Terms of Service

These terms were last modified on May 28, 2024.

The website you have entered (including any sub-domains, linked websites, mobile versions, and services) (the "Site") is a copyrighted work owned and operated by J. Manhattan Consulting Trust and its subsidiaries, parents, and affiliates ("J. MANHATTAN," "we," or "us").

BY ACCESSING OR USING THE SITE, YOU AGREE THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THE TERMS OF SERVICE SET FORTH BELOW (THE "TERMS"). THESE TERMS, ALONG WITH THE PRIVACY POLICY (LOCATED HERE), FORM A LEGAL AGREEMENT BETWEEN YOU AND J. MANHATTAN.

IF YOU ARE UNDER THE AGE OF 18, YOUR PARENT OR LEGAL GUARDIAN MUST READ, UNDERSTAND, AND AGREE TO THESE TERMS BEFORE YOU USE THE SITE. DO NOT ACCESS OR USE THE SITE IF YOU DO NOT AGREE TO THESE TERMS OR HAVE NOT OBTAINED YOUR PARENT OR LEGAL GUARDIAN'S CONSENT TO AGREE TO THESE TERMS. YOU MAY NOT USE THIS WEBSITE IF YOU ARE UNDER THE AGE OF 13.

YOUR USE OF THE SITE CONSTITUTES ACCEPTANCE OF THESE TERMS.

01 CHANGES TO THE SITE OR TERMS

J. MANHATTAN maintains the right, in its sole discretion, to alter, suspend, or cancel the Site (in whole or in part) at any time, with or without notice to you. You agree that J. MANHATTAN will not be responsible to you or any other person in the event that the Site or any part of it is modified, suspended, or discontinued.

J. MANHATTAN further retains the right, in its sole discretion, to revise these Terms or impose new terms and conditions with respect to access or use of the Site, the Content, or any other subject at any time. Any changes to the Terms will be effective when they are posted. YOUR ACCESS OR USE OF THIS SITE OR ANY CONTENT AFTER THE POSTING OF THE REVISED TERMS CONSTITUTES YOUR AGREEMENT TO SUCH REVISED TERMS. No modification to these Terms shall be valid or enforceable against J. MANHATTAN unless expressly agreed to in writing by a duly authorized officer of J. MANHATTAN.

02 TERM AND TERMINATION

While you use the Site, these Terms will remain in full force and effect. J. MANHATTAN reserves the right, in our sole discretion, to terminate these Terms or suspend operation of the Site at any time and for any reason, including but not limited to if you breach any of these Terms. If these Terms are terminated with regard to you, you will no longer be permitted to access or use the Site or any Content.

Sections 3 through 14 of these Terms shall survive and remain in full force and effect in the event these Terms are terminated or your access to and use of the Site is terminated. Furthermore, any rights given by you shall remain in full force and effect, and J. MANHATTAN shall be entitled, but not obligated, to erase any of your personal data obtained in the course of the Site's operation, unless otherwise required by law.

03 SITE LICENSE; SITE CONTENT

License. J. MANHATTAN provides you a non-transferable, non-exclusive, revocable, limited license to use and access the Site solely for your personal, non-commercial use, subject to these Terms. Unauthorized access to or use of the Site or the Content is a violation of these Terms and may be in violation of law.

Site Content. Unless expressly authorized above, you may not replicate or utilize any information, materials, files, videos, or other content (collectively "Content") constituting, contained in, or distributed via the Site without the prior written authorization of J. MANHATTAN. J. MANHATTAN, its licensees, and/or licensors own the Site and the Content included within it. Copyright laws and international treaty provisions protect the Site and the Content. You recognize that J. MANHATTAN or its clients, business partners, licensees, or licensors (as applicable) possess and shall maintain all copyrights, trade secrets, trademarks, and other intellectual property and proprietary rights in the Site and all Content. You agree not to use any automated methods to access, monitor, or copy any portion of the Site or any of the Content, including, without limitation, agents, robots, scripts, or spiders. You agree not to copy, modify, rent, lease, loan, sell, assign, distribute, reverse engineer, disassemble, decompile, attempt to obtain the source code for, grant a security interest in, publicly perform, publicly display, transfer, or exploit the Site, the Content, any technology or software related thereto, or any portion thereof. All copyright, trademark, and other property notices on the Site or in any Content must be kept and displayed at all times.

04 DISCLAIMER OF WARRANTIES AND REPRESENTATIONS

THE SITE AND THE CONTENT CONTAINED IN AND DISSEMINATED FROM THE SITE ARE PROVIDED "AS IS," "AS AVAILABLE," AND WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OR REPRESENTATION OF ANY KIND, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, ACCURACY, AND FITNESS FOR A PARTICULAR PURPOSE. (ALL OF SUCH IMPLIED WARRANTIES AND REPRESENTATIONS BEING HEREBY EXPRESSLY DISCLAIMED). YOU ASSUME THE ENTIRE RISK (i) OF YOUR ACCESS TO AND USE OF THE SITE, AS WELL AS THE SELECTION AND USE OF ANY CONTENT OBTAINED THROUGH OR FROM THE SITE; AND (ii) THAT THE SITE AND/OR THE CONTENT WILL MEET YOUR REQUIREMENTS, BE ACCURATE OR RELIABLE, HAVE ANY LEVEL OF QUALITY, OR MEET YOUR EXPECTATIONS. J. MANHATTAN MAKES NO WARRANTY OR REPRESENTATION THAT YOUR ACCESS TO AND USE OF THE SITE OR THE CONTENT WILL BE UNINTERRUPTED, FREE OF VIRUSES, ERROR-FREE, OR COMPLETELY SECURE. YOU ARE SOLELY RESPONSIBLE FOR ANY HARDWARE OR SOFTWARE DAMAGE TO YOUR COMPUTER SYSTEM, OR FOR ANY LOSS OF DATA OR OTHER DAMAGES RELATED TO YOUR USE OF THE SITE OR THE SITE OR CONTENT. NO ADVICE, INFORMATION, OR CONTENT OBTAINED FROM, THROUGH, OR IN CONNECTION WITH YOUR USE OF THE SITE OR THE CONTENT, WHETHER ORAL OR WRITTEN, WILL CREATE OR PROVIDE ANY WARRANTY OR REPRESENTATION ON THE PART OF J. MANHATTAN OR ANY OF THE J. MANHATTAN PARTIES. (AS HEREINAFTER DEFINED).

Please keep in mind that some jurisdictions do not allow the exclusion of implied warranties, so some of the exclusions listed above may not apply to you. J. MANHATTAN's responsibility in such areas shall be restricted to the fullest extent permissible by relevant law.

05 USER CONDUCT; PROHIBITED ACTIVITIES

You agree not to upload, publish, transmit, or otherwise distribute any material or other information through the Site:

• that is known by you to be false, inaccurate or misleading;
• that violates, infringes or misappropriates any third party’s copyright, patent, trademark, trade secret, right of privacy, right of publicity or other intellectual property or proprietary right;
• that violates any law, statute, regulation, rule or ordinance (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising)
• that is, or may reasonably be considered to be, defamatory, libelous, hateful, profane, abusive, racially, religiously, or otherwise biased or offensive, unlawfully threatening or unlawfully harassing to any individual or entity, or otherwise contains foul language;
• that contains any computer viruses, worms or other potentially damaging computer programs or files

In addition to the foregoing, you agree not to:

• Download or upload any content or material that you know or reasonably should know cannot be legally obtained in such manner;
• Restrict or inhibit any other user from using and enjoying any area within the Site;
• Collect or store personal information about other users of the Site, or submit personal data on the Site without their express permission and authority to do so;
• Attempt to access or use the Site or the Content after your access or use has been terminated;
• Affect the way the Site displays Content (including any pages contained therein) other than through adjustments to your browser or display settings to facilitate your personal viewing of the Site;
• Use any automated means to access or use the Site or to collect any Content contained therein;
• Modify or create variant versions of the J. MANHATTAN name, trademark or logos;
• Interfere with or disrupt the Site or the infrastructure;
• Forge headers or manipulate identifiers or other data in order to disguise the origin of any content transmitted through the Site or to manipulate your presence on the Site;
• Take any action that imposes an unreasonably or disproportionately large load on the Site or its infrastructure;
• Engage in any acts or omissions that could constitute a violation of applicable laws, statutes, regulations, rules or ordinances.

You agree to notify us and cooperate with our investigation if you suspect any conduct that is in violation of these Terms.

06 THIRD-PARTY LINKS

The Site may provide links to third-party websites and services (collectively, "Third-Party Links"). Such Third-Party Links are not under J. MANHATTAN's control, and J. MANHATTAN is not liable for any Third-Party Links. J. MANHATTAN provides access to these Third-Party Links solely for your convenience and does not examine, approve, monitor, endorse, warrant, or make any statements about them. All interactions with Third-Party Links are completely at your own risk. When you click on any of the Third-Party Links, you agree to the terms and policies of the appropriate third party, including the third party's privacy and data collection practices.

07 COPYRIGHT AND TRADEMARK INFORMATION

© J. MANHATTAN 2024. All rights reserved.

It is prohibited to use any trademarks, service marks, branding, logos, or designs owned or licensed by J. MANHATTAN, its affiliates, or any of its clients without J. MANHATTAN's written consent or the express permission of the third party that owns the trademark.

08 PRIVACY

Certain information collected from or about you while using the Site is subject to our Privacy Policy (located here), which is incorporated into these Terms by reference and may be updated from time to time as indicated therein. You accept, agree, and consent to the collecting and sharing of information, as well as the other terms, conditions, and matters outlined in the Privacy Policy.

09 NOTIFICATIONS

Certain incidents might require notification to you under state or federal law. You acknowledge and consent that such notifications will be effective upon our publishing them on the Site or sending them to you through email if you have already supplied us with your email address. We cannot be held accountable if you do not receive notification if you do not supply us with accurate information.

10 GOVERNING LAW AND JURISDICTION

J. MANHATTAN controls and manages the Site from its headquarters in the United States and Cayman Islands, and it is intended for use in the United States and Cayman Islands. These Terms shall be governed and construed in accordance with the private contract indenture of the J. Manhattan Consulting Trust, without regard to its conflict of any state, federal, or international laws or rules. By using the Site, you agree to submit to the exclusive jurisdiction and venue of the J. Manhattan Consulting Trust to resolve any dispute arising out of or in connection with these Terms, the Site, or the Content, and waive any objections, including those of inconvenient forum or similar defenses.

You shall not use the Site or the Content in places where such use is illegal, restricted, or restricted by local law, regulations, codes, or customs. J. MANHATTAN makes no warranty or representation that the Site or the Content are appropriate or available for use in locations outside the United States.

11 USERS OUTSIDE OF THE UNITED STATES

If you (a) use the Site from a country embargoed by the United States, (b) are on the United States Treasury Department's list of "Specially Designated Nationals," or (c) are on the U.S. Commerce Department's Table of Deny Orders, you agree not to conduct any commercial activities using or through the Site, and you agree not to use the Site or any related services in violation of United States export control laws or regulations.

12 LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, J. MANHATTAN AND/OR THEIR RESPECTIVE OFFICERS, DIRECTORS, TRUSTEES, MEMBERS, MANAGERS, EMPLOYEES, AGENTS, IDENTIFIED SITE SPONSORS, OR REPRESENTATIVES (THE "J. MANHATTAN PARTIES") SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, COINCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF PERSONAL OR BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF PERSONAL OR BUSINESS INFORMATION, OR OTHER LOSS OR DAMAGE) ARISING OUT OF OR RELATED TO THESE TERMS OR ARISING OUT OF THE ACCESS OR USE, OR INABILITY TO ACCESS OR USE THE SITE AND/OR ITS CONTENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR IF SUCH DAMAGES ARE OTHERWISE FORESEEABLE, AND REGARDLESS OF THE NATURE OF THE CAUSE OF ACTION OR THEORY ASSERTED (E.G., WHETHER IN CONTRACT, TORT OR OTHERWISE). ACCESS TO AND USE OF THE SITE AND CONTENT IS AT YOUR OWN RISK AND DISCRETION, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DEVICE OR COMPUTER DAMAGE OR LOSS OF DATA AS A RESULT. NOTWITHSTANDING THESE TERMS, IF ANY OF THE J. MANHATTAN PARTIES IS FOUND TO BE LIABLE TO YOU FOR ANY DAMAGE OR LOSS ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR ACCESS TO OR USE OF THE SITE, THE CONTENT, OR OTHERWISE, THE AGGREGATE LIABILITY OF THE J. MANHATTAN PARTIES SHALL IN NO EVENT EXCEED $100 USD. YOU AGREE TO MAKE YOUR BEST EFFORTS TO AVOID ANY DAMAGES OR LOSSES AS A RESULT OF YOUR ACCESS TO AND USE OF THE SITE AND THE CONTENT.

Parts of the foregoing limitations may not apply to you because some countries do not allow the exclusion or limitation of responsibility for consequential or incidental damages. J. MANHATTAN's responsibility in such areas shall be limited to the fullest extent permitted by applicable law. Check your local laws to see if there are any restrictions or limitations on responsibility for consequential or incidental damages.

13 INDEMNIFICATION

You agree to defend, indemnify, and hold harmless J. MANHATTAN, its affiliates, licensees, vendors, partners, identified Site sponsors, and each of their respective directors, officers, members, managers, employees, agents, and representatives from and against any and all claims, actions, losses, damages, liabilities, judgments, settlements, costs, and expenses (including, but not limited to, reasonable attorneys' fees and court costs) arising out of or relating to (a) your breach of these Terms of Service, (b) your access to or use of the Site and/or the Content, (c) your violation, breach or misappropriation of a third party’s copyright, patent, trademark, trade secret, right of privacy, right of publicity, or other intellectual property, proprietary or other right, (d) your tortious acts including, without limitation, defamation, and/or (e) any claims you may raise against third parties relating to third party products or services. We retain the right to assume the exclusive defense and control of any matter for which you are required to indemnify us, at our expense, and you agree to cooperate with our defense of such claims. If we assume such defense, we will only be liable for our legal fees, and all other losses, damages, liabilities, judgements, settlements, costs, and expenditures would be your sole responsibility.

14 MISCELLANEOUS

These Terms represent the entire agreement between you and us regarding the use of the Site. Failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. The section headings in these Terms are just for convenience and have no legal or contractual effect. If any term of these Terms is found to be void or unenforceable for any reason, all of the other provisions of these Terms will be unimpaired, and the invalid or unenforceable provision will be deemed modified to the maximum extent permitted by law.

If you have questions or comments, please contact us at: terms@jmanhattan.com.