PLEASE READ THE FOLLOWING SITE TERMS CAREFULLY. ANY PURCHASE FROM CORNERSTONE-BUSINESS.COM WILL CONSTITUTE ACCEPTANCE OF THE FOLLOWING TERMS.
Welcome to the cornerstone-business.com website (the “Website”), owned by Cornerstone Business Services, Inc., a Wisconsin corporation (“cornerstone-business.com”). These Terms of Service (“TOS”) contain the terms and conditions that govern your use of the Website and the cornerstone-business.com Service (as defined below). Use of the Website constitutes your acceptance of and agreement to these TOS. You may not use the Website until you review and agree to these TOS.
Cornerstone Business Services, Inc. reserves the right to add, delete and/or modify any of the terms and conditions contained in these TOS, at any time and in its sole discretion, by posting a new TOS on the Website. In the event of substantive changes to these TOS, you may be notified by email. If any modification is unacceptable to you, your only recourse is to not use the Website and the cornerstone-business.com Service. Your continued use of the cornerstone-business.com Website following posting of new Terms on the cornerstone-business.com Website will constitute binding acceptance of the changes.

The cornerstone-business.com Service

cornerstone-business.com provides a number of Internet-based services and products through the Website (all such services, collectively, the “cornerstone-business.com Service”) pertaining to the promotion and sale of closely held businesses. The cornerstone-business.com Services may include, but are not limited to retail purchase of products utilized in valuing and marketing businesses for sale (collectively, “Products”). cornerstone-business.com may offer other services on its Website, including without limitation, message boards, blogs, contests, and newsletters, which may change from time to time.

Use of the Website and cornerstone-business.com Service

2.1 Eligibility. In order to use the cornerstone-business.com Services, you must be of sufficient age that you can lawfully enter into and form contracts. If you are under the age of 18, but at least 13 years of age, you may use the cornerstone-business.com Service only under the supervision of a parent or legal guardian who agrees to be bound by these TOS. The cornerstone-business.com Service is not intended for children under the age of 13 and may not be used by children under the age of 13.

2.2 Compliance with Terms and Applicable Law. You must comply with all of the terms and conditions of these TOS, the applicable agreements and policies referred to below, and all applicable laws, regulations and rules when you use the cornerstone-business.com Service and the Website.

2.3 Electronic Communications. Visiting cornerstone-business.com or sending emails to Cornerstone Business Services, Inc. constitutes electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communications be in writing.

2.4 Your account. If you use this site, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. You may not assign or otherwise transfer your account to any other person or entity. You acknowledge that Cornerstone Business Services, Inc. is not responsible for third party access to your account that results from theft or misappropriation of your account. Cornerstone Business Services, Inc. and its associates reserve the right to refuse or cancel service, terminate accounts, or remove or edit content in our sole discretion.

2.5 Your License to Use the Web Site and the cornerstone-business.com Service.

(a) cornerstone-business.com solely and exclusively owns all intellectual property and other rights, title and interest in and to the cornerstone-business.com Service and Website, except as expressly provided for in these TOS. For example and without limitation, cornerstone-business.com owns the trademarks “Cornerstone” and “cornerstone-business.com”, the copyrights in and to the Website, and certain technology used in providing the cornerstone-business.com Service. You will not acquire any right, title or interest therein under these TOS or otherwise to any intellectual property owned by cornerstone-business.com.

(b) cornerstone-business.com grants you a personal, nonexclusive, limited revocable license to access and use the Website and the cornerstone-business.com Service for its intended purposes, subject to your compliance with these TOS. This license does not include the right to collect or use information contained on the Website for purposes prohibited by cornerstone-business.com; to compete with cornerstone-business.com; to create derivative works based on the content of the Website; or download or copy the Website (other than page caching). If you use the Website in a manner that exceeds the scope of this license or you breach these TOS, cornerstone-business.com may revoke the license granted to you.

2.6 Third-Party Services. cornerstone-business.com may use third parties to provide certain services accessible through the Website. cornerstone-business.com does not control those third parties or their services, and you agree that cornerstone-business.com will not be liable to you in any way for your use of such services. These third parties may have their own terms of use and other policies. You must comply with such terms and policies as well as these TOS when you use those services. If any such terms or policies conflict with cornerstone-business.com’s TOS, agreements or policies, you must comply with cornerstone-business.com’s TOS, agreements or policies, as applicable.

General Rules

3.1 Prohibited Use. You may only use the cornerstone-business.com Service as expressly permitted by cornerstone-business.com. You may not cause harm to the Website or the cornerstone-business.com Service. Specifically, but not by way of limitation, you may not:

– interfere with the cornerstone-business.com Service by using viruses or any other programs or technology designed to disrupt or damage any software or hardware;
– modify, create derivative works from, reverse engineer, decompile or disassemble any technology used to provide the cornerstone-business.com Service;

– use a robot, spider or other device or process to monitor the activity on or copy pages from the Website, except in the operation or use of an internet “search engine”, hit counters or similar technology;

– collect or attempt to collect electronic mail addresses or other information from third parties by using the cornerstone-business.com Service;
impersonate another person or entity;

– use any meta tags, search terms, key terms, or the like that contain cornerstone-business.com’s name or trademarks;

– engage in any activity that interferes with another user’s ability to use or enjoy the cornerstone-business.com Service; or

– assist or encourage any third party in engaging in any activity prohibited by these TOS.

3.2 Privacy Policy. By entering into these TOS, you agree to our collection, use and disclosure of your personal information in accordance with the Privacy Policy.

3.3 Ordering Policies. If you purchase Products, you agree to do so in accordance with any policy identified on the ordering page in your cart. Title to the Products you purchase passes to you when the Products are delivered to you.

Reservation of Rights

4.1 Monitoring. cornerstone-business.com reserves the right, but does not assume the obligation, to monitor transactions and communications that occur through the Website. If cornerstone-business.com determines, in its sole and absolute discretion, that you or another cornerstone-business.com user will breach a term or condition of these TOS or that such transaction or communication is inappropriate, cornerstone-business.com may cancel such transaction or take any other action to restrict access to or the availability of any material that may be considered objectionable, without any liability to you or any third party.

4.2 Modification of the Service. cornerstone-business.com reserves the right to modify the organization, structure or “look and feel” of the cornerstone-business.com Service or the Website, and may change, suspend, or discontinue any aspect of the cornerstone-business.com Service at any time without any liability to you or any third party. cornerstone-business.com shall have complete discretion over the features, functions, prices and other terms and conditions on which the cornerstone-business.com Service is offered to cornerstone-business.com users.

Representations and Warranties

5.1 Mutual Representations and Warranties. You represent and warrant to cornerstone-business.com and cornerstone-business.com represents and warrants to you: (i) that you or it has the full power and authority to enter into and perform under these TOS, (ii) the execution and performance of your or its obligations under these TOS does not constitute a breach of or conflict with any other agreement or arrangement by which you or it is bound, and (iii) these TOS is a legal, valid and binding obligation of the party entering into these TOS, enforceable in accordance with its terms and conditions.

5.2 By You. You represent and warrant to cornerstone-business.com that, in your use of the cornerstone-business.com Service, you: (i) will not infringe the copyright, trademark, patent, trade secret, right of privacy, right of publicity or other legal right of any third party, and (ii) will comply with all applicable laws, rules, and regulations. You further represent and warrant to cornerstone-business.com that: (i) there are no claims, demands or any form of litigation pending, or to the best of your knowledge, threatened with respect to any of your Content; (ii) cornerstone-business.com will not be required to make any payments to any third party in connection with its use of your Content, except for the expenses that cornerstone-business.com incurs in providing the cornerstone-business.com Service; (iii) the use of any instructions, formulae, recommendations, or the like contained in your Content will not cause injury to any third party; and (iv) your Content does not contain viruses or any other programs or technology designed to disrupt or damage any software or hardware.

Disclaimers and Exclusions

DISCLAIMER OF WARRANTIES. CORNERSTONE-BUSINESS.COM PROVIDES THE WEBSITE AND CORNERSTONE-BUSINESS.COM SERVICE ON AN “AS IS” AND “AS AVAILABLE” BASIS. CORNERSTONE BUSINESS SERVICES, INC. DOES NOT REPRESENT OR WARRANT THAT THE WEBSITE, CORNERSTONE-BUSINESS.COM SERVICE OR ITS USE: (i) WILL BE UNINTERRUPTED, (ii) WILL BE FREE OF INACCURACIES OR ERRORS, (iii) WILL MEET YOUR REQUIREMENTS, OR (iv) WILL OPERATE IN THE CONFIGURATION OR WITH THE HARDWARE OR SOFTWARE YOU USE. CORNERSTONE BUSINESS SERVICES, INC. MAKES NO WARRANTIES OTHER THAN THOSE MADE EXPRESSLY IN THESE TOS, AND HEREBY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT. THE PRODUCTS AND SERVICES AVAILABLE THROUGH CORNERSTONE-BUSINESS.COM ARE PROVIDED ON AN AS IS AND AS AVAILABLE BASIS AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CORNERSTONE BUSINESS SERVICES, INC. DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CORNERSTONE BUSINESS SERVICES, INC. AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF CORNERSTONE BUSINESS SERVICES, INC. OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE EXCEPT FOR A BREACH OF A PARTY’S REPRESENTATIONS AND WARRANTIES UNDER THESE TERMS OR IN CONNECTION WITH YOUR INDEMNITY OBLIGATIONS UNDER THESE TOS, IN NO EVENT WILL THE LIABILITY OF CORNERSTONE BUSINESS SERVICES, INC. EXCEED THE GREATER OF (i) THE AMOUNT PAID BY YOU TO CORNERSTONE BUSINESS SERVICES, INC. DURING THE SIX MONTHS IMMEDIATELY PRECEDING THE EVENT THAT GIVES RISE TO SUCH LIABILITY OR (ii) $100.

Indemnification

You agree to indemnify and hold cornerstone-business.com and its employees, representatives, agents, affiliates, directors, officers, managers and shareholders (the “Parties”) harmless from any damage, loss, or expense (including without limitation, attorneys’ fees and costs) incurred in connection with any third-party claim, demand or action (“Claim”) brought against any of the Parties alleging that you have breached any provision of these TOS through any act or omission. If you have to indemnify cornerstone-business.com under this Section, cornerstone-business.com will have the right to control the defense, settlement, and resolution of any Claim at your sole expense. You may not settle or otherwise resolve any Claim without cornerstone-business.com’s express written permission.

Termination

9.1 Termination. In its sole discretion, with or without notice to you, cornerstone-business.com may: (i) suspend, limit your access to or terminate your use of the Website and/or the cornerstone-business.com Service, (ii) suspend, limit your access to or terminate your account, (iii) remove any of your Content from cornerstone-business.com’s servers and directories and (iv) prohibit you from using the cornerstone-business.com Service and/or the Website.

9.2 Survival. Notwithstanding Section 9.1 above, these TOS will survive indefinitely unless and until cornerstone-business.com chooses to terminate these TOS.

9.3 Effect of Termination. If you or cornerstone-business.com terminates your use of the Website or the cornerstone-business.com Service, cornerstone-business.com may delete any Content or other materials relating to your use of the cornerstone-business.com Service on cornerstone-business.com’s servers or otherwise in its possession and cornerstone-business.com will have no liability to you or any third party for doing so.

Notice

All notices required or permitted to be given under these TOS will be in writing and delivered to the other party by any of the following methods: (i) U.S. mail, certified and return receipt requested or (ii) electronic mail. If you give notice to cornerstone-business.com, you must use the following addresses:

Email: [email protected]
U.S. Mail: Cornerstone Business Services, Inc.
200 S Washington St, Suite 205
Green Bay, WI 54301

If Cornerstone Business Services, Inc. provides notice to you, Cornerstone Business Services, Inc. will use the contact information provided by you to cornerstone-business.com. All notices will be deemed received as follows: (i) if by delivery by U.S. mail, seven (7) business days after dispatch, (ii) if by overnight courier, on the date receipt is confirmed by such courier service, or (iii) if by electronic mail, 24 hours after the message was sent, if no “system error” or other notice of non-delivery is generated. If applicable law requires that a given communication be “in writing,” you agree that email communication will satisfy this requirement.

Dispute Resolution

All disputes arising out of, relating to or connected with these TOS or your use of any part of the cornerstone-business.com Service will be exclusively resolved in accordance with Wisconsin law (without regard for conflicts of law principles). Any action brought under these TOS must be brought in a state court located in Brown County, Wisconsin. Each party hereby irrevocably submits to the personal jurisdiction of the Wisconsin State courts in Brown County. Notwithstanding anything to the contrary in this Section 11, Cornerstone Business Services, Inc. may seek equitable relief, including, without limitation, injunctive relief and specific performance, without the requirement of posting a bond or other security or proving money damages are insufficient, from a court of competent jurisdiction.

Miscellaneous

These TOS will be binding upon each party hereto and its successors and permitted assigns, and governed by and construed in accordance with the laws of the State of Wisconsin without reference to conflict of law principles. These TOS are not assignable or transferable by you without the prior written consent of Cornerstone Business Services, Inc. These TOS (including all of the policies and other Agreements described in these TOS, which are incorporated herein by this reference) contain the entire understanding of the parties regarding its subject matter, and supersedes all prior and contemporaneous agreements and understandings between the parties regarding its subject matter. No failure or delay by a party in exercising any right, power or privilege under these TOS will operate as a waiver thereof, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other such right, power, or privilege. You and Cornerstone Business Services, Inc. are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by these TOS. The invalidity or unenforceability of any provision of these TOS will not affect the validity or enforceability of any other provision of these TOS, all of which will remain in full force and effect.

Effective Date: February 2017