discretion, finds your conduct to be unlawful, inconsistent with, or in violation of, the letter or spirit of the terms of this Agreement, or for any other reason.
In addition to the limitations set forth in Paragraph 15 below, neither R&D, nor any of its officers, managers, members, employees, agents or affiliates, shall be liable to you or any third party for termination of your subscription, membership program and/or access to any of the Services or Materials. Should you object to any terms or conditions of this Agreement, or to any subsequent modifications hereto, your only recourse is to immediately discontinue use of the Website.

12. Online and Mobile Alerts and Notices

We may add certain features to the Website, in our sole discretion from time to time, that provide you with certain online and mobile alerts and notices.  These alerts and notices may be sent to you following certain changes made online to your account, such as new memberships, renewals, payment receipt confirmations and changes in your Registration Information. Although we may provide options for Users to suppress some of these alerts and notices, we strongly recommend that you do not since they may be security-related.
Electronic alerts and notices will be sent to the email address you have provided as your primary email address for the Website. If your email address or your mobile device’s email address changes, you are responsible for informing us of that change. We may add new alert and notice features from time to time in our sole discretion, such as allowing you to also have some alerts or notices sent to a mobile device that accepts text messages.
Because these alerts and notices are not encrypted, we will never include your password. However, alerts and notices may include your Website login and some information about your account(s). Anyone with access to your email (or mobile phone if applicable) will be able to view the content of these alerts and notices. Maintaining the security of your personal devices, including your computer, email account and mobile phone, is entirely your responsibility.

13. Disclaimer of Representations and Warranties

THE CONTENT OF THE WEBSITE AND ALL SERVICES AND MATERIALS ASSOCIATED WITH THE WEBSITE OR PROVIDED THROUGH THE WEBSITE ARE PROVIDED TO YOU ON AN “AS-IS” AND “AS AVAILABLE” BASIS. R&D MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE CONTENT OR OPERATION OF THE WEBSITE OR OF THE SERVICES OR MATERIALS. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICES AND MATERIALS IS AT YOUR SOLE RISK.
R&D MAKES NO REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, RELIABILITY OR COMPLETENESS OF THE CONTENT ON THE WEBSITE OR OF THE SERVICES OR MATERIALS, AND EXPRESSLY DISCLAIMS ANY WARRANTIES OF NON-INFRINGEMENT, PERFORMANCE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, OMISSIONS, COMPLETENESS, CURRENTNESS OR DELAYS.

14. Additional Disclaimer regarding Alerts and Notices

You understand and agree that any alerts and notices described in Paragraph 12 above that may be provided to you through the Website may be delayed or prevented by a variety of factors. We use our commercially reasonable efforts to provide any such alerts and notices in a timely manner with accurate information. However, we neither guarantee the delivery nor the accuracy of the content of any alert or notice. You also agree that R&D and its officers, managers, members, employees, agents and affiliates shall not be liable for any delays, failure to deliver, or misdirected delivery of any alert; for any errors in the content of an alert; or for any actions taken or not taken by you or any third party in reliance on an alert.

15. Limitations on Liability

IN ADDITION TO (AND WITHOUT LIMITING) THE OTHER LIMITATIONS ON LIABILITY SET FORTH ELSEWHERE IN THIS AGREEMENT, R&D AND ITS OFFICERS, MANAGERS, MEMBERS, EMPLOYEES, AGENTS AND AFFILIATES SHALL IN NO EVENT BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR OR WITH RESPECT TO ANY OF THE FOLLOWING:
  • ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO THE WEBSITE, YOUR USE OF THE SERVICES OR MATERIALS, EVEN IF R&D HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES;
  • ANY CLAIM(S) RELATING IN ANY WAY TO ANY USER’S INABILITY OR FAILURE TO PERFORM RESEARCH OR OTHER WORK OR TO PERFORM SUCH RESEARCH OR WORK PROPERLY OR COMPLETELY, EVEN IF ASSISTED BY R&D; AND
  • ANY DECISION MADE OR ACTION TAKEN BY ANY USER IN RELIANCE UPON THE SERVICES OR MATERIALS, OR UPON THE AVAILABILITY OF ANY OTHER CONTENT MADE AVAILABLE THROUGH THE WEBSITE.
IN ADDITION, AND NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, R&D’S LIABILITY TO YOU FOR ANY CAUSE WHATEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AGGREGATE AMOUNT PAID BY YOU FOR THE SERVICES AND MATERIALS IN THE THREE (3) MONTHS PRECEDING ANY CLAIM.

16. Your Indemnification of R&D

You shall defend, indemnify and hold harmless R&D and its officers, managers, members, employees, agents and affiliates, from and against all claims and expenses, including attorneys’ fees, in whole or in part arising out of or attributable to any breach of this Agreement by you.  We will promptly notify you of any such claim to the primary email included your Registration Information or other available contact information (provided that any failure by us to give such prompt notice will not otherwise affect your indemnification obligations hereunder except (and only) to the extent that you are materially prejudiced as a result thereof). In the event that you do not use the Services or Materials in an appropriate manner, R&D reserves the right to seek all other appropriate remedies at law or equity and nothing in this Agreement shall be deemed a relinquishment or waiver of any of R&D’s available rights and remedies.
TEXAS EXPRESS NEGLIGENCE NOTICE.  YOU ACKNOWLEDGE THAT THE INDEMNIFICATION SET FORTH ABOVE MAY RESULT IN THE INDEMNITY OF R&D AND/OR ITS OFFICERS, MANAGERS, MEMBERS, EMPLOYEES, AGENTS AND AFFILIATES FOR ITS, HIS OR HER SIMPLE OR GROSS NEGLIGENCE (WHETHER SOLE, CONCURRENT, ACTIVE OR PASSIVE) OR OTHER FAULT OR STRICT LIABILITY OF ANY SUCH PARTY. THE INDEMNIFICATION SET FORTH ABOVE IS INTENDED TO BE ENFORCEABLE IN ACCORDANCE WITH THE EXPRESS TERMS AND SCOPE THEREOF NOTWITHSTANDING TEXAS’ EXPRESS NEGLIGENCE RULE OR ANY SIMILAR DIRECTIVE.

17. Modifications

R&D may modify this Agreement from time to time. You will be notified of any and all changes to this Agreement through a prominent notice on the Website. In addition, this Agreement will always indicate above the date it was last revised. You are deemed to accept and agree to be bound by any changes to this Agreement when you use the Website, the Services or the Materials after those changes are posted.

18. Governing Law and Forum for Disputes

This Agreement, and your relationship with R&D and the Website under this Agreement, shall be governed by the laws of the State of Texas without regard to its conflict or choice of laws provisions. Any dispute arising under or in relation to this Agreement shall be resolved exclusively through a small-claims court of the courts of the State of Texas within the County of Fort Bend, except with respect to imminent harm requiring temporary or preliminary injunctive relief, in which case R&D may seek such relief in any court with jurisdiction over the parties. You understand that, in return for your agreement to this provision, R&D is able to offer the Services and Materials at the terms designated, and that your assent to this provision is an indispensable consideration to this Agreement.
You also acknowledge and understand that, with respect to any dispute arising out of or relating to your use of the Website, the Services, the Materials or this Agreement:
  • YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY; AND
  • YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE.

19. Miscellaneous

If any portion of this Agreement is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, this Agreement as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of this Agreement that is unlawful, void or unenforceable shall be stricken from this Agreement.
You agree that if R&D does not exercise or enforce any legal right or remedy which is contained in the Agreement (or which R&D has the benefit of under any applicable law), this will not be taken to be a formal waiver of R&D’s rights and that those rights or remedies will still be available to R&D.
All covenants, agreements, representations and warranties made in this Agreement shall survive your acceptance of this Agreement and the termination of this Agreement and the cessation of your use of the Website, Services and Materials.
The language in all parts of this Agreement shall be construed, in all cases, according to its fair meaning.  Each party acknowledges that it, he or she has carefully reviewed this Agreement (and has had ample opportunity to have its, his or her counsel review and advise on the same) and that any rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement. 
Except for the heading included to meet the conspicuousness requirement of the “Texas Express Negligence” notice in Paragraph 16 above, the descriptive headings of this Agreement are for convenience only and shall not affect the meaning or construction of any provision. For purposes of this Agreement, (1) the words “include” and “including” shall be deemed to be followed by the words “without limitation”; (2) the word “or” is not exclusive; and (3) the words “herein,” “hereof,” “hereby,” “hereto” and “hereunder” refer to this Agreement as a whole. To the extent the term “day” or “days” is used, it will mean calendar days unless referred to as a “business day.” References to the other documents in this Agreement, including the Privacy Policy, refer to such other documents as amended, modified, supplemented or restated from time to time in accordance with their respective terms. The definitions contained in this Agreement are applicable to the singular as well as the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such term.
This Agreement represents the entire understanding and agreement between you and R&D regarding the subject matter hereof, and there are no agreements, understandings, representations or warranties, written or oral, between you and R&D other than those set forth or expressly referred to herein.